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Notes to Accounts of Scooters India Ltd.

Mar 31, 2023

PROVISION AND CONTIGENT LIABILTY

Contribution to Provident Fund is made to the company''s provident fund
trust. The fund is compared to aggregate liability and shortfall if any is
additionally contributed by the company and recognized as expenses.
Gratuity and Leave Encashment liability is ascertained on actuarial valuation.
However, any excess/deficit in funds managed by LIC in case of Gratuity as
compared o the actuarial liability is recognized as asset/liability immediately
and the consequent gain/loss arising from such valuation is charged to
revenue in the year in which they arise.

(xi) TAXES ON INCOME:

Current Tax: Provision for current tax is made in accordance with the
provisions of the Income Tax Act, 1961.

Deferred Tax: Deferred tax is recognised on temporary differences between
the carrying amounts of assets and liabilities in the financial statements and
the corresponding tax bases used in the computation of taxable profits.
Deferred tax liabilities are recognised for all taxable temporary differences.
Deferred tax assets are recognised for all deductible temporary differences
and incurred tax losses to the extent that it is probable that taxable profits
will be available against which those deductible temporary differences can
be utilised. Such deferred tax assets and liabilities are not recognised if the
temporary difference arises from the initial recognition (other than in a
business combination) of assets and liabilities in a transaction that affects
neither the taxable profit nor the accounting profit. The carrying amount of
deferred tax assets is reviewed at the end of each reporting period and
reduced to the extent that it is no longer probable that sufficient taxable
profits will be available to allow all or part of the asset to be recovered.

Deferred tax liabilities and assets are measured at the tax rates that are
expected to apply in the period in which the liability is settled or the asset
realised, based on tax rates (and tax laws) that have been enacted or
substantively enacted by the end of the reporting period. The measurement
of deferred tax liabilities and assets reflects the tax consequences that
would follow from the manner in which the Company expects, at the end of
the reporting period, to recover or settle the carrying amount of its assets
and liabilities.

(xii) ACCOUNTING FOR INCOME AND EXPENDITURE:

Income and expenditure are accounted for in the current year on accrual
basis under natural heads of account.

(xiii) Recent pronouncements

Ministry of Corporate Affairs ("MCA") notifies new standard or amendments
to the existing standards under Companies (Indian Accounting Standards)
Rules as issued from time to time. On March 23, 2022, MCA amended the
Companies (Indian Accounting Standards) Amendment Rules, 2022,
applicable from April 1,2022, as below:

a) Ind AS 103 - Reference to Conceptual Framework

The amendments specify that to qualify for recognition as part of applying
the acquisition method, the identifiable assets acquired and liabilities
assumed must meet the definitions of assets and liabilities in the Conceptual
Framework for Financial Reporting under Indian Accounting Standards
(Conceptual Framework) issued by the Institute of Chartered Accountants of
India at the acquisition date. These changes do not significantly change the
requirements of Ind AS 103. The Company does not expect the amendment
to have any significant impact in its financial statements.

b) Ind AS 16 - Proceeds before intended use

The amendments mainly prohibit an entity from deducting from the cost of
property, plant and equipment amounts received from selling items
produced while the company is preparing the asset for its intended use.
Instead, an entity will recognise such sales proceeds and related cost in
profit or loss. The Company does not expect the amendments to have any
impact in its recognition of its property, plant and equipment in its financial
statements.

c) Ind AS 37 - Onerous Contracts - Costs of fulfilling a contract

The amendments specify that that the ''cost of fulfilling'' a contract comprises
the ''costs that relate directly to the contract''. Costs that relate directly to a
contract can either be incremental costs of fulfilling that contract (examples
would be direct labour, materials) or an allocation of other costs that relate
directly to fulfilling contracts. The amendment is essentially a clarification
and the Company does not expect the amendment to have any significant
impact in its financial statements.

d) Ind AS 109 - Annual improvements to Ind AS (2021)

The amendment clarifies which fees an entity includes when it applies the
''10 percent'' test of Ind AS 109 in assessing whether to derecognise a
financial liability. The Company does not expect the amendment to have any
significant impact in its financial statements.

3. CONTINGENT LIABILITIES AND COMMITMENTS:

A. Show Cause Notices issued by various Government Authorities are not
considered as Obligation.

B. When the demand notices are raised against such show cause notices
and are disputed by the Company, these are classified as disputed
obligations.

C. The treatment in respect of disputed obligations, in each case, are as
under:

a) a provision is recognized in respect of present obligations where the
outflow of resources is probable;

b) all other cases are disclosed as contingent liabilities unless the
possibility of outflow of resources is remote.

D. Capital Commitments:

Estimated amount of contracts remaining to be executed on capital accounts
are considered for disclosure.

Mar 31, 2021

1. Amount of Borrowing Cost Capitalised during the year is NIL (Previous Year - NIL)

2. Plant, Machinery, Equipment, and Jigs & Fixtures costing individually Rs. 10000 and below are depreciated fully in the year of purchase. In case of tools where average estimated useful life is greater than five years but less than ten years, depreciation is charged @ 20% as was being done prior to introduction of Schedule II.

3. During the financial year 2015-16, the componentization on Fixed Assest has been carried out in accordance with provision of The Companies Act 2013, the impact of which is nil.

4. ** The Fixed Assets amounting to Rs. 54.18 lakhs in which are not in active use has been recorded at its book value which is lower of its net relizable value in the financial year 201516.

5. Regarding leasing of the company owned petrol pump (HPCL) has been temporarily leased for operations to HPCL w.e.f. 8th November 2016

a The Government of India approved participation in the equity share capital of M/s U.P. Instruments Ltd. (A State Government Undertaking) to the extent of Rs. 15.68 Lakhs, i.e., 49% of equity share capital and the Company/Nominees have so far invested Rs.15.50 lakhs towards equity share capital (Previous years i.e. FY 2018-19 Rs.15.50 lakhs). The Company has been intimated that all assets including land, building and plant & machinery of UPIL has been sold through Committee constituted by U.P State Government. Accordingly, the possible loss for the investment of Rs.12.71 lakhs during 1996-1997 & Rs.2.79 lakhs during 2004-2005 has been provided for in the Accounts.

b. The Government of India approved participation in the equity shares of M/s UP Tyres

& Tubes Ltd.(UPTT) (A State Government Undertaking) to the extent of Rs.52.28 lakhs, i.e., 49% of their equity share capital and the Company/Nominees have so far invested Rs. 52.28 lakhs towards equity share capital (Previous year i.e. FY 2018-19 Rs.52.28 lakhs). As the net worth of UPTT has become negative, the estimated realisable value of the shares is considered as Nil. Accordingly, possible loss in the investment (Rs. 52.28 lakhs) has been provided for in the Accounts during 1996-1997.

c The company invested Rs. 0.57 lakh in the shares of the Co-operative Electric Supply Society Limited in the year 1984. In absence of any information regarding the net worth of the company, a provision for the same has been made in the year 2006-2007.

In consideration of prudence, the above deferred tax assets aggregating to Rs. 5,335.93 lakhs (FY 2019-20 is Rs. 2,277.57 lakhs) has not been recognized by the Company in the financial statements in the current year, since it is not virtually certain whether the Company will have sufficient taxable income in near future against which such deferred tax assets can be realized. The same would be considered at appropriate time keeping in view the availability of sufficient future taxable income against which Deferred Tax Assets can be realized.

*Raw - materials, loose tools and consumables lying with sub - contractors amount to Rs. 28.45 lakhs (Previous year i.e. FY 2019-20 is Rs. 28.45 lakhs). The Company held no security in respect of material lying with third parties/contractors to the tune of Rs. 28.45 lakhs (Previous year i.e. FY 2019-20 is Rs. 28.45 lakhs).

#Other Stocks includes Petrol Pump of Rs. 0.14 lakhs (Previous Year i.e. FY 2019-20 is Rs. 0.14 lakhs) & Medical Stores of 0.20 Lakhs (Previous year i.e. FY 2019-20 is 0.20 Lakhs) This is 100% provided for

a. Provision available for material lying with Sub-Contractor doubtful of recovery is Rs. 27.13 lakhs (FY 2019-20 is Rs. 27.13)

b. During the Year, Considering the condition of Stock following Provision for Inventory Obsolescence has been made by the company:-

i) Raw Material, Stores & Spares, Loose tools and Spares, other stores, WIP & Finished Goods - 75%

Point No. A

The amount involved in 1 consumer case pending before Supreme Court of India and 1 consumer case pending before National Consumer Disputes Redressal Commission, New Delhi is indeterminate (previous years i.e. FY 2018-19 amount involved in 9 cases of consumers is estimated at Rs. 10 lakhs)

& remaining 63 cases of Consumer pending before different Consumer Forums in India is Indeterminate (previous year i.e. FY 2018-19 amount of 64 cases was indeterminate). An amount of Rs. 1.37 lakhs (previous year i.e. FY 2018-19 is Rs. 1.37 lakhs) has been deposited against 5 cases with relevant authorities under protest.

Point No. B

Scooters India Limited filed a writ petition in case of SIL Vs Oriental Bank of Commerce (OBC) before the High Court, Lucknow Bench in 2011 against the order passed by the Debt Recovery Appellate tribunal as the Committee of Disputes was dissolved by the Hon''ble Supreme Court order resulted in pending of the approval for approaching Court.

Point No. C

Employee State Insurance Corporation (ESIC) demanded ESI contribution of the employees from SIL in contravention of the judgment and order dated 22.06.2005 passed in SIL vs BIFR & Others and Appeal No. 304 of 2002 by tribunal AAIFR. The case is pending before High Court, Lucknow Bench. The company has not recognized liability of Rs. 27.34 lakhs (previous year i.e. FY 2018-19 is Rs. 27.34 lakhs) in the books of accounts and it is shown as contingent liability.

Point No. D

Punjab National Bank filed a case against SIL for the recovery against indemnity provided by SIL for loan availed by UP Tyres and Tubes. The case is pending before DRT Lucknow. The company has not recognized liability of Rs. 213 lakhs (previous year i.e. FY 2018-19 is Rs. 213 lakhs) in the books of accounts and it is shown as contingent liability.

Point No. E

SEBI penalized Scooters India Limited for non-compliance of Regulation 17(1), 18(1), 19(1), 19(2), 20(1), 21(2) of SEBI (LODR) Regulations 2015 amounting to Rs. 57.29 lakhs. In this regard SIL has submitted as under :

i. Scooters India Limited is a âGovernment Companyâ pursuant to section 2(45) of the companies Act 2013 and 93.87% of the total paid up share capital of the company is held by Government of India through President of India. The composition of Board of Directors of Scooters India Limited has an approximate mix of Executive Directors represented by Functional Directors including CMD and nonexecutive Directors, represented by Government Nominee Directors. In line with the compliance under Regulations 17(1), we have one Woman Director on the Board and not less than 50% of the Board comprise of non-executive Directors. We have no Independent Directors on the Board. Therefore, could not comply with Regulation 17(1), 18(1), 19(1) & 19(2) of SEBI (LODR) Regulations 2015.

ii. Scooters India Limited is Public Sector Undertaking and as per Articles of Association 112(f) clause of SIL power for appointment of Directors lies with Department of Heavy Industry/ Administrative Department.

In view of above submissions, we would like to submit that non-compliance with regard to composition of the Board was not due to any negligence/ default by the company as the same was not under the control of the Company and therefore, the Company should not be held liable to pay the penalties.

Point No. F

In the matter of arbitration case between Ordnance Factory Board and the Company, a representation was made in 2011 to the Ministry for reviewing the order passed by the Law Secretary being arbitrary. The representation is still pending. Since the Law Secretary has not considered the issue on the merit as pointed out by the Committee on Disputes and, therefore, pending further action, the company has not recognized liability of Rs. 23.85 lakhs plus interest thereon (previous year i.e. FY 2018-19 is Rs. 23.85 lakhs plus interest thereon) in the books of accounts and it is shown as contingent liability.

r Point No. G -\

UPSICL and Scooters India Limited jointly sponsored a scheme for the development of Ancillary Estate in the Amausi Industrial Area, Lucknow. SIL had claimed an amount of Rs. 43.05 lakhs spent on behalf of UPSICL towards such Ancillary Estate, whereas UPSICL has made a counter claim of Rs. 9.27 lakhs plus interest. Pending resolution of the issue the matter went into arbitration in the year 1985, the outcome of which is still awaited and pending clarity on the matter, the company has not recognized counter claim as liability.

Point No. H

The Company is in physical possession of the land measuring 41 bigha, 3 biswa and 18 biswansi acquired for Workmenâs Housing colony under âOwn Your House Schemeâ. The compensation determined by the Land Acquisition Officer of U.P Government amounting to Rs. 2.29 lakhs was paid by the Company. However, subsequently, some land owners entered into litigation for higher compensation before Nagar Mahapalika Tribunal against the State Government. The U.P State Government has filed an appeal before the Honâble High Court challenging the order of the Tribunal and final decision is still awaited. The Company has also been impleaded as a party to the said appeal. The additional liability on the part of the Company, if any, is not ascertainable.

As regards ceiling land measuring 24 bigha, 13 biswa and 16 biswansi, which is in physical possession of the Company, the Govt, of U.P. issued an order dated 3^rd August, 2000 giving above land to the Company for the purpose of Workmen Housing colony under âOwn Your House Schemeâ on lease for 90 years in consideration @ Rs.4000 per bigha, amounting to Rs. 4.55 lakhs including premium. Payment was made but returned subsequently by U.P Government. Thereafter, U.P Government revised their earlier order vide their letter No.919 (1) 1-12/2003-9151/87-92 dated 8.5.2003 demanding market price of Rs. 2412 lakhs, which was contested by the Company. A recovery notice for Rs. 2412 lakhs in addition to collection charges was issued by Tehsildar, Lucknow.

Aggrieved by the recovery notice, Company filed writ petition in Honâble High Court. The Court stayed recovery notice and ordered the Company to pay a sum of Rs. 4.55 lakhs to District Magistrate, Lucknow. Honorable High Court has given the decision in favour of company.

As regards another Forest land for Workmen Housing colony under âOwn Your House Schemeâ measuring 4 bighas and 13 biswa, which is in physical possession for 90 years lease, the execution of conveyance deed with the State Government is pending due to delay in completion of procedural formalities through on line.

The land held for Workmen Housing colony under âOwn Your House Schemeâ shall be transferred to workmen after complying with legal and other procedural formalities. Accordingly, the same has not been included in our Fixed Assets Schedule.

Note No.-37

Sales-tax assessment both under UPVAT and CST has been completed up to the Financial year 2014-15. The Income-tax assessment has been completed up to assessment year 2017-18 (financialyearended on March 31,2017).

