Notes to Accounts of Sintex Industries Ltd.

Mar 31, 2018

Notes:

(i) 2,500 (Previous year 2,500) 9.41% Secured Redeemable Non-Convertible debentures of Rs,10,00,000/- each, are redeemable at par on 8th October, 2020. The Debentures are secured by first pari passu charge on fixed assets (excluding spinning unit) of the Company.

(ii) 1,375 (Previous year 1,375) 10.70% Secured Redeemable Non-Convertible debentures of Rs,10,00,000/- each, are redeemable at par in three equal annual installments starting from 30th September, 2019. The Debentures are secured by first pari passu charge on fixed assets (excluding spinning unit) of the Company.

(iii) 1,125 (Previous year 1,125) 10.70% Secured Redeemable Non-Convertible debentures of Rs,10,00,000/- each, are redeemable at par in three annual installments starting from 11th June, 2019. The Debentures are secured by first pari passu charge on fixed assets (excluding spinning unit) of the Company.

(iv) Term Loans from the banks and Financial Institution referred in point no (f) of Note (vi) below are secured by first charge on pari passu basis on all the immovable and movable properties of the Company, both present and future excluding properties of spinning unit and on specified current assets and book debts on which prior charge created in favour of the Banks for working capital facilities (refer note 23).

(v) Term Loans from the banks and Financial Institution referred in point no (a) (b) and (c ) of Note (vi) below from the banks and financial institution are secured by first charge on pari passu basis on respective project assets of the spinning unit.

(vi) Terms of repayments of term loans (including current maturities of long term debt) carrying interest rate range of 2.4% to

11.25% p.a. are given below:-

(a) Loan outstanding of C1,097.99 crores (previous year C1,220.00 crores) - the overall loan repayment term includes 30 quarterly installment of C40.67 crores each starting from August 2017 to November, 2024.

(b) Loan outstanding of C1,217.95 crores (previous year C984.35 crores) - the overall loan repayment term includes 30 quarterly installment of C40.67 crores each starting from April, 2018 to September, 2025 .

(c ) Loan outstanding of C1,289.37 crores (previous year C300.00 crores) - the overall loan repayment term includes 36 quaterly installment of C52.40 crores each starting from September, 2019 to June, 2028.

(d) Loan outstanding of C80.44 crores (previous year C82.5 crores) - the loan repayment term includes 32 structured quarterly installment of Cl.03 crores each starting from December, 2016 till September, 2021 and C4.125 crores starting from December, 2021 to September, 2025(For Security refer note (i) to (iii) above)

(e) Loan outstanding of C89.58 crores (previous year C Nil) - the loan repayment term includes 32 structured quarterly installment of C 1.15 crores each starting from December, 2017 to September, 2021 and C 4.59 crores starting from December,2021 to September 2025. (For Security refer note (i) to (iii) above)

(f) The Technology Upgradation Fund Scheme (TUFs) term loans include:

(i) Loan outstanding of C104.33 crores (previous year C129.33 crores) - the overall loan repayment term includes 32 quarterly installment of C6.25 crore each starting from 1st October, 2014 till 1st July, 2022.

(ii) Loan outstanding of C76.66 crores (previous year C94.69 crores) - the overall loan repayment term includes 32 quarterly installment of C4.51 crore each commencing after 27 months moratorium period i.e. starting from 1st October, 2014 till 1st July, 2022.

(iii) Loan outstanding of C47.94 crore (previous year C63.56 crores) - the overall loan repayment term includes 32 quarterly installment of C3.13 crore each commencing from 1st October, 2014 till 1st July, 2022.

(vii) Foreign currency loan of C65.04 crore (previous year C63.02 crore) payable in 2 yearly equal installment commencing from 5th April, 2021

36 Composite Scheme of Arrangement:

Upon the sanction of the Composite Scheme of Arrangement (the ''Scheme'') by the Hon''ble NCLT bench at Ahmedabad vide Order dated 23rd March, 2017 between the Company, Sintex Plastics Technology Limited, Sintex-BAPL Limited and Sintex Infra Projects Limited, the Custom Moulding business and the Prefab business of the Company along with its related assets and liabilities at the values appearing in the books of accounts of the Company on the close of business hours on 31st March,2016 had been transferred in accordance with the Scheme to Sintex-BAPL Limited and Sintex Infra Projects Limited respectively effective from 1st April, 2016, being the Appointed Date of the Scheme.

The difference between the value of assets and value of liabilities of the Custom Moulding business and Prefab business amounting to C1688.09 crore transferred to Sintex-BAPL Limited and Sintex Infra Projects Limited and the cancellation of equity shares held by the Company in the paid up share capital of Sintex Plastics Technology Limited of RS,199.91 crore, aggregating to RS,1888.00 crore had been appropriated as under :

(i) Capital Reserve RS,47.80 crore

(ii) Capital Redemption Reserve RS,15.05 crore

(iii) Securities Premium Account RS,1714.02 crore

(iv) General Reserve RS,111.13 crore

37 Foreign Currency Convertible Bonds (FCCBs)

On May 25, 2016, the Company issued USD 110 million Step Down Convertible Bonds due 2022 ("FCCBs"). The FCCBs bear interest (i) at the rate of 7% p.a from May 25, 2016 to May 25, 2018 and (ii) at the rate of 3.50% p.a from May 25, 2018 to May 25, 2022, payable semi-annually in arrear on the interest payment dates falling on 25 November and 25 May.

The FCCBs are convertible at any time on and after July 5, 2016 and up to the close of business on May 15, 2022 by holders of the FCCBs into fully paid equity shares with full voting rights of the Issuer each with a nominal value of C1 at the option of the holder, at an initial conversion price of C93.8125 per share with a fixed rate of exchange on conversion of C67.4463 = USD 1.00. The conversion price is subject to adjustment in certain circumstances and may be reset on November 25, 2018 and November 25, 2019 in accordance with the terms and conditions of the FCCBs.

As per the Scheme of Arrangement, on exercising option for conversion of the FCCBs, the FCCB holders shall receive one fully paid equity shares of C1 each with full voting rights of Sintex Plastics Technology Limited and furhter the repayment of FCCBs is guaranteed by Sintex Plastics Technology Limited.

The FCCBs contain two components: liability and equity elements. The equity element is presented in equity under the heading "Equity component of compound financial instruments".

During the year ended March 31, 2018, FCCBs aggregating to USD 67.5 million have been converted into 4,93,99,134 equity shares, resulting in to increase in equity share capital by RS,4.94 crores and security premium by RS,437.78 crores. There are USD 13.5 Million FCCB''s outstanding for conversion as on March 31, 2018.

38 Segment information

The Company has presented segment information in the consolidated financial statements which are presented in the same financial report. Accordingly, in terms of Paragraph 3 of Ind AS 108 ''Operating Segments'', no disclosures related to segments are presented in this standalone financial statements.

39 Related Party Transactions

a. Names of the related parties and description of relationship

Sr. No. Nature of relationship Name of Related Parties

1 Key Management Personnel Shri Rahul A. Patel, Managing Director (Group)

Shri Amit D. Patel, Managing Director (Group)

Shri S.B.Dangayach, Managing Director (up to 6th June, 2017)

2 Relatives of Key Management Personnel Shri Dinesh B. Patel, Chairman

Shri Arun P. Patel, Vice-chairman

3 Subsidiary BVM Overseas Limited

* Figures in brackets indicates figures of previous year

b.3 Disclosure of Material Related Party Transactions during the year and Balance outstanding

1 Purchase of goods from BVM Overseas Ltd. C25.79 crores (Previous Year C16.47 crores), Balance as on March 31, 2018 RS,8.28 crores (Previous Year RS,14.48 crores).

2 Sale of goods to BVM Overseas Ltd RS,375.03 Crores (Previous Year Nil). Balance as on March 31, 2018 RS,71.62 crores (Previous Year Nil).

3 Managerial Remuneration include remuneration to Shri Rahul A. Patel RS,5.12 crores (Previous Year RS,5.53 crores), Shri Amit D. Patel RS,5.21 crores (Previous Year RS,5.56 crores), Shri S B Dangayach RS,0.19 crores (Previous Year C1.86 crores).

4 Sitting fees paid includes to Shri Dinesh B. Patel RS,0.03 crore (Previous Year RS,0.04 crore), Shri Arun P. Patel RS,0.03 crore (Previous Year RS,0.06 crore).

40 Employee benefits plans

a. Defined contribution plan

The Company operates defined contribution retirement benefit plans for all qualifying employees. The assets of the plans are held separately from those of the Company in funds under the control of trustees. Where employees leave the plans prior to full vesting of the contributions, the contributions payable by the Company are reduced by the amount of forfeited contributions.