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Note No.- 38

The balances in the debtors/creditors accounts, claims recoverable, loans and advances, assets/materials with third parties are subject to adjustments and confirmation, if any, on reconciliation for most of the above balances. Details/confirmation of various deposits relating to Electricity, Customs-duty, Port Trust, Octroi, Sales-tax, Landlord and certain parties are not available/obtained.

Note No.- 39

The Company which was in physical possession of property at 64-65, Najafgarh Road, New Delhi where Regional Office, North Region was located has been handed over to H.V.O.C. Ltd. On 31^st August 2017 as per directive issued by Ministry of Department of Heavy Industry vide their letter No. 3(15)/2008 - PE VI dated 11.05.2017.

Note No.- 40

The Company is principally engaged in the business of manufacturing and sale of motor vehicles and spare-parts (Automobile). Accordingly, there are no other reportable segments as per Ind AS-108 on Operating Segments.

Note No.- 41

As per guidelines issued under Ind AS-36 âImpairment of Assetsâ, the company has assessed and found that no indication of impairment exists in relation to assets as on 31-03-2021

Note No.- 42

Related party disclosure as required by Ind AS-24 (a) List of related parties during the financial year 2019-20 (Till 31.03.2021)

I. Government of India

II. Whole-Time Directors

Shri Rupesh Telang, Chairman & Managing Director (From 25^th April 2021)

Shri Mukesh Kumar, Director Finance (Additional Charge) - (From 28^th August 2020)

Part-Time Directors

Shri S.K. Singh, Director (From 15^th January 2018)

Smt. Rama Kant, Director (From 12^th November 2020)

Shri Mahendra Pratap Singh, Non-Official Independent Director (From 28^th January, 2020)

Smt Rakesh Sharma, Non Official Independent Director (From 28^th January 2020)

*Payment done by Scooters India Limited to Retiring Employees.

During the FY 2019-20 the salary escalation assumption rate of 6.50% has been taken based on interest rate, inflation, projected salary hike, etc.

The Board of Directors, in their 230^th meeting held on 12.06.2014 inter-alia decided & approved to discontinue the funding of Leave Encashment & to utilize the funds received from LICI in respect of Leave Encashment fund for Company''s operations. Accordingly, the company meets the retirement benefits of Leave Encashment from own resources.

Note No.- 44

Rs. 8521.12 lakhs in to Equity, Issue & allotment of Equity shares against share application money pending allotment of Rs. 1049 lakhs, Reduction of Equity Share Capital against Accumulated losses by Rs. 8521.12 lakhs, write off of Interest accrued & due and Interest accrued but not due on Plan & Non Plan Loan of Rs. 2637.60 lakhs against accumulated losses & as also for Income Tax, if any required under section 115JB of the Income Tax Act, 1961 regarding Minimum Alternate Tax for the book profit. The matter of repayment of principal & interest on non-plan loan sanctioned during financial year 201213 of Rs. 189 Lakhs, which has been followed up with Department of Heavy Industry since the year 2013-14, has been

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approved and Ministry of Heavy Industry and Public Enterprises vide its letter No. F3-33/2009 PE-VI(Vol-IV) dated 5th June 2018 communicated the freezing of the interest on the Non Plan Loan of Rs. 1.89 crore and conversion into Equity of the Outstanding Principal amount of Rs. 1.89 Crore.

On 15th September 2015, Hon''ble bench of BIFR, New Delhi has discharged the Company from BIFR on submission made by Operating Agency (State Bank of India) to the effect that Net-worth of the Company as on 31st March, 2014 has turned positive. The BIFR discharged the company from purview of SICA with inter-alia the following directions:

a. The Company M/s Scooters I ndia Limited ceases to be a sick industrial company, within the meaning of section 3(1)(o) of the SICA as its net worth has turned positive. It is therefore, discharged from the purview of SICA/BIFR.

b. The Board discharges SBI from the responsibility of OA to the board.

c. All secured creditors, statutory authorities are at a liberty to recover their dues, if any, according to law.

As per legal opinion obtained by the company, notwithstanding the order of BIFR discharging the company from its purview, the relief and concessions as sanctioned in the miscellaneous application no. 316/2013 would continue to be valid and operative.

Note No.- 45

The Board in its 224th meeting held on May 28, 2013 approved the implementation of negotiated pay scale (2002) of workmen. Accordingly the Company provided in financial year 2013-14 for total recoverable amount which was estimated around Rs.125.83 lakhs and total payable amount which was estimated around Rs. 42.25 lakhs. Against the said amount, around Rs.1.87 lakhs, Rs.16.28 lakhs, Rs.12.82 lakhs, Rs. 8.26 lakhs, Rs. 5.53 lakhs and Rs.1.22 lakhs have been recovered in financial year 2014-15, 2015-16, 2016-17, 2017-18, 2018-19 and 2019-20 respectively and Rs. 1.11 lakhs & Rs. 0.97 lakhs has been paid during the financial year 2013-14 to 2018-19 and 2019-20 respectively.

Regarding revision of Officers w.e.f. 01.01.2007, the proposal of implementation of revision with cutoff date 01.04.2013 for all officers on the rolls of the Company on 01.04.2013, has been forwarded to the Ministry for consideration. Regarding revision of workmen w.e.f. 01.01.2007 for all workmen on the rolls of the Company on 01.04.2013, the consent for implementation of wage revision with a cutoff date 01.04.2013 had been sought from workmen of the Company. The revision (2007) of Officers is still awaiting approval of Government of India.

Pending finalization of wage revision of workmen and resolution of cases filed by unions including Staff & Officers Associations before the Central Government Industrial Tribunal, Lucknow vide Case No. 36/2012, the revision for workmen, staff & officers could not be concluded.

Interim relief is being paid to all employees w.e.f. January 2015.

The above Interim Relief is being paid against the final adjustment, if any, from increase in the salary/wages/arrear on accounts of pay/wage revision 2007. During the financial year 2019-20 Rs.72.49 lakhs (previous years i.e. FY 2018-19 is Rs. 104.73 lakhs, FY 2017-18 is Rs. 162.62 lakhs, FY 2016-17 is Rs.254.29 lakhs, FY 2015-16 is Rs.333.68 lakhs, FY 201415 is Rs.99.70 lakhs, ) has been paid on account of Interim Relief.

r The interim relief being paid w.e.f. 01.01.2015 is recognized as expenditure in the Profit & Loss Account. Pending approval of revision proposal for officers, staff & workmen from Government of India, the arrears, if any, had not been considered.

Note No.- 46

During the financial year 2013-14, the GOI released Rs.3190.00 lakhs as equity for capital expenditure under the approval of revival package of SIL by Cabinet/BIFR.

The interest of Rs.128.11 lakhs earned by way of Fixed Deposits on these funds was remitted to GOI in line with the then direction issued vide GOI Letter No.F.No. 3(15)/2013-PE-VI dated 31st March 2014.

The company however represented against the above & GOI have intimated vide letter F.No. 3(15)/2013-PE-VI dated 05^th March 2015 that the amount has been released as equity investment in SIL, the question of payment of interest earned to Govt. of India does not arise. Interest already credited to GOI cannot be refunded now.

In view of this, SIL have adjusted the interest already credited to GOI against the installment payment of working capital plan loan of Rs. 2000 lakhs due on 23.07.2016 and remitted Rs. 271.89 lakhs (Rs. 400 lakhs minus Rs.128.11 lakhs)

The Company is in the process of filing necessary returns of allotment in respect of issue of share capital of 3190 lakhs to Government of India. The company is also in the process of filing necessary Return for increasing authorised Share capital from Rs. 75 Crores to Rs. 250 Crores. Pending the resolution of issue of increasing the authorized share capital, wherein exemption from filling fees has been sought in line with reliefs provided by BIFR, no liability in this regard has been recognized in the annual accounts.

Note No.- 47

Based on BIFR order dated 22.06.2013, the Board of SIL in their 225^th meeting held on 12.07.2013 effected Reduction of Equity Share Capital of the company held by the Government of India by Rs.8521.12 lakhs as on 31st March 2013 against Accumulated Losses, in line with business plan for revival of SIL, which was further ratified by the share holders of the Company in their 41^st Annual general meeting held on 30^th September, 2013.

In accordance with the Board''s decision in their meeting held on 8th April 2016, and in the background of letter F.No. 3(15)/2013-PE-VI dated 5th March 2015, the interest on CAPEX funds temporarily deployed as FDR remitted to Government of India in April 2014 amounting to Rs. 128.11 lakhs shall be adjusted against the installment of Rs. 400.00 lakhs due on 23rd July 2016 of repayment of principal. Accordingly, necessary adjustments have been carried out in the books of accounts.

During the Month March 2021, Company has received loan Amounting to Rs. 4,100.00 lakhs from Govt of India for making payments related to Voluntary Retirement Scheme.

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(1) Figures in brackets relate to previous year.

(2) Practical/Achievable capacity has reduced to 12500 Nos. against installed capacity of 16500 Nos. during the year 2015-16 as per the report of chartered engineer.

(3) Petrol Pump turnover represents the sale of Diesel, Petrol & Other Oil & Lubricants. The Company purchased NIL ltrs. of Diesel/ Petrol (Previous financial Year NIL ltrs). There has been no evaporation loss (Previous Year NIL ltrs.).

(4) The company owned petrol pump (HPCL) has been temporarily leased for operations to HPCL w.e.f. 8th November 2016. However formal agreement has not been registered and is subject to approval and finalisation. Further since the rental or other income is indeterminable for want of formal agreement, the same is not recognised in profit & loss accounts.

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Note No. 50

The financial statement for the year ended March 31,2021 are prepared as per Schedule III of the Companies Act 2013. Previous year''s figures have been regrouped, rearranged and recast, wherever necessary, to make them comparable with those of the current year.

Note No. 51

As per order no.3(1) 2020-PE-VI dated 28^th January, 2021 issued by the Ministry of Heavy Industries & Public Enterprises (Govt of India) :-

a) Shutting down process of operation of the plant /unit and closure process has been initiated.

b) The total land about 147.499 acres is to be returned to UPSIDA at the mutually agreed rates.

c) Before closure of the Company, shares to be delisted from Bombay Stock Exchange (BSE)

d) Monetization of Trademark and Brand of SIL before closure of Company.

e) Disposal of plant/machinery and movable assets will be done through e-auction by MSTC Ltd.

Note No. 52

In context to the Note No. 50 it was required from all the employees to opt for Voluntary Retirement Scheme over a period of three months. With respect to the settlement of said liability company has received Financial Assistance amounting to Rs. 41 Crore from Govt of India on 25/03/2021.

Note No.53

SILOWA (Scooters India Limited Officers Welfare Association) had filed a petition in the month of March, 2021 to shift the existing employees of the Company in another PSU and said petition is pending at Lucknow Bench of Allahabad High Court.

Mar 31, 2018

Note : 1.Amount of Borrowing Cost Capitalised during the year is NIL (Previous Year - NIL)

2. Plant, Machinery, Equipment, and Jigs & Fixtures costing individually Rs. 5000 and below are depreciated fully in the year of purchase. In case of tools where average estimated useful life is greater than five years but less than ten years, depreciation is charged @ 20% as was being done prior to introduction of Schedule II.

3. During the financial year 2015-16, the componentization on Fixed Assest has been carried out in accordance with provision of The Companies Act 2013, the impact of which is nil. *The land has been taken on lease fora period of 90 years ie. 125.29 acres w.e.f. 5th October, 1974 & 22.209 acres w.e.f. 10th August, 1976.

a. The Government of India approved participation in the equity share capital of M/s U.P. Instruments Ltd. (A State Government undertaking) to the extent of Rs. 15.68 Lakhs, i.e. 49% of equity share capital and the Company/Nominees have so far invested Rs.15.50 Lakhs towards equity share capital (Previous years i.e. FY 2016-17 & FY 2015-16 Rs.15.50 Lakhs). The Company has been intimated that all assets including land, building and plant & machinery of UPIL has been sold through Committee Constituted by U.P. State Government. Accordingly, the possible loss for the investment of Rs.12.71 Lakhs during 1996-1997 & Rs.2.79 Lakhs during 2004-2005 has been provided for in the Accounts.

b. The Government of India approved participation in the equity shares of M/s UP Tyres Ltd. (UPTT) (A State Government Undertaking) to the extent of Rs.52.28 Lakhs, i.e., 49% of their equity share capital and the Company/Nominees have so far invested Rs. 52.28 Lakhs towards equity share capital (Previous year i.e. FY 2016-17 & FY 2015-16 Rs.52.28 Lakhs). As the net worth of UPTT has become nagative, the estimated realisable value of the shares is considered as Nil. Accordingly, possible loss in the investment (Rs.52.28 Lakhs) has been provided for in the Accounts during 1996-1997.

c. The company invested Rs.0.57 Lakh in the shares of The Co-operative Electric Supply Society Limited in the year 1984. In absence of any information regarding the net worth of the company, a provision for the same has been made in the year 2006-2007.

In consideration of prudence, the above deferred tax assets aggregating to Rs.2327.44 lakhs (FY 2016-17 is Rs.2521.59 lakhs) has not been recognized by the Company in the financial statements in the current year, since it is not virtually certain whether the Company will have sufficiant taxable Income in near futute against which such deferred tax assets can be realized. The same would be considered at appropriate time keeping in view the availability of sufficient future taxable income against which Deferred Tax Assets can be realized.

*Raw - materials, loose tools and consumables lying with sub - contractors amount to Rs.31.13 lakhs (Previous year i.e. FY 2016-17 is Rs.32.72 lakhs & FY 2015-16 Rs. Rs.43.14 lakhs). The Company held on security in respect of material lying with third parties/contractors to the tune of Rs.31.13 lakhs (Previous year i.e. FY 2016-17 is Rs.32.72 lakhs & FY 2015-16 is Rs. 43.14 lakhs).

# Other Stocks includes Petrol Pump of Rs.0.14 lakhs (Previous Year Rs.25.04 lakhs) a. Provision available for material doubtful of recovery is Rs.21.63 lakhs (FY 2016-17 is Rs.21.63 lakhs & FY 2015-19 is Rs.21.63).

(i) b). Legal proceedings are in progress for recovery of outstanding in case of 35 oparties, the amount involved, as on 31.03.2018 is Rs.406.69 lakhs (Previous year i.e. FY 2016-17 35 parties amounting to Rs.406.69 lakhs FY 2015-16 36 parties amounting to Rs.406.87 lakhs) against which provision has been made. The company has also initiated legal proceeding against FWL for recovery of royalty dues and protection of SIL rights in Lambratta Trademark and expenditure of Rs.39.78 lakhs (previous year i.e. FY 2016-17 is Rs.39.78 lakhs & FY 201516 is Rs.42.07 lakhs) has been incurred during the year under report.

c. Terms/Rights attached to Equity Shares

The company has only one class of equity shares having a par value of Rs.10 per share. Each holder of equity shares is entitled to one vote per share.