The Company makes Provident Fund and Superannuation Fund contributions to defined contribution plans for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The Company recognized RS,9.11 crores (for the year ended March 31, 2017 RS,6.15 crores) for Provident Fund contributions and RS,0.46 crores (for the year ended March 31, 2017 RS,0.68 crores) for Superannuation Fund contributions in the Statement of Profit and Loss. The contributions payable to these plans by the Company are at rates specified in the rules of the scheme.

b. Defined benefit plans:

The Company sponsors funded defined benefit plans for qualifying employees. The defined benefit plans are administered by a separate Fund that is legally separated from the entity. The board of the fund is composed of an equal number of representatives from both employers and (former) employees. The board of the fund is required by law and by its articles of association to act in the interest of the fund and of all relevant stakeholders in the scheme, i.e. active employees, inactive employees, retirees, employers. The board of the fund is responsible for the investment policy with regard to the assets of the fund.

Under the Gratuity plan, the eligible employees are entitled to post-retirement benefit at the rate of 15 days salary for each year of service until the retirement age of 58, 60 and 62, without any payment ceiling. The vesting period for Gratuity as payable under The Payment of Gratuity Act is 5 years. Under the Compensated absences plan, leave encashment is payable to all eligible employees on separation from the Company due to death, retirement, superannuation or resignation. At the rate of daily salary, as per current accumulation of leave days.

The defined benefit pension plans requires contributions from employees. Contributions are in the following two forms; one is based on the number of years of service and the other one is based on a fixed percentage of salary of the employees. Note 2(X) describes change in accounting in the current year following the adoption of the amendments to Ind AS 19.

The plans in India typically expose the Company to actuarial risks such as: investment risk, interest rate risk, longevity risk and salary risk.

The risk relating to benefits to be paid to the dependents of plan members (widow and orphan benefits) is re-insured by an external insurance company. No other post-retirement benefits are provided to these employees.

The most recent actuarial valuation of the plan assets and the present value of the defined benefit obligation were carried out at March 31, 2018 by M/s Kapadia Actuaries & Consultants. The present value of the defined benefit obligation, and the related current service cost and past service cost, were measured using the projected unit credit method.

c. The Company offers the following employee benefit schemes to its employees:

i. Gratuity (Funded through annual payment to Life Insurance Corporation of India) and other Insurance Companies.

ii. Compensated Absences (Unfunded)

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

The estimate of future salary increases considered, takes into account the inflation, seniority, promotion, increments and other relevant factor.

The current service cost and net interest expense for the year are included in the ''Employee benefit expense'' line item in the Statement of Profit and Loss.

The remeasurement of the net defined benefit liability is included in other comprehensive income.

Furthermore, in presenting the above sensitivity analysis, the present value of the defined benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same as that applied in calculating the defined benefit obligation recognized in the balance sheet.

There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.

Each year an Asset-Liability-Matching study is performed in which the consequences of the strategic investment policies are analyzed in terms of risk-and-return profiles. Investment and contribution policies are integrated within this study.

41 Financial instruments 1 Capital management

The Company manages its capital to ensure that the Company will be able to continue as a going concern while maximizing the return to stakeholders through the optimization of the debt and equity balance.

The capital structure of the Company consists of net debt and total equity of the Company.

(i) Debt is defined as long-term and short term borrowings (excluding derivative, financial guarantee contracts and contingent consideration), as described in earlier notes ( Refer note 20, 23 and 25).

* The fair value of company''s fixed interest borrowing are determined by using Discounted Cash Flow Method.

3 Financial risk management objectives

The Company''s Corporate finance department provides services to business, co-ordinates access to domestic and international financial markets, monitors and manages the financial risks relating to the operations of the Company through internal risk reports which analyse the exposures by degree and magnitude of risks. These risks include market risk (including currency risk, interest rate risk and other price risk), credit risk and liquidity risk.

The Company seeks to minimize the effects of these risks by using derivative financial instruments to hedge risk exposures. The use of financial derivatives is governed by the Company''s policies approved by the Board of Directors, which provide written principles on foreign exchange risk, interest rate risk, credit risk, the use of financial derivatives and non-derivative financial instruments, and the investment of excess liquidity. Compliance with policies and exposure limits is reviewed by the Management and the internal auditors on a continuous basis. The Company does not enter into or trade financial instruments, including derivatives for speculative purposes.