*Share forefeiture adjustment during 1980-81 was Rs.4.90 lakhs

**Prior year adjustment is on account of interest, penalties & taxes pertaining to financial year 2015-16.

a. Liability for Gratuity & Leave Encashment has been determined by an actuary, appointed for the purpose, in conformity with the principles set out in Accounting Standard 15 the details of which are given in Note No. 40.

In absence of information from all the vendors with regard to their registration (filling of memorandum) under The Micro, Small Medium Enterprises Development Act, 2006, the information is NIL.

âOverdraft facility from Indian Overseas Bank are secured by hypothecation of inventories/ book debts/fixed deposits. The overdraft is repayable on demand & carries interest as notified by bank from time to time.

*In absence of information from vendors with regard to their registration (filing of memorandum) under The Micro, Small Medium Enterprises Development Act, 2006, the information is NIL.

* Includes 10,779.30 ltrs.of petrol,diesel,oil etc.value Rs.6.32 lakhs ( Previous year 29,319.80 ltrs.Value Rs.16.83 lakhs) consumed for internal use till 8th November 2016. The company owned petrol pump (HPCL) has been temporarily leased for operations to HPCL w.e.f. 8th November 2016. However formal agreement has not been registered and is subject to approval and finalisation. Further since the rental or other income is indeterminable for want of formal agreement, the same is not recognised in profit & loss accounts.

The tax expenses of Rs.25.99 lakhs relates to previous financial year 2015-16. The Company provided for income tax liability of Rs.28.88 lakhs in the annual accounts of Financial Year 2015-16, the tax liablity upon filling of Income tax return was assessed to Rs.54.88 lakhs difference of Rs.25.99 lakhs towards short provision has been recognised as Income tax for earlier years during the financial year 2016-17.

Point No. A

The amount involved in 9 cases of consumers is estimated at Rs.10 lakhs (previous years i.e. FY 2016-17 & FY 2015-16 17 amount involved in 9 cases of consumers is estimated at Rs.10 lakhs) & remaining 64 cases of Consumer is Indeterminate (previous year i.e. FY 2016-17 amount of 63 cases & FY 2015-16 17 amount of 62 cases was indeterminate). An amount of Rs.1.37 lakhs (previous year i.e. FY 2016-17 is Rs.1.43 lakhs & FY 2015-16 is Rs.1.40 Lakhs) has been deposited against 5 cases with relevant authorities under protest.

Point No. B

Point No. C

Employee State Insurance Corporation (ESIC) demanded ESI contribution of the employees from SIL in contravention of the judgment and order dated 22.06.2005 passed in SIL vs BIFR & Others and Appeal No. 304 of 2002 by tribunal AAIFR. The case is pending before High Court, Lucknow Bench. The company has not recognized liability of Rs.27.34 lakhs (previous year i.e. FY 2016-17 is Rs.27.34 lakhs & FY 2015-16 is Rs.27.34 lakhs) in the books of accounts and it is shown as contingent liability.

Point No. D

Punjab National Bank filed a case against SIL for the recovery against indemnity provided by SIL for loan availed by UP Tyres and Tubes. The case is pending before DRT Lucknow. The company has not recognized liability of Rs.213 lakhs (previous year i.e. FY 2016-17 is Rs.213 lakhs & FY 2015-16 is Rs.213 lakhs) in the books of accounts and it is shown as contingent liability.

Point No. E

In the matter of arbitration case between Ordnance Factory Board and the Company, a representation was made in 2011 to the Ministry for reviewing the order passed by the Law Secretary being arbitrary. The representation is still pending. Since the Law Secretary has not considered the issue on the merit as pointed out by the Committee on Disputes and, therefore, pending further action, the company has not recognized liability of Rs.23.85 lakhs plus interest thereon (previous year i.e. FY 2016-17 is Rs.23.85 lakhs & FY 2015-16 is Rs.23.85 lakhs plus interest thereon) in the books of accounts and it is shown as contingent liability.

Point No. F

UPSICL and Scooters India Limited jointly sponsored a scheme for the development of Ancillary Estate in the Amausi Industrial Area, Lucknow. SIL had claimed an amount of Rs.43.05 lakhs spent on behalf of UPSICL towards such Ancillary Estate, whereas UPSICL has made a counter claim of Rs.9.27 lakhs plus interest. Pending resolution of the issue the matter went into arbitration in the year 1985, the outcome of which is still awaited and pending clarity on the matter, the company has not recognized counter claim as liability.

Point No. G

The Company is in physical possession of the land measuring 41 bigha, 3 biswa and 18 biswansi acquired for Workmen''s Housing colony under "Own Your House Scheme". The compensation determined by the Land Acquisition Officer of U.P Government amounting to Rs.2.29 lakhs was paid by the Company. However, subsequently, some land owners entered into litigation for higher compensation before Nagar Mahapalika Tribunal against the State Government. The U.P State Government has filed an appeal before the Hon''ble High Court challenging the order of the Tribunal and final decision is still awaited. The Company has also been impleaded as a party to the said appeal. The additional liability on the part of the Company, if any, is not ascertainable.

As regards ceiling land measuring 24 bigha, 13 biswa and 16 biswansi, which is in physical possession of the Company, the Govt. of U.P. issued an order dated 3rd August, 2000 giving above land to the Company for the purpose of Workmen Housing colony under "Own Your House Scheme" on lease for 90 years in consideration @ Rs.4000 per bigha, amounting to Rs.4.55 lakhs including premium. Payment was made but returned subsequently by U.P Government. Thereafter, U.P Government revised their earlier order vide their letter No.919 (1) 1-12/2003-9151/87-92 dated 8.5.2003 demanding market price of Rs.2412 lakhs, which was contested by the Company. A recovery notice for Rs.2412 lakhs in addition to collection charges was issued by Tehsildar, Lucknow.

Aggrieved by the recovery notice, Company filed writ petition in Hon''ble High Court. The Court stayed recovery notice and ordered the Company to pay a sum of Rs.4.55 lakhs to District Magistrate, Lucknow. It has been complied with. Final decision of the Court is awaited.

As regards another Forest land for Workmen Housing colony under "Own Your House Scheme" measuring 4 bighas and 13 biswa, which is in physical possession for 90 years lease, the execution of conveyance deed with the State Government is pending due to delay in completion of procedural formalities.

The land held for Workmen Housing colony under "Own Your House Scheme" shall be transferred to workmen after complying with legal and other procedural formalities. Accordingly, the same has not been included in our Fixed Assets Schedule.

Sales-tax assessment both under UPVAT and CST has been completed up to the Financial year 2014-15. The Income-tax assessment has been completed up to assessment year 2014-15 (financial year ended on March 31, 2014).

Note No.- 1

Note No.- 2

The Company which was in physical possession of property at 64-65, Najafgarh Road, New Delhi where Regional Office, North Region was located has been handed over to H.V.O.C. Ltd. On 31st August 2017 as per directive issued by Ministry of Department of Heavy Industry vide their letter No. 3(15)/2008 - PE VI dated 11.05.2017.

Note No.- 3

Note No.- 4

As per guidelines issued under AS-28 "Impairment of Assets", the company has assessed and found that no indication of impairment exists in relation to assets as on 31-03-2018 Liability for Gratuity & Leave Encashment has been determined by an actuary, appointed for the purpose, in conformity with the principles set out in Indian AS 19 the details of which are given as under:

The salary escalation assumption rate of 6.50% has been taken based on interest rate, inflation, projected salary hike, etc.

The Board of Directors, in their 230th meeting held on 12.06.2014 inter-alia decided & approved to discontinue the funding of Leave Encashment & to utilize the funds received from LICI in respect of Leave Encashment fund for Company''s operations. Accordingly the company meets the retirement benefits of Leave Encashment from own resources.

Note No.- 5

The Company was declared sick under section 3(1)(o) of the SICA, by BIFR in its meeting held on February 18, 2010, consequent to the reference made by the Company, due to erosion of its net worth as on March 31, 2009. The Cabinet committee, GOI approved the revival package of Rs.20,196 lakhs, which inter-alia includes the infusion of fresh funds, conversion of plan & non plan loan in to equity & waiver of interest. The Draft Rehabilitation Scheme (DRS) was under preparation by Operating Agency (SBI) and was to be submitted in due course before BIFR for sanction. However Pending finalization of DRS & sanction by the Hon''ble BIFR, the Miscellaneous application filed by the Company for early implementation of revival package was approved by BIFR in its hearing dated June 19, 2013, in terms of section 18 and 32A of SICA, which inter-alia envisaged Increase in Authorised Share Capital from Rs.7500 lakhs to Rs.25000 lakhs, Conversion of Plan & Non Plan Loan of Rs.8521.12 lakhs in to Equity, Issue & allotment of Equity shares against share application money pending allotment of Rs.1049 lakhs, Reduction of Equity Share Capital against Accumulated losses by Rs.8521.12 lakhs, write off of Interest accrued & due and Interest accrued but not due on Plan & Non Plan Loan of Rs.2637.60 lakhs against accumulated losses & Non provision of interest on Non Plan Loan of Rs.189.00 lakhs released during the financial year 2012-13 as also for Income Tax, if any required under section 115JB of the Income Tax Act, 1961 regarding Minimum Alternate Tax for the book profit. The matter of repayment of principal & interest on non-plan loan sanctioned during financial year 2012-13 of Rs.189 Lakhs has been taken up with Department of Heavy Industry for maintaing the status quo. The Company has incorporated the same in its books of account w.e.f. FY 12-13.

On 15th September 2015, Hon''ble bench of BIFR, New Delhi has discharged the Company from BIFR on submission made by Operating Agency (State Bank of India) to the effect that Networth of the Company as on 31st March, 2014 has turned positive. The BIFR discharged the company from purview of SICA with inter-alia the following directions:

a. The Company M/s Scooters India Limited ceases to be a sick industrial company, within the meaning of section 3(1)(o) of the SICA as its net worth has turned positive. It is therefore, discharged from the purview of SICA/BIFR.

b. The Board discharges SBI from the responsibility of OA to the board.

c. All secured creditors, statutory authorities are at a liberty to recover their dues, if any, according to law.

In the above results, status quo of treatment of non-plan loan of Rs.189 lakhs regarding nonpayment of principal & non provision of interest has been maintained as the same has been taken up with Government of India on a regular basis & is still under their consideration.

Note No.- 6

The Board in its 224th meeting held on May 28, 2013 approved the implementation of negotiated pay scale (2002) of workmen. Accordingly the Company provided in financial year 2013-14 for total recoverable amount which was estimated around Rs.125.83 lakhs and total payable amount which was estimated around Rs.42.25 lakhs. Against the said amount, around Rs.1.87 lakhs, Rs.16.28 lakhs, Rs.12.82 lakhs and Rs.8.26 lakhs have been recovered in financial year 2014-15, 2015-16, 2016-17 and 2017-18 respectively and NIL has been paid during the financial year 2013-14 to 2017-18.

Interim relief is being paid to all employees w.e.f. January 2015.

The above Interim Relief is being paid against the final adjustment, if any, from increase in the salary/wages/arrear on accounts of pay/wage revision 2007. During the financial year 2017-18 Rs.162.62 lakhs (previous year i.e. FY 2016-17 is Rs.254.29 lakhs & FY 2015-16 is Rs.333.68 lakhs) has been paid on account of Interim Relief.

The interim relief being paid w.e.f. 01.01.2015 is recognized as expenditure in the Profit & Loss Account. Pending approval of revision proposal for officers, staff & workmen from Government of India, the arrears, if any, had not been considered.

Note No.- 7

During the financial year 2013-14, the GOI released Rs.3190.00 lakhs as equity for capital expenditure under the approval of revival package of SIL by Cabinet/BIFR.

The interest of Rs.128.11 lakhs earned by way of Fixed Deposits on these funds was remitted to GOI In line with the then direction issued vide GOI Letter No.F.No. 3(15)/2013-PE-VI dated 31st March 2014.

The company however represented against the above & GOI have intimated vide letter F.No. 3(15)/2013-PE-VI dated 05th March 2015 that the amount has been released as equity investment in SIL, the question of payment of interest earned to Govt. of India does not arise. Interest already credited to GOI cannot be refunded now.

In view of this, SIL have adjusted the interest already credited to GOI against the installment payment of working capital plan loan of Rs.2000 lakhs due on 23.07.2016 and remitted Rs.271.89 lakhs (Rs. 400 lakhs minus Rs.128.11 lakhs)

The Company is in the process of filing necessary returns of allotment in respect of issue of share capital of Rs.3190 lakhs to Government of India. The company is also in the process of filing necessary Return for increasing authorised Share capital from Rs.75 Crores to Rs.250 Crores. Pending the resolution of issue of increasing the authorized share capital, wherein exemption from filling fees has been sought in line with reliefs provided by BIFR, no liability in this regard has been recognized in the annual accounts.

Based on BIFR order dated 22.06.2013, the Board of SIL in their 225th meeting held on 12.07.2013 effected Reduction of Equity Share Capital of the company held by the Government of India by Rs.8521.12 lakhs as on 31st March 2013 against Accumulated Losses, in line with business plan for revival of SIL, which was further ratified by the share holders of the Company in their 41st Annual general meeting held on 30th September, 2013.

Note No.- 8

In conformity with AS-19, the Company''s significant leasing arrangements are in respect of finance lease for premises (residential, office, stores, godowns etc.). These leasing arrangements are in the nature of cancellable lease which are usually renewable by mutual consent on mutually agreeable terms. The aggregate lease rentals of Rs.37.29 lakhs (Previous year i.e FY 2016-17 is 33.33 lakhs & FY 2015-16 is Rs.32.67 lakhs) payable are charged as "Rent".

*Based on BIFR approval through miscellaneous application the Company has not made any provision for interest on Non Plan loan of Rs.189 lakhs.

**NIL amount is not shown under default upto 31.03.2016 & current maturities as the matter has been taken up with Department of Heavy Industry/Board of Industrial & Financial Reconstruction for maintaining the status quo.

J In accordance with the Board''s decision in their meeting held on 8th April 2016., and in the background of letter F.No. 3(15)/2013-PE-VI dated 5th March 2015, the interest on '' CAPEX funds temporarly deployed as FDR remitted to Government of India in April 2014 amounting to Rs. 128.11 lakhs shall be adjusted against the installment of Rs. 400.00 lakhs due on 23rd July 2016 of repayment of principal. Accordingly necessary adjustments have been carried out in the books of accounts.

Explanatory Notes :

* Includes value of empty drums, containers etc lying in Petrol Pump stock.

(1) Figures in brackets relate to previous year.

(2) Practical/Achievable capacity has reduced to 12500 Nos. against installed capacity of 16500 Nos. during the year 2015-16 as per the report of chartered enginner.

(3) Petrol Pump turnover represents the sale of Diesel, Petrol & Other Oil & Lubricants . The Company purchased NIL ltrs. of Diesel/ Petrol (Previous financial Year 3,24,000 ltrs). There has been no evaporation loss (Previous Year 553.60 ltrs.).

(5) Turnover includes the following export sales

(6) During FY 2017-18 49 vehicle were dismantal, previous year NIL

The financial statement for the year ended March 31, 2018 are prepared as per Schedule III of the Companies Act 2013. Previous yearâs figures have been regrouped, rearranged and recast, wherever necessary, to make them comparable with those of the current year.

First Time Adoption of Ind AS

These are the Company''s first financial statements prepared in accordance with Ind AS.

FIRST-TIME ADOPTION OF IND AS

These financial statements, for the year ended 31 March 2018, are the first financial statements, the Company has prepared in accordance with Ind AS. For periods upto and including the year ended 31 March 2017, the Company prepared its financial statements in accordance with accounting standards notified under section 133 of the Companies Act 2013, read together with paragraph 7 of the Companies (Accounts) Rules, 2014 (Indian GAAP). Accordingly, the Company has prepared financial statements which comply with Ind AS applicable for periods ending on 31 March 2018, together with the comparative periods data as at and for the year ended 31 March 2017, as described in the summary of significant accounting policies. In preparing these financial statements, the Company''s opening balance sheet is prepared as at 1st April 2016, the Company''s date of transition to Ind AS. This note explains the principal adjustments made by the Company in restating its Indian GAAP financial statements, including the balance sheet as at 1st April 2016 and the financial statements as at and for the year ended 31 March 2017.

Exemptions applied

Ind AS 101 allows first-time adopters certain exemptions from the retrospective application of certain requirement under Ind AS. The Company has applied the following exemption:

- Since there is no change in the functional currency, the Company has elected to continue with the carrying value for all of its property, plant and equipment as recognised in its Indian GAAP financial as deemed cost at the transition date.

- The Company has not applied Ind AS 20 "Accounting for Govt. Grants and Disclosure of Govt. Assistance" retrospectively and has used its previous GAAP carrying amount of plan and non-plan loan received from Government of India at the date of transition to Ind AS as carrying amount on Govt. loan in the balance sheet as at 1st April 2016

Ind AS 101 permits a first-time adopter to elect to continue with the carrying value for all of its property, plant and equipment 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.

Mar 31, 2016

B. When the demand notices are raised against such show cause notices and are disputed by the Company, these are classified as disputed obligations.

C. The treatment in respect of disputed obligations, in each case, are as under :

a) a provision is recognized in respect of present obligations where the outflow of resources is probable;

b) all other cases are disclosed as contingent liabilities unless the possibility of outflow of resources is remote.

D. CAPITAL COMMITMENTS :

Estimated amount of contracts remaining to be executed on capital accounts are considered for disclosure.

a. The Government of India approved participation in the equity share capital of M/s U.P. Instruments Ltd. (A State Government Undertaking) to the extent of Rs. 15.68 Lakhs, i.e., 49% of equity share capital and the Company/Nominees have so far invested Rs. 15.50 lakhs towards equity share capital (Previous year Rs. 15.50 lakhs). The Company has been intimated that all assets including land, building and plant & machinery of UPIL has been sold through Committee constituted by U.P. State Government. Accordingly, the possible loss for the investment of Rs. 12.71 lakhs during 1996-1997 & Rs. 2.79 lakhs during 2004-2005 has been provided for in the Accounts.

b. The Government of India approved participation in the equity shares of M/s UP Tyres & Tubes Ltd. (UPTT) (A State Government Undertaking) to the extent of Rs. 52.28 lakhs, i.e., 49% of their equity share capital and the Company/Nominees have so far invested Rs. 52.28 lakhs towards equity share capital (Previous year Rs. 52.28 lakhs). As the net worth of UPTT has become negative, the estimated realizable value of the shares is considered as Nil. Accordingly, possible loss in the investment (? 52.28 lakhs) has been provided for in the Accounts during 1996-1997.

c. The company invested Rs. 0.57 lakhs in the shares of The Co-operative Electric Supply Society Limited in the year 1984. In absence of any information regarding the net worth of the company, a provision for the same has been made in the year 2006-2007.

In consideration of prudence, the above deferred tax assets aggregating to Rs. 2061.61 lakhs (Previous Year Rs. 4329.77 lakhs) has not been recognized by the Company in the financial statements in the current year, since it is not virtually certain whether the Company will have sufficient taxable income in near future against which such deferred tax assets can be realized. The same would be considered at appropriate time keeping in view the availability of sufficient future taxable income against which Deferred Tax Assets can be realized.

Point No. A

The amount involved in 62 cases of Consumer is Indeterminate (previous year amount of 9 cases was estimated at Rs. 10 lakhs & in remaining 62 cases the amount is indeterminate.

Point No. B

Point No. C

Employee State Insurance Corporation (ESIC) demanded ESI contribution of the employees from SIL in contravention of the judgment and order dated 22.06.2005 passed in SIL vs BIFR & Others and Appeal No. 304 of 2002 by tribunal AAIFR. The case is pending before High Court, Lucknow Bench. The company has not recognized liability of Rs. 27.34 lakhs (previous year Rs. 27.34 lakhs) in the books of accounts and it is shown as contingent liability.

Point No. D

Punjab National Bank filed a case against SIL for the recovery against indemnity provided by SIL for loan availed by UP Tyres and Tubes. The case is pending before DRT Lucknow. The company has not recognized liability of Rs. 213 lakhs (previous year Rs. 213 lakhs) in the books of accounts and it is shown as contingent liability.

Point No. E

In the matter of arbitration case between Ordnance Factory Board and the Company, a representation was made in 2011 to the Ministry for reviewing the order passed by the Law Secretary being arbitrary. The representation is still pending. Since the Law Secretary has not considered the issue on the merit as pointed out by the Committee on Disputes and, therefore, pending further action, the company has not recognized liability of Rs. 23.85 lakhs plus interest thereon (previous year Rs. 23.85 lakhs plus interest thereon) in the books of accounts and it is shown as contingent liability.

Point No. F

Point No. G

The Company is in physical possession of the land measuring 41 bigha, 3 biswa and 18 biswansi acquired for Workmen''s Housing colony under "Own Your House Scheme". The compensation determined by the Land Acquisition Officer of U.P. Government amounting to Rs. 2.29 lakhs was paid by the Company. However, subsequently, some land owners entered into litigation for higher compensation before Nagar Mahapalika Tribunal against the State Government. The U.P. State Government has filed an appeal before the Hon''ble High Court challenging the order of the Tribunal and final decision is still awaited. The Company has also been imploded as a party to the said appeal. The additional liability on the part of the Company, if any, is not ascertainable.

As regards ceiling land measuring 24 bigha, 13 biswa and 16 biswansi, which is in physical possession of the Company, the Govt. of U.P. issued an order dated 3^rd August, 2000 giving above land to the Company for the purpose of Workmen Housing colony under "Own Your House Scheme" on lease for 90 years in consideration @ Rs. 4000 per bigha, amounting to Rs. 4.55 lakhs including premium. Payment was made but returned subsequently by U.P. Government. Thereafter, U.P. Government revised their earlier order vide their letter No. 919(1)1-12/2003-9151/87-92 dated 8.5.2003 demanding market price of Rs. 2412 lakhs, which was contested by the Company. A recovery notice for Rs. 2412 lakhs in addition to collection charges was issued by Tehsildar, Lucknow.

Aggrieved by the recovery notice, Company filed writ petition in Hon''ble High Court. The Court stayed recovery notice and ordered the Company to pay a sum of Rs. 4.55 lakhs to District Magistrate, Lucknow. It has been complied with. Final decision of the Court is awaited.

NOTE NO. 1

Sales-tax assessment both under UPVAT and CST has been completed up to the Financial year 2012-13. The Income-tax assessment has been completed up to assessment year 2013-14 (financial year ended on March 31, 2013). The company does not foresee any liability against pending assessment.

NOTE NO. 2

The balances in the debtors/creditors accounts, claims recoverable, loans and advances, assets/materials with third parties are subject to adjustments, if any, on reconciliation, as most of the above balances have not been confirmed or are showing balances different from SIL books. Details/confirmation of various deposits relating to Electricity, Customs-duty, Port Trust, Octroi, Sales-tax, Landlord and certain parties are not available/obtained.

NOTE NO. 3

The Company is in physical possession of property at 64-65, Najafgarh Road, New Delhi where Regional Office, North Region is located, leased out to Scooters India Limited by M/s Ganesh Flour Mills Ltd. (since nationalized and vested in H.V.O.C. Ltd.). The lease agreement with M/s Ganesh Flour Mills Ltd. has expired in 1982-83. As there is no contractual document between the two Companies and based on legal opinion, no liability towards lease rent/ royalty has been provided. The Company on record offered for one time settlement of Rs. 53.80 lakhs for transfer of land which has not been provided in the accounts pending clarity/decision in the matter.

NOTE NO. 4

Note No. 5

As per guidelines issued under AS-28 " Impairment of Assets", the company has assessed and found that no indication of impairment exists in relation to assets as on 31-03-2016.

Note No. 6

Related party disclosure as required by AS-18

(a) List of related parties during the financial year 2015-16 (Till 31.03.2016)

I. Government of India

II. Whole-Time Directors

Shri Rahul Bali, Director (Technical)

(From 02^nd April 2013)

III Part-Time Directors

Shri R.K. Singh (Chairman and Managing Director)

(From 15^th May 2013 to 23^th February 2016)

Smt. Vinita Srivastava (Chairman-cum-Managing Director (From 23^rd February 2016)

Shri A.K. Deori

(From 07^th November 2014 to 23^rd April, 2015)

Shri Pravin Agarwal (From 23^rd April 2015)

Shri A.M. Manichan (From 23^rd September 2014)

The Board of Directors, in their 230^th meeting held on 12.06.2014 inter-alia decided & approved to discontinue the funding of Leave Encashment & to utilize the funds received from LICI in respect of Leave Encashment fund for Company''s operations. Accordingly during the financial year 2014-15 an amount of Rs. 1,132.89 lakhs was received from LICI including interest amounting to Rs. 79.43 lakhs.

NOTE NO. 7

The Company was declared sick under section 3(1)(o) of the SICA, by BIFR in its meeting held on February 18, 2010, consequent to the reference made by the Company, due to erosion of its net worth as on March 31, 2009. The Cabinet committee, GOI approved the revival package of Rs. 20,196 lakhs, which inter-alia includes the infusion of fresh funds, conversion of plan & non plan loan in to equity & waiver of interest. The Draft Rehabilitation Scheme (DRS) was under preparation by Operating Agency (SBI) and was to be submitted in due course before BIFR for sanction. However Pending finalization of DRS & sanction by the Honâble BIFR, the Miscellaneous application filed by the Company for early implementation of revival package was approved by BIFR in its hearing dated June 19, 2013, in terms of section 18 and 32A of SICA, which inter-alia envisaged Increase in Authorized Share Capital from Rs. 7500 lakhs to Rs. 25000 lakhs, Conversion of Plan & Non Plan Loan of Rs. 8521.12 lakhs in to Equity, Issue & allotment of Equity shares against share application money pending allotment of Rs. 1049 lakhs, Reduction of Equity Share Capital against Accumulated losses by Rs. 8521.12 lakhs, write off of Interest accrued & due and Interest accrued but not due on Plan & Non Plan Loan of Rs. 2637.60 lakhs against accumulated losses & Non provision of interest on Non Plan Loan of Rs.189.00 lakhs released during the financial year 2012-13 as also for Income Tax, if any required under section 115JB of the Income Tax Act, 1961 regarding Minimum Alternate Tax for the book profit. The matter of repayment of principal & interest on non-plan loan sanctioned during financial year 2012-13 of Rs. 189 Lakhs has been taken up with Department of Heavy Industry for maintaining the status quo. The Company has incorporated the same in its books of account w.e.f. FY 12-13.

On 15th September 2015, Honâble bench of BIFR, New Delhi has discharged the Company from BIFR on submission made by Operating Agency (State Bank of India) to the effect that Net worth of the Company as on 31st March, 2014 has turned positive. The BIFR discharged the company from purview of SICA with inter-alia the following directions:

a. The Company M/s Scooters India Limited ceases to be a sick industrial company, within the meaning of section 3(1)(o) of the SICA as its net worth has turned positive. It is therefore, discharged from the purview of SICA/BIFR.

b. The Board discharges SBI from the responsibility of OA to the board.

Further, based on the discharge of the company by BIFR in 2015-16, Income tax applicability has been considered in the current financial year amounting to Rs. 28.88 lakhs.

NOTE NO. 8

The Board in its 224th meeting held on May 28, 2013 approved the implementation of negotiated pay scale (2002). Accordingly the Company provided in financial year 2013-14 for total recoverable amount which was estimated around Rs. 125.83 lakhs and total payable amount which was estimated around Rs. 42.25 lakhs. Against the said amount, around Rs. 1.87 lakhs and Rs. 16.28 lakhs have been recovered in financial year 2014-15 and 2015-16 respectively and NIL has been paid during the financial year 2014-15 & 2015-16.

The revision (2007) of Officers is still awaiting approval of Government of India.

Interim relief is being paid to all employees w.e.f. January 2015.

NOTE NO. 9

During the financial year 2013-14, the GOI released Rs. 3190.00 lakhs as equity for capital expenditure under the approval of revival package of SIL by Cabinet/BIFR.

The interest of Rs. 134.73 lakhs earned by way of Fixed Deposits on these funds was remitted to GOI In line with the then direction issued vide GOI Letter No.F.No. 3(15)/2013-PE-VI dated 31st March 2014.

The SIL have taken up with GOI for adjustment of interest already credited to GOI against the installment payment of working capital plan loan of Rs. 2000 lakhs due on 23.07.2016.

NOTE NO. 10

Based on BIFR order dated 22.06.2013, the Board of SIL in their 225^th meeting held on 12.07.2013 effected Reduction of Equity Share Capital of the company held by the Government of India by Rs. 8521.12 lakhs as on 31st March 2013 against Accumulated Losses, in line with business plan for revival of SIL, which was further ratified by the share holders of the Company in their 41^st Annual general meeting held on 30^th September, 2013.

NOTE NO. 11

The Companyâs significant leasing arrangements are in respect of operating lease for premises (residential, office, stores, godowns etc.). These leasing arrangements are in the nature of cancellable lease which are usually renewable by mutual consent on mutually agreeable terms. The aggregate lease rentals of Rs. 32.52 lakhs (Previous year Rs. 30.21 lakhs) payable are charged as âRentâ.

Note No. 12

The financial statement for the year ended March 31, 2016 are prepared as per schedule III of the Companies Act. 2013. Previous year''s figures have been regrouped, regrouped, rearranged and recast, wherever necessary, to make them comparable with those of the current year.