The Corporate Treasury function reports quarterly to the Company''s risk management committee, an independent body that monitors risks and policies implemented to mitigate risk exposures.

4 Market risk

The Company''s activities expose it primarily to the financial risks of changes in foreign currency exchange rates and interest rates due to foreign currency borrowings and variable interest loans. The Company has entered into derivative contracts to manage part of its foreign currency risk. The Company does not enter into derivative contracts to manage risks related to anticipated sales and purchases.

5 Foreign currency risk management

The Company undertakes transactions denominated in foreign currencies; consequently, exposures to exchange rate fluctuations arise. Exchange rate exposures are managed within approved policy parameters utilizing forward foreign exchange contracts and currency options taken at the time of initiation of the booking by the management. Such decision is taken after considering the factors such as upside potential, cost of structure and the downside risks etc. Quarterly reports are submitted to Management Committee on the covered and open positions and MTM valuation.

5.1 Foreign currency sensitivity analysis

The Company is mainly exposed to USD and EURO currency.

The above table details the Company''s sensitivity to a 10% increase and decrease in the INR against relevant foreign currencies. 10% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management''s assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency risk denominated monetary items and adjusts their translation at the period end for a 10% change in foreign currency rates. The sensitivity analysis includes external loans where the denomination of the loan is in a currency other than the functional currency of the lender or the borrower. A negative number below indicates an increase in profit/equity where the INR strengths 10% against the relevant currency. For a 10% weakening of the INR against the relevant currency, there would be a comparable impact on the profit/equity and the balances below would be positive.

5.2 Forward foreign exchange contracts

Company had entered into forward foreign exchange contracts to cover foreign currency payments and receipts.

6 Interest rate risk management

The Company is exposed to interest rate risk because funds are borrowed at both fixed and floating interest rates. Interest rate risk is measured by using the cash flow sensitivity for changes in variable interest rate. The Company has exposure to interest rate risk, arising principally on changes in PLR and LIBOR rates. The Company uses a mix of interest rate sensitive financial instruments to manage the liquidity and fund requirements for its day to day operations like non-convertible debentures and short term loans. The risk is managed by the Company by maintaining an appropriate mix between fixed and floating rate borrowings. Hedging activities are evaluated regularly to align with interest rate views and defined risk appetite, ensuring the most cost-effective hedging strategies are applied.

The table in 6.1 provides a break-up of the Company''s fixed and floating rate borrowings:

6.1 Interest rate sensitivity analysis

The sensitivity analyses below have been determined based on the exposure to interest rates for both derivatives and non-derivative instruments at the end of the reporting period. For floating rate liabilities, the analysis is prepared assuming the amount of the liability outstanding at the end of the reporting period was outstanding for the whole year. A 50 basis point increase or decrease is used when reporting interest rate risk internally to key management personnel and represents management''s assessment of the reasonably possible change in interest rates.

The following table provides a break-up of the Company''s fixed and floating rate borrowings and interest rate sensitivity analysis.

7 Credit risk management

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company. Credit risk encompasses of both, the direct risk of default and the risk of deterioration of creditworthiness as well as concentration risks. The Company has adopted a policy of only dealing with creditworthy counterparties and obtaining sufficient collateral, where appropriate, as a means of mitigating the risk of financial loss from defaults. The Company uses publicly available financial information and its own trading records to rate its major customers. The Company''s exposure and the credit ratings of its counterparties are continuously monitored and the aggregate value of transactions concluded is spread amongst approved counterparties.

Trade receivables consist of a large number of customers, spread across diverse industries and geographical areas. Ongoing credit evaluation is performed on the financial condition of accounts receivable.

The Company does not have significant credit risk exposure to any single counterparty. Concentration of credit risk related to the above mentioned company did not exceed 10% of gross monetary assets at any time during the year.

The credit risk on liquid funds and derivative financial instruments is limited because the counterparties are banks with high credit-ratings assigned by international credit-rating agencies.

7.1 Collateral held as security and other credit enhancements

The Company does not hold any collateral or other credit enhancements to cover its credit risk associated with its financial assets.

8 Liquidity risk management

Liquidity risk refers to the risk of financial distress or extraordinary high financing costs arising due to shortage of liquid funds in a situation where business conditions unexpectedly deteriorate and requiring financing. Ultimate responsibility for liquidity risk management rests with the board of directors, which has established an appropriate liquidity risk management framework for the management of the Company''s short, medium and long-term funding and liquidity management requirements. The Company manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.

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

To the extent that interest flows are floating rate, the undiscounted amount is derived from interest rate curves at the end of the reporting period. The contractual maturity is based on the earliest date on which the Company may be required to pay.

9 Fair value measurements

This note provides information about how the Company determines fair values of various financial assets. Some of the Company''s financial assets and financial liabilities are measured at fair value at the end of each reporting period. The following table gives information about how the fair values of these financial assets are determined (in particular, the valuation technique(s) and inputs used).

10 In respect of overseas direct investment (ODI) made by the company in the earlier years in erstwhile wholly owned subsidiary, the Directorate of Enforcement, Department of Revenue, Ministry of Finance, Government of India has held that the end-use of such funds made by the then foreign subsidiary company is in contravention of the provisions of Section 4 of the Foreign Exchange Management Act (FEMA), 1999 and has, therefore, vide its Seizure Order dated 15th December, 2017 attached the immovable property of the company by way of certain unencumbered open plots of land admeasuring in aggregate about 1,27,851.50 sq. metres having aggregate cost of Rs. 3.69 Crores as per books of accounts of the company. The company strongly believes that it has not contravened provisions of FEMA as alleged in the seizure order and is, therefore, taking appropriate steps under the law. In the opinion of the management of the Company all the activities carried out by the then foreign subsidiary are in compliance with the ODI route under FEMA read with the relevant rules and regulations. The Company''s management is confident of successful outcome from the proceedings. Therefore, no accounting adjustments have been made in the books of accounts of the Company in this regard.

The lease agreements are executed for a period of 12 months with a renewal clause.

11. Interest on borrowings is net of interest subsidy of RS,134.40 crores (Previous Year RS,129.52 crore)

12. On introduction of Goods & Service Tax (GST) w.e.f. 1st July,2017, in accordance with the Textile Policy of Government of Gujarat, income by way of subsidy/benefit in respect of GST has also been accounted for as the management of the Company strongly believes that GST (both SGST & CGST) shall also be entitled for subsidy/benefit as envisaged in the Policy.

* Against duty saved of RS,398.07 crore (Previous Year RS,323.49 crores) company has export obligation of RS,2,388 crore (Previous year RS,1,114.58 crore) out of which company has already completed export obligation of RS,1,355.00 crore (Previous Year RS,403.17 crore) for which company has applied for Export obligation discharge certificate to concerned licensing authority.

* The amount deposited with the authority in respect of above Income Tax and Service Tax demands of RS,29.41 crores (previous year RS,14.76 crores) and C4.04 crores (previous year RS,4.04 crores) respectively

13 Contingent assets

The are no contingent assets recognized as at March 31, 2018.

14. Approval of financial statements

The financial statements were approved for issue by the board of directors on 8th May, 2018.

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Mar 31, 2017

A Defined benefit obligation

Under previous GAAP, actuarial gains and losses were recognised in profit and loss. Under Ind AS, the actuarial gains and losses form part of remeasurement of the net defined liability/ asset which is recognised in other comprehensive income. The actuarial losses for the year ended March 31, 2016 were RS.1.63 crore. This change does not affect total equity, but there is increase in profit before tax of RS.1.63 crore.

B Borrowings classified at amortised cost

Foreign currency convertible bonds issued and terms loans from banks and financial institution are carried at amortised cost under Ind AS and the interest expense has been recognised based on effective interest method.

C Expected credit loss

Under previous GAAP, the Company had created provision for impairment of trade receivables consisting only specific amounts for incurred loss. Under Ind AS, impairment allowance has been determined based on expected credit loss model (ECL). Due to this model, the Company impaired its trade receivables by RS.2.76 crores for the year ended as on March 31, 2016 (As at April 1, 2015 - RS.2.37 crores), which has been recognised in other expenses of RS.2.76 crores for the year ended March 31, 2016 (As at April 1, 2016 - RS.2.37 crores) and in retained earnings for the year ended as on April 01, 2016 and impact on deferred tax effect thereon of RS.0.95 crore (As at April 1, 2015 - RS.0.82 crore). The impairment of RS.2.76 crore (As at April 1, 2015 - RS.2.37 crores) and tax there on of RS.0.95 crore for the year ended March 31, 2016 has been recognised in the Statement of Profit and Loss.