Mar 31, 2015

Point No. A

The amount involved in 9 cases (previous year 10 cases) of Consumer forum is estimated at Rs. 10 lakhs (previous yearRs. 12 lakhs). In remaining 62 cases (previous year 69 cases) the amount is indeterminate.

Point No. B

Scooters India Limited filed a writ petition in case of SIL Vs Oriental Bank of Commerce (OBC) before the High Court, Luck now Bench in 2011 against the order passed by the Debt Recovery Appellate tribunal as the Committee of Disputes was dissolved by the Hon'ble Supreme Court order resulted in pending of the approval for approaching Court.

Point No. C

Employee State Insurance Corporation (ESIC) demanded ESI contribution of the employees from SIL in contravention of the judgment and order dated 22.06.2005 passed in SIL vs BIFR & Others and Appeal No. 304 of 2002 by tribunal AAIFR. The case is pending before High Court, Luck now Bench. The company has not recognized liability of Rs. 27.34 lakhs (previous year Rs. 27.34 lakhs) in the books of accounts and it is shown as contingent liability.

Point No. D

Punjab National Bank filed a case against SIL for the recovery against indemnity provided by SIL for loan availed by UP Tyres and Tubes. The case is pending before DRT Luck now. The company has not recognized liability of Rs. 213 lakhs (previous year Rs. 213 lakhs) in the books of accounts and it is shown as contingent liability.

Point No. E

In the matter of arbitration case between Ordnance Factory Board and the Company, a representation was made in 2011 to the Ministry for reviewing the order passed by the Law Secretary being arbitrary. The representation is still pending. Since the Law Secretary has not considered the issue on the merit as pointed out by the Committee on Disputes and, therefore, pending further action, the company has not recognized liability of Rs. 23.85 lakhs plus interest thereon (previous year Rs. 23.85 lakhs plus interest thereon) in the books of accounts and it is shown as contingent liability.

Point No. F

UPSICL and Scooters India Limited jointly sponsored a scheme for the development of Ancillary Estate in the Amausi Industrial Area, Luck now. SIL had claimed an amount of Rs. 43.05 lakhs spent on behalf of UPSICL towards such Ancillary Estate, whereas UPSICL has made a counter claim of Rs. 9.27 lakhs plus interest. Pending resolution of the issue the matter went into arbitration in the year 1985, the outcome of which is still awaited and pending clarity on the matter, the company has not recognized counter claim as liability.

Point No. G

The Company is in physical possession of the land measuring 41 bigha, 3 biswa and 18 biswansi acquired for Workmen's Housing colony under "Own Your House Scheme". The compensation determined by the Land Acquisition Officer of U.P. Government amounting to Rs. 2.29 lakhs was paid by the Company. However, subsequently, some land owners entered into litigation for higher compensation before Nagar Mahapalika Tribunal against the State Government. The U.P. State Government has filed an appeal before the Hon'ble High Court challenging the order of the Tribunal and final decision is still awaited. The Company has also been imp leaded as a party to the said appeal. The additional liability on the part of the Company, if any, is not ascertainable.

As regards ceiling land measuring 24 bigha, 13 biswa and 16 biswansi, which is in physical possession of the Company, the Govt. of U.P. issued an order dated 3rd August, 2000 giving above land to the Company for the purpose of Workmen Housing colony under "Own Your House Scheme" on lease for 90 years in consideration @ Rs. 4000 per bigha, amounting to Rs. 4.55 lakhs including premium. Payment was made but returned subsequently by U.P. Government. Thereafter, U.P. Government revised their earlier order vide their letter No. 919(1)1- 12/2003-9151/87-92 dated 8.5.2003 demanding market price of Rs. 2412 lakhs, which was contested by the Company. A recovery notice for Rs. 2412 lakhs in addition to collection charges was issued by Tehsildar, Luck now.

Aggrieved by the recovery notice, Company filed writ petition in Hon'ble High Court. The Court stayed recovery notice and ordered the Company to pay a sum of Rs. 4.55 lakhs to District Magistrate, Lucknow. It has been complied with. Final decision of the Court is awaited.

As regards another Forest land for Workmen Housing colony under "Own Your House Scheme" measuring 4 bighas and 13 biswa, which is in physical possession for 90 years lease, the execution of conveyance deed with the State Government is pending due to delay in completion of procedural formalities.

The land held for Workmen Housing colony under "Own Your House Scheme" shall be transferred to workmen after complying with legal and other procedural formalities. Accordingly, the same has not been included in our Fixed Assets Schedule.

NOTE NO. 1

Sales-tax assessment both under UPVAT and CST has been completed up to the Financial year 2011-12. The Income-tax assessment has been completed up to assessment year 2012-13 (financial year ended on March 31, 2012). The company does not foresee any liability against pending assessment.

NOTE NO. 2

The balances in the debtors/creditors accounts, claims recoverable, loans and advances, assets/materials with third parties are subject to adjustments, if any, on reconciliation, as most of the above balances have not been confirmed or are showing balances different from SIL books. Details/confirmation of various deposits relating to Electricity, Customs-duty, Port Trust, Octroi, Sales-tax, Landlord and certain parties are not available/obtained.

NOTE NO. 3

The Company is in physical possession of property at 64-65, Najafgarh Road, New Delhi where Regional Office, North Region is located, leased out to Scooters India Limited by M/s Ganesh Flour Mills Ltd. (since nationalized and vested in H.V.O.C. Ltd.). The lease agreement with M/s Ganesh Flour Mills Ltd. has expired in 1982-83. As there is no contractual document between the two Companies and based on legal opinion, no liability towards lease rent/ royalty has been provided. The Company on record offered for one time settlement of Rs. 53.80 lakhs for transfer of land which has not been provided in the accounts pending clarity/decision in the matter.

NOTE NO. 4

The Company is principally engaged in the business of manufacturing and sale of motor vehicles and spare-parts (Automobile). Accordingly, there are no other reportable segments as per AS-17 on segment accounting.

Note No. 5

As per guidelines issued under AS-28 " Impairment of Assets", the company has assessed and found that no indication of impairment exists in relation to assets as on 31-03-2015.

Note No. 6

Related party disclosure as required by AS-18

(a) List of related parties during the financial year 2014-15

I. Government of India

II. Whole-Time Directors

Shri Rahul Bali, Director (Technical) (From 02nd April 2013 to till date)

III Part-Time Director

Shri R.K. Singh (Chairman and Managing Director) (From 15th May 2013 to till date)

Shri Dinesh Kumar

(From 25th March 2014 to 22nd September 2014)

Shri S.K. Singhs

(From 20thDecember 2013 to 08th August 2014)

Shri Arvind Kumar

(From 08th August 2014 to 07th November, 2014

Shri A.K Deori

(From 07th November 2014 to 23rd April, 2015)

Shri Pravin Agarwal

(From 23rd April 2015 to till date)

Shri A.M. Manichan

(From 23rd September 2014 to till date)

NOTE NO. 7

In absence of information from vendors with regard to their registration (filing of memorandum) under The Micro, Small Medium Enterprises Development Act, 2006, the information is NIL.

NOTE NO. 8

Liability for Gratuity & Leave Encashment has been determined by an actuary, appointed for the purpose, in conformity with the principles set out in Accounting Standard 15 the details of which are given as under :

The Board of Directors, in their 230th meeting held on 12.06.2014 inter-alia decided & approved to discontinue the funding of Leave Encashment & to utilize the funds received from LICI in respect of Leave Encashment fund for Company's operations. Accordingly an amount of Rs. 1,132.89 lakhs was received from LICI including interest of current year amounting to Rs. 79.43 lakhs.

NOTE NO. 9

The company has been declared sick under section 3(1)(o) of the SICA by BIFR in its meeting held on February 18, 2010 consequent to the reference made by the company, due to erosion of its net worth as on March 31, 2009. The Cabinet committee, GOI has approved the revival package of Rs. 20,196 lakhs, which inter-alia includes the infusion of fresh funds, conversion of plan & non plan loan in to equity & waiver of interest. The Draft Rehabilitation Scheme (DRS) is under preparation by Operating Agency (SBI) and shall be submitted in due course before BIFR for sanction. However Pending finalization of DRS & sanction by the Hon'ble BIFR, the Miscellaneous application field by the Company for early implementation of revival package has been approved by BIFR in its hearing dated June 19, 2013, in storms of section 18 and 32A of SICA, which inter-alia envisaged Increase in Authorized Share Capital from Rs. 7500 lakhs to Rs. 25000 lakhs, Conversion of Plan & Non Plan Loan of Rs. 8521.12 lakhs in to Equity, Issue & allotment of Equity share against share application money pending allotment of Rs. 1049 lakhs, Reduction of Equity Share Capital against Accumulated losses by Rs. 8521.12 lakhs, write off of Interest accrued & due and Interest accrued but not due on Plan & Non Plan Loan of Rs. 2637.60 lakhs against accumulated losses & Non provision of Interest on Non Plan Loan of Rs. 189.00 lakhs released during the financial year 2012-13 as also for Income Tax, if any required under section 115JB of the Income Tax Act, 1961 regarding Minimum Alternate Tax for the book profit. The Company has incorporated the same in its books of account w.e.f. FY 12-13. However, the approval & sanction of DRS by BIFR is still awaited incorporating the above reliefs & concessions allowed in Miscellaneous Application.

NOTE NO. 10

Company has been regularly paying house tax of Rs. 2.93 lakhs after rebate of 10% on every year in time as per demand raised by Nagar Nigam. House Tax for the financial year 2012-13 was paid on 25.04.2012.

However, Nigam had imposed house tax of Rs. 2,936.96 lakhs including current tax, arrears and interest based on assessment of annual value of Rs. 1,021.06 lakhs from the year 2002 and at annual value (A.V.) of Rs. 1,837.58 lakhs from the year 2010, vide their Notice No. ZOV/ cc/2012-13 dated 11.06.2012 and ZOV/cc/2012-13 dated 16.05.2012.

As the demand raised by Nagar Nigam, prima facie was not considered justified and correct, it was decided to challenge the above notice before Municipal Authorities. After having series of meeting with higher authorities of Nagar Nigam it was finally agreed for re-assessment of house tax through valuer. Based on the valuer report after re-assesment by fixing annual value Rs. 59.18 lakhs in place of Rs. 1,021.06 lakhs with effect from April 2002 and from the year 2010 onwards annual value Rs. 111.20 lakhs in place of Rs. 183.76 lakhs has been fixed and demand Vide letter no. 493/205/13 dated 24/01/2014 for an amount of Rs. 137.68 lakhs is against current tax and arrears and interest of Rs. 55.91 lakhs has been raised. Payment of Rs. 124.25 lakhs for period upto March 2013 and Rs. 13.42 for the year 2013-14 totaling Rs. 137.68 lakhs has been paid and settled. Interest of Rs. 55.91 lakhs was waived off by Nagar Nigam as payment of current tax and arrears was made on 31/03/2014.

House Tax of Rs. 16.68 lakhs has been paid during financial year 2014-15 and there is no liability as on 31.03.2015 on this account.

NOTE NO. 11

The Board in its 224th meeting held on May 28, 2013 approved the implementation of negotiated pay scale (2002). Accordingly the Company provided in financial year 2013-14 for total recoverable amount which was estimated around Rs. 125.83 lakhs and total payable amount which was estimated around Rs. 42.25 lakhs. Against the said amount, around Rs. 1.87 lakhs have been recovered and NIL has been paid during the financial year 2014-15.

Regarding revision of officers w.e.f. 01.01.2007, the proposal of implementation of revision with cutoff date 01.04.2013 for all officers on the rolls of the Company on 01.04.2013, has been forwarded to the Ministry for consideration. Regarding revision of workmen w.e.f. 01.01.2007 for all workmen on the rolls of the company as on 01.04.2013, the consent for implementation of wage revision with a cutoff date 01.04.2013 had been sought from workmen of the Company. Based on response, the same has been forwarded for consideration of BIFR.

The revision of employees w.e.f. 01.01.2007 is still awaiting approval of Government of India/ BIFR and Interim Relief is being provided to the employees since 01.01.2015. The above Interim Relief is being paid against the final adjustment from increase in the salary/wages/ arrear on accounts of pay/wage revision 2007. During the financial year 2014-15 Rs. 99.70 lakhs has been paid on account of Interim Relief.

The interim relief being paid w.e.f. 01.01.2015 is recognized as expenditure in the Profit & Loss Account. Pending approval of revision proposal for officers, staff & workmen from Government of India/BIFR, the arrears, if any, had not been considered.

NOTE NO. 12

During the financial year 2013-14, the GOI released Rs. 3190.00 lakhs as equity for capital expenditure under the approval of revival package of SIL by Cabinet/BIFR. In line of GOI Letter No. F.No. 3(15)/2013-PE-VI dated 31st March 2014, interest of Rs. 134.73 lakhs including The Company is in the process of filing necessary returns of allotment in respect of issue of share capital of Rs. 3190 lakhs to Government of India. The company is also in the process of filing necessary Return for increasing authorized Share capital from Rs. 75 Crores to Rs. 250 Crores.

NOTE NO. 13

Based on BIFR order dated 22.06.2013, the Board of SIL in their 225th meeting held on 12.07.2013 effected Reduction of Equity Share Capital of the company held by the Government of India by Rs. 8,521.12 lakhs as on 31st March 2013 against Accumulated Losses, in line with business plan for revival of SIL, which was further ratified by the share holders of the Company in their 41st Annual general meeting held on 30th September, 2013

NOTE NO. 14

In line with Accounting Standard AS-12 "Accounting for Government Grants" the interest subsidies on DG Set loans received from UPFC in 1976-77 and 1986-87 totaling Rs. 4.36 lakhs which were inadvertently classified under Capital Reserve have been rectified under prior period items during the financial year 2013-14.

NOTE NO. 15

The Company's significant leasing arrangements are in respect of operating lease for premises (residential, office, stores, godowns etc). These leasing arrangements are in the nature of cancellable lease which are usually renewable by mutual consent on mutually agreeable terms. The aggregate lease rentals of Rs. 30.21 lakhs (Previous year Rs. 28.81 lakhs) payable are charged as "Rent".

Mar 31, 2014

1. Cash Flow Statement has been prepared on indirect Method as per Accounting Standard 3 on Cash Flow Statement issued by Institute of Chartered Accountants of India

NOTE NO. 2

Sales-tax assessment both under UPVAT and CST has been completed up to the Financial year 2010-11. The Income-tax assessment has been completed up to assessment year 2011-12 (financial year ended on March 31,2011). The company does not foresee any liability against pending assessment.

NOTE NO. 3

The balances in the debtors/creditors accounts, claims recoverable, loans and advances, assets/materials with third parties are subject to adjustments, if any, on reconciliation, as most of the above balances have not been confirmed or are showing balances different from

SIL books. Details/confirmation of various deposits relating to Electricity, Customs-duty, Poi Trust, Octroi, Sales-tax, Landlord and certain parties are not available/obtained.

NOTE NO. 4

The Company is in physical possession of property at 64-65, Najafgarh Road, New Delh where Regional Office, North Region is located, leased out to Scooters India Limited by M/ Ganesh Flour Mills Ltd. (since nationalized and vested in H.V.O.C. Ltd.). The lease agreemer with M/s Ganesh Flour Mills Ltd. has expired in 1982-83. As there is no contractual documen between the two Companies and based on legal opinion, no liability towards lease renl royalty has been provided. The Company on record offered for one time settlement of Rs. 53.81 lakhs for transfer of land which has not been provided in the accounts pending clarity/decisior in the matter.

NOTE NO. 5

The Company is principally engaged in the business of manufacturing and sale of moto vehicles and spare-parts (Automobile). Accordingly, there are no other reportable segment as per AS-17 on segment accounting.

Note No. 6

As per guidelines issued under AS-28 " Impairment of Assets", the company has assessei and found that no indication of impairment exists in relation to assets as on 31-03-2014. Note No. 36

Related party disclosure as required by AS-18

(a) List of related parties during the financial year 2013-14

I. Government of India

II. Whole-Time Directors

Shri Ajai Kumar, Chairman-cum-Managing Director (From 23th April 2008 to 13th April 2013)

Shri Rahul Bali, Director (Technical)

(From 02nd April 2013 to till date)

III Part-Time Director

Shri R.K. Singh (Chairman and Managing Director)

(From 15th May 2013 to till date)

Shri Harbhajan Singh

(From 13th September 2011 to 20th December 2013)

Shri S.K. Goyal

(From 17th May 2012 to 25th March 2014)

Shri Dinesh Kumar (From 25th March 2014 to 31st July, 2014 Shri S.K. Singh (From 20th December 2013 to 08th August, 2014)

NOTE NO. 7

In absence of information from vendors with regard to their registration (filing of memorandum) under The Micro, Small Medium Enterprises Development Act, 2006, the information is NIL.

NOTE NO. 8

The company has been declared sick under section 3(1) (o) of the SICA by BIFR in its meeting held on February 18, 2010 consequent to the reference made by the company, due to erosion of its net worth as on March 31,2009. The Cabinet committee, GOI has approved the revival package of Rs. 20,196 lakhs, which inter-alia includes the infusion of fresh funds, conversion of plan & non plan loan in to equity & waiver of interest. The Draft Rehabilitation Scheme (DRS) is under preparation by Operating Agency (SBI) and shall be submitted in due course before BIFR for sanction. However Pending finalization of DRS & sanction by BIFR the Company has availed & implemented the part of the Revival package from GOI as per sanction of Cabinet Committee, after taking necessary approval from BIFR through miscellaneous application field.

Based on BIFR approval through miscellaneous application the Company has not made any provision for interest on non plan loan of Rs. 189.00 lakhs released during 2012-13 as also for Income Tax, if any required under section 115 JB of the Income Tax Act, 1961 regarding Minimum Alternate Tax for the book profit during the year under report.

NOTE NO.9

The company has initiated legal proceeding against Fine White Line for recovery of royalty dues and protection of SIL rights in Lambretta Trademark and expenditure of Rs. 23.49 lakhs has been incurred during the year under report.

NOTE NO. 10

Company has been regularly paying house tax of Rs. 2.93 lakhs after rebate of 10% on every year in time as per demand raised by Nagar Nigam. House Tax for the financial year 2012-13 was paid on 25.04.2012.

However, Nigam had imposed house tax of Rs. 2,936.96 lakhs including current tax, arrears and interest based on assessment of annual value of Rs. 1,021.06 lakhs from the year 2002 and at annual value (A.V.) of Rs. 1,837.58 lakhs from the year 2010, vide their Notice No. ZOV/ cc/2012-13 dated 11.06.2012 and ZOV/cc/2012-13 dated 16.05.2012.

As the demand raised by Nagar Nigam, prima facie was not considered justified and correct, it was decided to challenge the above notice before Municipal Authorities. After having series of meeting with higher authorities of Nagar Nigam it was finally agreed for re-assessment of house tax through valuer. Based on the valuer report after re-assesment by fixing annual value Rs. 59.18 lakhs in place of Rs. 1,021.06 lakhs with effect from April 2002 and from the year 2010 onwards annual value Rs. 111.20 lakhs in place of Rs. 183.76 lakhs has been fixed and demand Vide letter no. 493/205/13 dated 24/01/2014 for an amount of Rs. 137.68 lakhs is against current tax and arrears and interest of Rs. 55.91 lakhs has been raised. Payment of Rs. 124.25 lakhs for period upto March 2013 and Rs. 13.42 for the year 2013-14 totaling Rs. 137.68 lakhs has been paid and settled. Interest of Rs. 55.91 lakhs was waived off by Nagar Nigam as payment of current tax and arrears was made on 31/03/2014, taking into account it was an ommission.

NOTE NO. 11

The Board in its 224th meeting held on May 28, 2013 approved the implementation of negotiated pay scale (2002), for workmen on the rolls of the company as on 01.04.2013 and also decided for considering the payment of arrears to the workmen who were on the rolls of the company on 01.08.2004 when the company starts making cash profit which was considered and approved by the Board in its meeting held on 16.05.2014. As against estimated arrears of Rs. 269.00 lakhs, reported in note no. 27(a) in annual accounts for the year ended at 31st March, 2013, the actual arrears have been worked out as under and has been taken into annual accounts for the year ended at 31st March, 2014.

Regarding wage revision no provision has been made pending negotiated settlement with workmen.

NOTE NO. 12

During the year, the GOI released Rs. 3190.00 lakhs as equity for capital expenditure under the approval of revival package of SIL by Cabinet/BIFR. In line of GOI Letter No. F.No. 3(15)/ 2013-PE-VI dated 31st March 2014, interest of Rs. 134.73 lakhs including TDS accrued on deposit of funds pending utilization for CAPEX, has been shown as payable to GOI and not recognized as income. The Company is in the process of filing necessary returns of allotment in respect of issue of share capital of Rs. 3,190.00 lakhs to Government of India. The company is also in the process of filing necessary return for increasing authorised share capital from Rs. 75.00 Crores to Rs. 250.00 Crores.

NOTE NO. 13

Based on BIFR order dated 22.06.2013, the Board of SIL in their 225th meeting held on 12.07.2013 effected Reduction of Equity Share Capital of the company held by the Government of India by Rs. 8,521.12 lakhs as on 31st March 2013 against Accumulated Losses, in line with business plan for revival of SIL, which was further ratified by the share holders of the Company in their 41st Annual general meeting held on 30th September, 2013

NOTE NO. 14

In line with Accounting Standard AS-12 "Accounting for Government Grants" the interest subsidies on DG Set loans received from UPFC in 1976-77 and 1986-87 totaling Rs. 4.36 lakhs which were inadvertently classified under Capital Reserve have been rectified under prior period items during current year.

NOTE NO. 15

The Company''s significant leasing arrangements are in respect of operating lease for premises (residential, office, stores, godowns etc)

- These leasing arrangements are in the nature of cancellable lease which are usually renewable by mutual consent on mutually agreeable terms. The aggregate lease rentals of Rs. 28.81 lakhs (Previous year Rs. 24.21 lakhs) payable are charged as "Rent".

Mar 31, 2013

Note No. 1

Sales-tax assessment both under UPVAT and CST has been completed up to the Financial year 2009-10. The Income-tax assessment has been completed up to assessment year 2011-12 (financial year ended on March 31, 2011). The company does not foresee any liability against pending assessment.

Note No. 2

The balances in the debtors/creditors accounts, claims recoverable, loans and advances, assets/materials with third parties are subject to adjustments, if any, on reconciliation, as most of the above balances have not been confirmed or are showing balances different from SIL books. Details/confirmation of various deposits relating to Electricity, Customs-duty, Port Trust, Octroi, Sales-tax, Landlord and certain parties are not available/obtained.

Note No. 3

The Company is in physical possession of property at 64-65, Najafgarh Road, New Delhi where Regional Office, North Region is located, leased out to Scooters India Limited by M/s Ganesh Flour Mills Ltd. (since nationalized and vested in H.V.O.C. Ltd.). The lease agreement with M/s Ganesh Flour Mills Ltd. has expired in 1982-83. As there is no contractual document between the two Companies and based on legal opinion, no liability towards lease rent/ royalty has been provided. The Company on record offered for one time settlement of Rs. 53.80 lakhs for transfer of land which has not been provided in the accounts pending clarity/decision in the matter.

Note No. 4

The Company is principally engaged in the business of manufacturing and sale of motor vehicles and spare-parts (Automobile). Accordingly, there are no other reportable segments as per AS-17 on segment accounting.

Note No. 5

As per guidelines issued under AS-28 " Impairment of Assets", the company has assessed and found that no indication of impairment exists in relation to assets as on 31-03-2013.

Note No. 6

Related party disclosure as required by AS-18

(a) List of related parties during the financial year 2012-13 Whole-Time Directors Shri Ajai Kumar, Chairman-cum-Managing Director (From 23th April 2008 to 13th April 2013)

Shri P.P. Sarkar, Director (Technical)

(From 16th May 2007 to 15th May 2012)

Shri Rahul Bali, Director (Technical)

(From 02nd April 2013 to till date)

Part-Time Director

Shri R.K. Singh (Chairman and Managing Director)

(From 15th May 2013 to till date)

Shri Harbhajan Singh

(From 13th September 2011 to till date)

Shri S.K. Goyal

(From 17th May 2012 to till date)

Note No. 7

In absence of information from vendors with regard to their registration (filing of memorandum) under The Micro, Small Medium Enterprises Development Act, 2006, the information is NIL.

Note No. 8

The company has been declared sick under section 3(1) (o) of the SICA by BIFR in its meeting held on February 18, 2010 consequent to the reference made by the company, due to erosion of its net worth as on March 31, 2009. The Cabinet committee, GOI has approved the revival package of Rs. 20,196 lakhs, which inter-alia includes the infusion of fresh funds, conversion of plan & non plan loan in to equity & waiver of interest. The Draft Rehabilitation Scheme (DRS) is under preparation by Operating Agency (SBI) and shall be submitted in due course before BIFR for sanction. Pending finalization of DRS & sanction by BIFR the Miscellaneous application filed by the Company for early implementation of revival package has been approved by BIFR in its hearing dated June 19, 2013. In terms of section 18 and 32A of SICA, wherein BIFR is vested with power to pass orders overriding the provisions of other Acts/Rules viz. The Companies Act 1956, SEBI (ICDR) Regulations 2009, etc., providing interlaid for financial reconstruction, alteration in MOA/AOA, issue/allotment of shares, reduction of share capital of the sick company and accordingly the Company has restructured the annual accounts for the year ended at March 31, 2013 in the following manner:

a. Increase in Authorized Share Capital: The authorized share capital of the Company has been increased from Rs. 7500 lakhs divided in to 750 lakhs equity shares of Rs. 10/each to Rs. 25,000 lakhs divided in to 2500 lakhs equity shares of Rs. 10/- each with retrospective effect from 31st March, 2013 to give effect to the BIFR order. Further no provision has been made for legal fees amounting to Rs. 87.50 lakhs towards the aforesaid increase in authorized share capital in terms of BIFR order.

b. Conversion of Plan & Non Plan Loan in to Equity: Rs. 8521.12 lakhs (Plan loan -Rs. 193.26 lakhs & Non Plan loan - Rs. 8327.86 lakhs) of the existing term Plan & Non Plan Loan as of 31st March, 2012 has been converted into equity share capital of Rs. 8521.12 lakhs by issue of 852.11 lakhs equity share of Rs. 10 each at par.

c. Issue & allotment of Equity shares against share application money pending allotment: The Company has issued and allotted equity share capital of Rs. 1049.00 lakhs by issuing 104.90 lakhs equity shares of Rs. 10/- each at par against share application money pending allotment standing in the annual accounts as on 31st March, 2012.

d. Reduction of Equity Share Capital against Accumulated losses: Reduction of Equity Share Capital of the company held by the Government of India by Rs. 8521.12 lakhs as on 31st March 2013 against Accumulated Losses.

The Equity Share Capital as on 31.03.2013 are as follows:

e. Waiver & write off of Interest accrued & due and Interest accrued but not due on Plan & Non Plan Loan :

i. The existing Interest Accrued & Due as on 31 March, 2012 amounting to Rs. 2,217.38 Lakhs on GOI loan (Plan loan of Rs. 193.26 lakhs & Non plan loan of Rs. 8,327.86 lakhs) has been written off against accumulated losses and no further interest has been provided for on the aforesaid loan from 31st March, 2012 onwards.

ii. The existing Interest Accrued & Not Due of 31st March, 2012 amounting to Rs. 420.00 lakhs on GOI loan (Plan loan of Rs. 193.26 lakhs & Non plan laon of Rs. 8,327.86 lakhs) has been written off against the accumulated losses and no further interest has been provided on the aforesaid loan from 31st March, 2012 onwards.

iii. No provision of interest on Non Plan Loan of Rs. 189.00 lakhs released during the financial year 2012-13 has been made.

f. The Company has not made any provision of Income Tax, if any required under section 115JB of the Income Tax Act, 1961 regarding Minimum Alternate Tax and under section 41(1) on benefit rising out of waiver of interest on all GOI loans including penal interest and other financial support for restructuring by GOI & remissions granted under the scheme.

All loans are for a period of 5 years equal Installment except loan for paint shop Rs. 300 lakhs which was for 7 year.

Explanatory Notes :

* Includes value of empty drums, containers etc lying in Petrol Pump stock.

(1) Figures in brackets relate to previous year.

(2) Petrol Pump turnover represents the sale of Diesel, Petrol & Other Oil & Lubricants. The Company purchased 25,45,060 ltrs. of Diesel/Petrol during the year (Previous Year 27,13,968 ltrs). There has been evaporation loss of 336.10 ltrs. (Previous Year 438.20 ltrs.)

Note : Export sales includes deemed export of Rs. 8.03 lakhs (Previous Year Rs. 10.44 lakhs).

Explanatory Notes :

1. Earnings in foreign currencies are after adjustment of gain or loss on exchange rate as applicable.

* Export Sales does not include Deemed Export.

Note No. 9

Previous year''s figures have been regrouped, rearranged and recast, wherever necessary, to make them comparable with those of the current year.

Mar 31, 2012

1. Cash and Cash Equivalents

Cash and cash equivalents consist of cash and cheques on hand and balances with banks and investment in short term deposit accounts. Cash and cash equivalents included in the Cash Flow Statement comprise the following Balance Sheet amounts.

2. Cash & Cash Equivalent includes :

(a) Term Deposits forRs. 2013.79 lakhs (Previous yearRs. 1252.21 lakhs) held against L.C. Margin.

(b) Term Deposits for Rs. 48.95 lakhs (Previous year Rs. 45.77 lakhs) for E.S.I. Case

3. "Non-Cash items" comprise of provisions for inventory Obselences, Provisions for bad & Doubtful debts. depreciation, provision for loss in value of investment and write off of Deferred Revenue Expenditure.

*Of the subscribed and paid up capital 9,05,000 shares (Previous year 9,05,000 shares) of Rs. 10 each allotted to the Government of India during 1972-73 & 1975-76 as fullypaidpursuant to a contract without payment being received in cash.

a. The Company increased the authorised capital from Rs. 45 Crores to Rs. 75 Crores, in its Annual General Meeting held on 25th September2004. The Company had filed Form 5 and Form 23 along with requisite filling fee ofRs. 15 lakhs with Registrar of Companies, Kanpur for its registration. The Registrar of Companies has returned the filing fee and advised the Company to approach the Central Government, for exempting filling fees in view of BIFR order under Section 632 in respect of previous increase from Rs. 8 crores to Rs. 45 crores. The Administrative Ministry i.e. Ministry of Heavy Industries & Public Enterprise, Department of Heavy Industry, vide letter No. 3(6)/2005-PE-VI dated 16th May, 2005 has recommended Ministry of Law Justice & Company Affairs for exemption for payment of filling fees in the first instance i.e. from Rs. 8 crores to Rs. 45 crores. The Company has not made provision for filling fee ofRs. 15 lakhs in the Books of Accounts, pending receipt of final approval/clarification. However, subsequent to implementation of MCA 21 the company's authorized capital has been shown as Rs. 75 crores by Registrar of Companies.

b. The reconciliation of the number of shares outstanding as on 31st March 2012 are as follows:

d. Terms/Rights attached to Equity Shares

The Company has only one class of equity shares having a par value of 10 per share. Each holder of equity shares is entitled to one vote per share.

a. The Government of India, Ministry of Industry & Public Enterprises, Deptt. of Heavy Industry released funds by way of non plan loan amounting to Rs. 808.00 lakhs (previous yearRs. 3731.86 Lakhs) during the year towards salary support for the period October, 2010 to September, 2011.

b. The details of Loan from GOI are at Note No. 39

a. Liability for Gratuity & Leave Encashment has been determined by an actuary, appointed for the purpose, in conformity with the principles set out in Accounting Standard 15 the details of which are as hereunder.

a. The Government of India approved participation in the equity share capital of M/s U.P. Instruments Ltd. (A State Government Undertaking) to the extent of 15.68 Lakhs, i.e., 49% of equity share capital and the Company/Nominees have so far invested Rs. 15.50 lakhs towards equity share capital (Previous yearRs. 15.50 lakhs). The Company has been intimated that all assets including land, building and plant & machinery of UPIL has been sold through Committee constituted by U.P. State Government. Accordingly, the possible loss for the investment ofRs. 12.71 lakhs during 1996-1997 & Rs. 2.79 lakhs during 2004-2005 has been provided for in the Accounts.

b. The Government of India approved participation in the equity shares of M/s UP Tyres & Tubes Ltd. (UPTT) (A State Government Undertaking) to the extent of 52.28 lakhs, i.e., 49% of their equity share capital and the Company/Nominees have so far invested Rs. 52.28 lakhs towards equity share capital (Previous year Rs. 52.28 lakhs). As the net worth of UPTT has become negative, the estimated realisable value of the share is considered as Nil. Accordingly, possible loss in the investment (Rs. 52.28 lakhs) has been provided for in the Accounts during 1996-1997.

c. The company invested Rs. 0.57 lakhs in the shares of The Co-operative Electic Supply Society Limited in the year 1984. In absence of any information regarding the net worth of the company, a provission for the same has been made in the year2006-2007.

In consideration of prudence, the above deferred tax assets aggregating to Rs. 4643.93 lakhs (Previous YearRs. 4029.33 lakhs) has not been recognized by the Company in the financial statements in the current year, since it is not virtually certain whether the Company will have sufficient taxable income in near future against which such deferred tax assets can be realized. The same would be considered at appropriate time keeping in view the availability of sufficient future taxable income against which Deferred Tax Assets can be realized.

a. As on 31.03.2012 there is an outstanding of 90.59 lakhs) against M/s Amausi Motors Limited, Lucknow. Pursuant to the arrangement entered into by the company for liquidating the balances, the outstanding has come down during the year by Rs. 5 Lakhs (Previous yearRs. 2.99 lakhs). The outstanding is expected to be liquidated in the following years.

b. Legal proceedings that are in progress for recovery of outstanding in case of 35 dealers, the amount involved, as on 31.3.2012 is Rs. 359.22 lakhs. (Previous year 31 dealers amounting to Rs. 338.80 lakhs) against which provision has been made.

c. As a masure of conservatism generally provision is being made for Debtors where there is no transaction for three years or where the company has initiated legal case against defaulting debtors.

a. Government of India have conveyed non-approval of wage revision vide Letter No. F.No. 3(65)/2011-PE-VI dated20.03.2012. Accordingly no provision for revision for wage revision w.e.f. 01.01.2002 has been made in Annual Accounts.

An advance of 300 per month was being paid to workmen w.e.f. 01.08.2004, the said advance was being recovered from the separated workmen which had been a matter of industrial dispute leading to the decision of the Central Government Labour Court cum Appellate Tribunal to award the refund of the said money.

In view of decision of CGIT and Board's Resolution, it has been decided to:

I. To stop recovery of ad-hoc payment ofRs. 300/- made from retiring employees w.e.f. March 2012

II. Payment of 300/- as ad-hoc payment instead of Recoverable advance i. e. without any consequential benefit w. e. f March 2012 for workmen on the rolls of the company.

III. The amount involved for the payment from 2004-2005 to 29.02.2012 which has been recovered from the retired workmen amountingRs. 141.04 lakhs is proposed to be refunded depending upon cash flow.

Accordingly provision ofRs. 317 lakhs has been made in the Annual Accounts as Exceptional items.

As the Company is not meeting the criteria of the guidelines for revision of salary and wages to be implemented w.e.f. 1.1.2007, no provision has been made in the Accounts.

NOTE NO. 2 Contingent Liabilities

As at As at 31.03.2012 31.03.2011 Rs. in Lakhs Rs. in Lakhs

Company is contingently liable for

(i) Claims against the company not acknowledged as debts.

(a) Consumer Forum Cases (Refer Point No.A) 10.00 12.00

(b) UP Govt. 98.55 98.55

(c) Cases of Private Parties. 110.91 238.64

(d) In connection with guarantee/ Indemnity given by SIL and UPSIDC . to OBC (Refer

Point No. B.) 404.94 378.23

(e) SIL vs ESIC (ReferPointNo.C) 66.30 66.30

(f) Punjab National Bank vs SIL (Refer Point

No.D) 213 213

(g) Demand Notices raised by Central Excise 70.92 67.23 and Service TaxAuthorities. Plus Further Plus Further

Penalty Penalty Indeterminate Indeterminate

(ii) Unfavorable Arbitration award in the matter

between Odnance Factory Board and the 23.85 Interest 192.98 _Company. (ReferPoint No.E)__thereon__

(iii) Counter claim of M/s UPSIC (Refer Point No.F) 9.27 9.27

Plus Interest Plus Interest Indeterminate Indeterminate

(iv) Employees' Cases pending before various Court

(a) In Labour Court (13 in Nos.) Indeterminate Indeterminate

(b) In Other (126 in Nos.) Indeterminate Indeterminate (v The Workmen Housing Colony

(Refer Point No. G) 2412.00 2412.00

Point No. A

The amount involved in 10 cases (previous year 11 cases) of Consumer forum is estimated at Rs. 10 lakhs (previous yearRs. 12 lakhs). In remaining 78 cases (previous year 76 cases) the amount is indeterminate.

Point No. B

Scooters India Limited filed a writ petition in case of SIL Vs OBC before the High Court, Lucknow Bench against the order passed by the Debt Recovery Appellate tribunal as the Committee of Disputes was dissolved by the Hon'ble Supreme Court order resulted in pending of the approval for approaching Court.

Point No. C

Employee State Insurance Corporation (ESIC) demanded ESI contribution of the employees from SIL in contravention of the judgement and order dated22.06.2005passed in SIL vs BIFR & Others and Appeal No. 304 of2002 by tribunal AAIFR. The case is pending before High Court, Lucknow Bench. The company has not recognized liability ofRs. 66.30 lakhs (previous yearRs. 66.30 lakhs) in the books of accounts and it is shown as contingent liability.

Point No. D

Punjab National Bank filed a case against SIL for the recovery against indemnity provided by SIL for laon availed by UP Tyres and Tubes. The case is pending before DRTLucknow. The company has not recognized liability ofRs. 213 lakhs (previous yearRs. 213 lakhs) in the books of accounts and it is shown as contingent liability.

Point No. E

In the matter of arbitration case between Ordnance Factory Board and the Company, the Company filed a Review Petition before the Law Secretary on the merits of the case as allowed by the Committee on Disputes. The Review Petition dismissed by Law Secretary has not considered the issue on the merit of the case as pointed out by the Committee on Disputes and, therefore, pending further action, the company has not recognized liability of 23.85 lakhs plus interest thereon (previous yearRs. 192.98 lakhs) in the books of accounts and it is shown as contingent liability.

Point No. F

UPSICL and Scooters India Limited jointly sponsored a scheme for the development of Ancillary Estate in the Amausi Industrial Area, Lucknow. SIL had claimed an amount of 43.05 lakhs spent on behalf of UPSICL towards such Ancillary Estate, whereas UPSICL has made a counter claim ofRs. 9.27 lakhs plus interest. Pending resolution of the issue the matter went into arbitration in the year 1985, the outcome of which is still awaited and pending clarity on the matter, the company has not recognized counter claim as liability.

Point No. G

The Company is in physical possession of the land mesureing 41 bigha, 3 biswa and 18 biswansi acquired for Workmen's Housing colony under "Own Your House Scheme". The compensation determined by the Land Acquisition Officer of U.P. Government amounting to

Rs. 2.29 lakhs was paid by the Company. However, subsequently, some land owners entered into litigation for higher compensation before Nagar Mahapalika Tribunal against the State Government. The U.P. State Government has filed an appeal before the Hon'ble High Court challenging the order of the Tribunal and final decision is still awaited. The Company has also been impleaded as a party to the said appeal. The aditional liability on the part of the Company, if any, is not ascertainable.

As regards ceiling land measuring 24 bigha, 13 biswa and 16 biswansi, which is in physical possession of the Company, the Govt, of U.P. issued an order dated 3rd August, 2000 giving above land to the Company for the purpose of Workmen Housing colony under "Own Your House Scheme" on lease for 90 years in consideratin @ f 4000 per bigha, amounting to f 4.55 lakhs including premium. Payment was made but returned subsequently by U.P. Government. Thereafter, U.P. Government revised their earlier order vide theirletter No. 919(1)1- 12/2003-9151/87-92 dated 8.5.2003 demanding market price ofRs. 2412 lakhs, which was contested by the Company. A recovery notice forRs. 2412 lakhs in addition to collection charges was issued by Tehsildar, Lucknow.

Aggrieved by the recovery notice, Company filed writ petition in Hon'ble High Court. The Court stayed recovery notice and ordered the Company to pay a sum ofRs. 4.55 lakhs to District Magistrate, Lucknow. It has been complied with. Final decision of the Court is awaited.

As regards another Forest land for Workmen Housing colony under "Own Your House Scheme" measuring 4 bighas and 13 biswa, which is in physical possession of the Company, for 90 years lease, the execution of conveyance deed with the State Government is pending due to delay in completion of procedural formalities by the Forest Department.

The land held for Workmen Housing colony under "Own Your House Scheme" shall be transferred to workmen after complying with legal and other procedural formalities. Accordingly, the same has not been included in our Fixed Assets Schedule.

Note No. 3

Sales-tax assessment both under UPVATand CST has been completed up to the Financial year 2007-08. The Income-tax assessment has been completed up to assessment year 2010-11 (financial year ended on March 31,2010). The company does not foresee any liability against pending assessment.

Note No. 4

The balances in the debtors/creditors accounts, claims recoverable, loans and advances, assets/materials with third parties are subject to adjustments, if any, on reconciliation, as most of the above balances have not been confirmed or are showing balances different from SIL books. Details/confirmation of various deposits relating to Electricity, Customs-duty, Port Trust, Octroi, Sales-tax, Landlord and certain parties are not available/obtained.

Note No. 5

The Company is in physical possession of property at 64-65, Najafgarh Road, New Delhi where Regional Office, North Region is located, leased out to Scooters India Limited by M/s Ganesh Flour Mills Ltd. (since nationalized and vested in H. V O. C. Ltd.). The lease agreement with M/s Ganesh Flour Mills Ltd. has expired in 1982-83. As there is no contractual document between the two Companies and based on legal opinion, no liability towards lease rent/ royalty has been provided. The Company on record offered for one time settlement ofRs. 53.80 lakhs for transfer of land which has not been provided in the accounts pending clarity/decision in the matter.

Note No. 6

The Company is principally engaged in the business of manufacturing and sale of motor vehicles and spare-parts (Automobile). Accordingly, there are no other reportable segments as per AS-17 on segment accounting.

Note No. 7

As per guidelines issued under AS-28 " Impairment of Assets", the company has assessed and found that no indication of impairment exists in relation to assets as on 31-03-2012.

Note No. 8

Related party disclosure as required by AS-18

(a) List of related parties during the financial year 2011-12 Whole-Time Directors

ShriAjai Kumar, Chairman-cum-Managing Director Shri P.P. Sarkar, Director (Technical)

Note No. 9

In absence of information from vendors with regard to their registration (filing of memorandum) under The Micro, Small Medium Enterprises Developemnt Act, 2006, the information is NIL.

Note No. 10

The company has been declared sick under section 3(1) (o) of the SICA by BIFR in its meeting held on 18th February, 2010 consequent to the reference made by the company due to erosion of its net worth as on 31st March 2009.

Explanatory Notes:

* Includes value of empty drums, containers etc lying in Petrol Pump stock.

(1) Figures in brackets relate to previous year.

(2) Petrol Pump turnover represents the sale of Diesel, Petrol & Other Oil & Lubricants. The Company purchased 27,13,968 ltrs. of Diesel/Petrol during the year (Previous Year 27,88,436 ltrs). There has been evaporation loss of438.20 ltrs. (Previous Year 377.60 ltrs.

Note No. 11

The financial statement for the year ended March 31,2011 had been prepared as per the then applicable, pre-revised Schedule VI to the Companies act 1956. Consequent to the notification of Revised Schedule VI under the Companies Act 1956, the financial statement for the year ended March 31,2012 are prepared as per Revised Schedule VI. Accordingly, previous year's figures have been regrouped, rearranged and recast, wherever necessary, to make them comparable with those of the current year.

Mar 31, 2011

I) CONTINGENT LIABILITIES:

A. Show Cause Notices issued by various Government Authorities are not considered as Obligation.

B. When the demand notices are raised against such show cause notices and are disputed by the Company, these are classified as disputed obligations.

C. The treatment in respect of disputed obligations, in each case, are as under:

a) a provision is recognised in respect of present obligations where the outflow of resources is probable;

b) all other cases are disclosed as contingent liabilities unless the possibility of outflow of resources is remote.

Notes annexed to and forming part of the accounts

2. Sales-tax assessment both under UPVAT and CST have been completed upto the Financial year 2007-08. The Income-tax assessment has been completed upto assessment year 2009- 10 (financial year ended on March 31, 2009). The company does not foresee any liability against pending assessment.

3. INVESTMENTS:

(a) The Government of India approved participation in the equity share capital of M/s UP. Instruments Ltd. (A State Government Undertaking) to the extent of Rs15.68 lakhs, i.e., 49% of equity share capital and the Company/Nominees have so far invested Rs15.50 lakhs towards equity share capital (Previous year T15.50 lakhs). The Company has been intimated that all assets including land, building and plant & machinery of UPIL has been sold through Committee constituted by U.P. State Government. Accordingly, the possible loss for the entire investment of Rs 15.50 lakhs has been provided for in the Accounts.

(b) The Government of India approved participation in the equity shares of M/s UP Tyres & Tubes Ltd. (UPTT) (A State Government Undertaking) to the extent of Rs 52.28 lakhs, i.e., 49% of their equity share capital and the Company / Nominees have so far invested Rs52.28 lakhs towards equity share capital (Previous year ^ 52.28 lakhs). As the net worth of UPTT has become negative, the estimated realisable value of the shares is considered as Nil. Accordingly, possible loss in the investment (Rs 52.28 lakhs) has been provided for in the Accounts.

(c). The company invested Rs 0.57 lakh in the shares of The Co-operative Electric Supply Society Limited in the year 1984. In absence of any information regarding the net worth of the company, a provision for the same has been made.

4. The balances in the debtors/creditors accounts, claims recoverable, loans and advances, assets/materials with third parties are subject to adjustments, if any, on reconciliation, as most of the above balances have not been confirmed or are showing balances different from SIL books. Details / confirmation of various deposits relating to Electricity, Customs-duty, Port Trust, Octroi, Sales-Tax, Landlord and certain parties are not available / obtained.

5. The Company is in physical possession of the land measuring 41 bigha, 3 biswa and 18 biswansi acquired for Workmen's Housing colony under "Own Your House Scheme". The compensation determined by the Land Acquisition Officer of U.P. Government amounting to ^2.29 lakhs was paid by the Company. However, subsequently, some land owners entered into litigation for higher compensation before Nagar Mahapalika Tribunal against the State Government. The U.P. State Government has filed an appeal before the Hon'ble High Court Challenging the order of the Tribunal and final decision is still awaited. The Company has also been impleaded as a party to the said appeal. The additional liability on the part of the Company, if any, is not ascertainable.

As regards ceiling land measuring 24 bigha, 13 biswa and 16 biswansi, which is in physical possession of the Company, the Govt, of U.P. issued an order dated 3rd August 2000 giving above land to the Company for the purpose of Workmen Housing colony under "Own Your House Scheme" on lease for 90 years in consideration @ Rs 4000 per bigha, amounting to ^4.55 lakhs including premium. Payment was made but returned subsequently by U.P. Government. Thereafter, U.P. Government revised their earlier order vide their letter No. 919 (1) 1-12/2003-9151/87-92 dated 8.5.2003 demanding market price of Rs 2412 lakhs, which was contested by the Company. A recovery notice for Rs 2412 lakhs in addition to collection charges was issued by Tehsildar, Lucknow.

Aggrieved by the recovery notice, Company filed writ petition in Hon'ble High Court. The Court stayed recovery notice and ordered the Company to pay a sum of Rs 4.55 lakhs to District Magistrate, Lucknow. It has been complied with. Final decision of the Court is awaited.

As regards another Forest land for Workmen Housing colony under "Own Your House Scheme" measuring 4 bighas and 13 biswa, which is in physical possession of the Company, for 90 years lease, the execution of conveyance deed with the State Government is pending due to delay in completion of procedural formalities by the Forest Department.

The land held for Workmen Housing colony under 'Own Your House Scheme" shall be transferred to workmen after complying with legal and other procedural formalities. Accordingly, the same has not been included in our Fixed Assets Schedule.

6. The Company held no security in respect of material lying with third parties/contractors to the tune of Rs 70.32 lakhs (Previous year Rs.113.94 lakhs); Fixed Asset with third party amounting to Rs 9.66 lakhs (Previous year Rs 9.66 lakhs) Provision available for material doubtful of recovery is Rs 17.84 lakhs (Previous year Rs 17.84 lakhs).

7. The Company is in physical possession of property at 64-65, Najafgarh Road, New Delhi where Regional Office, North Region is located, leased out to Scooters India Limited by M/s Ganesh Flour Mills Ltd. (since nationalised and vested in H.V.O.C. Ltd.). The lease agreement with M/s Ganesh Flour Mills Ltd. has expired in 1982-83. As there-is no contractual document between the two Companies and based on legal opinion, no liability towards lease rent/royalty has been provided. The Company on record offered for one time settlement of Rs 53.80 lakhs for transfer of land which has not been provided in the accounts pending clarity / decision in the matter.

8. The consumption of material is derived as a balancing figure by adding opening inventory with purchases during the year and deducting closing inventory.

9. (a) As on 31.03.2011 there is an outstanding of Rs 95.59 lakhs (Previous year Rs. 98.58 Lakhs) against M/s Amausi Motors Limited, Lucknow. Pursuant to the arrangement entered into by the company for liquidating the balance, the outstanding has come down during the year by Rs 2.99 Lakhs (Previous year Rs 5.06 lakhs). The outstanding is expected to be liquidated in the following years.

(b) Legal proceedings that are in progress for recovery of outstanding in case of 31 dealers, the amount involved as on 31-3-2011 is Rs 338.80 Lakhs. (Previous year 31 dealers amounting to Rs 338.93 lakhs) against which provision has been made.

(c) As a measure of conservatism generally provision is being made for Debtors where there is no transaction for three years or where the company has initiated legal case against defaulting debtors.

10. Liability for Grauity & Leave Encashment has been determined by an actuary, apointed for the purpose, in conformity with the principles set out in Accounting Standard 15 the details of which are as hereunder.

11. The Company is principally engaged in the business of manufacturing and sale of motor vehicles and spare-parts (Automobile). Accordingly, there are no other reportable segments as per AS-17 on segment accounting.

12. As per guidelines issued under AS-28 "Impairment of Assets", the company has assessed and found that no indication of impairment exists in relation to assets as on 31-03-2011.

13. Related party disclosure as required by AS-18

(a) List of related parties during the financial year 2010-11 Whole Time Directors

Shri Ajai Kumar, Chairman-cum-Managing Director Shri P. Muthusamy, Director (Finance) Shri P.P. Sarkar, Director (Technical) Part-Time Director Shri Vikram Gulati Shri S.K. Tripathi (From 1st April 2010 to 5,th July 2010)

14. The Government of India, Ministry of Industry & Public Enterprises, Deptt. of Heavy Industry released funds by way of non plan loan amounting to Rs 3731.86 lakhs (Previous year Rs 2843 lakhs) during the year towards salary support for the period October, 2009 to September, 2010. The dues of the officers are to be settled w.e.f. October 2010. The dues of staff is pending settlement for period October 2010 to December 2010. The balance dues are expected to be settled on receipt of necessary non plan support from Government of India.

15. (i) Due to non approval of proposal for the revision of wages of workmen which was to be implemented with the effect from 1.8.2004 the amount paid to the workmen against the said revision amounting to Rs 192.90 lakhs (Previous yearRs 178.25 lakhs) is being shown as recoverable advance in the books of accounts. However, the said advance is being recovered from the separated workmen which had been a matter of industrial dispute leading to the decision of the Central Government Labour Court cum Appellate Tribunal to award the refund of the said money. The company has preferred an appeal against the award of the Tribunal in the Hon'ble Lucknow Bench of the Allahabad High Court, Consequently, the company has not recognized the said award as a liability in the books of accounts. The amount recovered from the employees on this account as on 31.03.2011 is Rs 33.58 lakhs (Previous Year Rs23.88 lakhs.)

(ii) As the Company is not meeting the criteria of the guidelines for revision of salary and wages to be implemented w.e.f. 1.1.2007, no provision has been made in the Accounts.

16. (i) The Company increased the authorised capital from Rs 45 Crores to Rs 75 Crores, in its Annual General Meeting held on 25th September, 2004. The Company had filed Form 5 and Form 23 along with requisite filing fee of Rs 15 lakhs with Registrar of Companies, Kanpur for its registration. The Registrar of Companies has returned the filing fee and advised the Company to approach the Central Government, for exempting filing fees in view of BIFR order under Section 632 in respect of previous increase from Rs 8 crores to Rs 45 crores. The Administrative Ministry i.e. Ministry of Heavy Industries & Public Enterprise, Department of Heavy Industry, vide letter No. 3(6)/2005-PE-VI dated 16th May, 2005 has recommended Ministry of Law Justice & Company Affairs for exemption for payment of filing fees in the first instance i.e. from Rs 8 crores to Rs 45 crores. The Company has not made provision for filing fee of Rs 15 lakhs in the Books of Accounts, pending receipt of final approval/clarification. However, subsequent to implementation of MCA 21 the company's authorised capital has been shown as Rs 75 crore by Registrar of Companies.

(ii) Pending allotment of share to Central Government, the money received towards equity from Government of India is classified as advance against share capital.

17. (i) Review petition in case of SIL VS OBC field by SIL was rejected by DRAT, Allahabad.

For Filling writ petition before court, approval is being sought from committee of Disputes.

(ii) In the matter of arbitration case between Ordinance Factory Board and the Company, the Company filed a Review Petition before the Law Secretary on the merits of the case as allowed by the Committee on Disputes. The Review Petition dismissed by Law Secretary has not considered the issue on the merit of the case as pointed out by the Committee on Disputes and, therefore, pending further action, the company has not recognized liability of Rs 192.98 lakhs (previous year Rs 177.91 lakhs) in the books of accounts and it is shown as contingent liability.

(iii) Employee State Insurance Corporation (ESIC) demanding ESI contribution of the employees from SIL in contravention of the judgement and order dated 22.06.2005 passed in SIL vs BIFR & Others, Appeal No. 304 of 2002 by tribunal AAIFR. The case is pending before High Court, Lucknow Bench.

(iv) Punjab National Bank filed a case against SIL for the recovery against indemnity provided by SIL for loan availed by UP Tyres and Tubes. The case is pending before DRT Lucknow.

18. The amount involved in 11 cases (previous year 14 cases) of Consumer forum is estimated at Rs 12 lakhs (previous year Rs 15 lakhs). In remaining 76 cases (previous year 72 cases) the amount is indeterminate.

19. UPSICL and Scooters India Limited jointly sponsored a scheme for the development of Ancillary Estate in the Amausi Industrial Area, Lucknow. SIL had claimed an amount of Rs 43.05 lakhs spent on behalf of UPSICL towards such Ancillary Estate, whereas UPSICL has made a counter claim of Rs 9.27 lakhs plus interest. Pending resolution of the issue the matter went into arbitration in the year 1985, the outcome of which is still awaited and pending clarity on the matter, the company has not recognized counter claim as liability.

20. Earnings per share (EPS) :

21. In absence of information from vendors with regard to their registration (filing of memorandum) under The Micro, Small Medium Enterprises Development Act, 2006, the information is NIL.

22. Revenue recognition in respect of royalty income from M/s Fine White Line Limited (FWL), Lambretta Trademark Licencee, has been done on the basis of minimum royalty due (Rs30.37 lakhs) during the year, in view of non availability of turnover figure, discontinuance of royalty payment since June, 2010 onwards and uncertainty in relationship with FWL.for which SIL is also initiating legal proceedings.

In consideration of prudence, the above deferred tax assets aggregating to Rs 4029.33 lakhs (Previous Year Rs 3717.35 lakhs) has not been recognised by the Company in the financial statements in the current year, since it is not virtually certain whether the Company will have sufficient taxable income in near future against which such deferred tax assets can be realised. The same would be considered at appropriate time keeping in view the availability of sufficient future taxable income against which Deferred Tax Assets can be realized.

23. The company has been declared sick under section 3(1 )(o) of the SICA by BIFR in its meeting held on 18th February, 2010 consequent to the reference made by the company due to erosion of its net worth as on 31st March, 2009

24. Previous year's figures have been regrouped, rearranged and recast, wherever necessary, to make them comparable with those of the current year.

25. Figures have been rounded off to the nearest rupee.

Pursuant to Clause 49 of the Listing Agreement with the Stock Exchanges, following information is furnished about the Directors

Shri Ajai Kumar - M.Tech.(Mechanical), IIT-Kanpur, started his career with Oil & Natural Gas Corporation Limited and served in various positions and places. Before joining SIL as CMD on 23rd April 2008 he was with the assignment of Head Central Workshop, ONGC, Sivasagar (Assam).

Shri Vikram Gulati - holds PGDM/MBA (Gold Medalist) from MDI, Gurgaon and M.Sc. from Delhi University. Before being nominated to the Board of SIL, he has also worked as Government nominated Director in BSCL, BBJ, BCL, HMT (Watches), Pragya Tools, Chinar Watches etc. At present he is holding directorship in Tyre corporation of India and member Governing Council of fluid Control Research Institute, Palghat, Kerala. He has joined the Company as a Government of India Nominee Director w.e.f. 16.11.2007.

Shri P.P. Sarkar - holds a B.Tech (Mech.) degree from Indian Institute of Technology, Kanpur and PGDBM degree from Indian Institute of Management, Kolkata. Prior to joining the organisation he has worked as Superintending Engineer in ONGC. He has joined the company as Director (Tech.) w.e.f. 16th May 2007.

Mar 31, 2010

1. CAPITAL COMMITMENTS & CONTINGENT LIABILITIES :

i) CONTINGENT LIABILITIES:

A. Show Cause Notices issued by various Government Authorities are not considered as Obligation.

B. When the demand notices are raised against such show cause notices and are disputed by the Company, these are classified as disputed obligations.

C. The treatment in respect of disputed obligations, in each case, are as under:

a) a provision is recognised in respect of present obligations where the outflow of resources is probable;

b) all other cases are disclosed as contingent liabilities unless the possibility of outflow of resources is remote.

ii) CAPITAL COMMITMENTS:

Estimated amount of contracts remaining to be executed on capital accounts, in each case, are considered for disclosure.

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