D Impact on deferred tax

This includes the deferred tax impact on the Ind AS adjustments passed.

E Non-current investments classified as FVTOCI

Under previous GAAP, long term investments were measured at cost less diminution in value which is other than temporary. Under Ind AS, these financial assets have been classified as FVTOCI. On the date of transition to Ind AS, these financial assets have been measured at their fair value which is lower than the cost as per previous GAAP, resulting in a decrease in carrying amount by RS.5.08 crore as at March 31, 2016 (As at April 1, 2015 - RS.3.89 crore). These changes do not affect profit before tax for the year ended March 31, 2016 because the changes in fair value are recognised in OCI.

F Current investments classified as FVTPL

Under previous GAAP, current investments were measured at lower of cost or fair value. Under Ind AS, these financial assets have been classified as FVTPL on the date of transition. The fair value changes are recognised in statement of profit or loss. On transition to Ind AS, these financial assets have been measured at their fair values which is higher than cost as per previous GAAP, resulting in an increase in carrying amount by RS.5.58 crore as at March 31, 2016 and by RS.5.57 crore as at April 1, 2015, The corresponding deferred taxes have also been recognised as at March 31, 2016 (RS.1.93 crore) and as at April 1, 2015 (RS.1.93 crore) and also for the year ended March 31, 2016. The net effect of these changes is an increase in total equity as at March 31, 2016 of RS.3.64 crore ( As at April 1, 2015 - RS.3.65 crore), increase in profit before tax of RS.0.01 crore and in total profit for the year ended March 31, 2016 of RS.0.01 crore.

G Proposed dividend

Under previous GAAP, dividends on equity shares recommended by the board of directors after the end of the reporting period but before the financial statements were approved for issue were recognised in the financial statements as a liability. Under Ind AS, such dividends are recognised when declared by the members in a general meeting, The effect of this change is an increase in total equity as at March 31, 2016 of RS.37.62crore ( As at April 1, 2015 - RS.35.82 crore), but does not affect profit before tax and total profit for the year ended March 31, 2016.

H Non-current investments in preference shares classified as FVTPL

Under previous GAAP, non-current investments in preference shares were measured at cost less diminution in value which is other than temporary. Under Ind AS, these financial assets have been classified as FVTPL. On the date of transition to Ind AS, these financial assets have been measured at their fair value which is lower than the cost as per previous GAAP, resulting in a decrease in carrying amount by RS.4.18 crore and RS.5.99 crore as at March 31, 2016 and April 1, 2015 respectively. The corresponding deferred taxes have also been recognised at RS.1.45 crores and RS.2.07 crores as at March 31, 2016 and March 31, 2015 respectively. The net effect of these changes is an increase in total equity as at March 31, 2016 of RS.2.82 crore ( decrease in total equity as at April 1, 2015 - RS.3.92 crore), increase in profit before tax of RS.4.31 crore and in total profit for the year ended March 31, 2016 of RS.2.82 crore.

I Other financial assets classified as FVTPL

Under previous GAAP, other financial assets (Derivatives) were measured at cost. Under Ind AS, these financial assets have been classified as FVTPL on the date of transition. The fair value changes are capitalised to Capital work-in-progress. On transitioning to Ind AS, these financial assets have been measured at their fair values which is lower than cost as per previous GAAP, resulting in a decrease in carrying amount by RS.3.02 crore as at March 31, 2016 and by RS.3.12 crore as at April 1, 2015. Since the decrease in cost is capitalised to capital work in progress, the change does not effect profit before tax, total profit and total equity.

J FCCB bifurcation in equity and liability

The Company had taken loan by issue of foreign currency convertible bonds (FCCBs) into equity in earlier years, having outstanding amount of RS.151.14 crore as on April 1, 2015. Under Ind AS, these FCCBs were bifurcated into loan and equity component based on discounted cash flow method hence under Ind AS, the portion of equity would be accounted for as other equity reserves and unwinding interest on FCCBs as on transition date has been adjusted in opening retained earnings.

K Reclassification

In the preparation of these Ind-AS Financial Statements, the Company has made several presentation differences between previous GAAP and Ind- AS. These differences have no impact on reported profit or total equity. Accordingly, some assets and liabilities have been reclassified into another line item under Ind- AS at the date of transition. Further, in these Financial Statements some line items are described differently under Ind AS compared to previous GAAP, although the assets and liabilities included in these line items are unaffected.

L Excise duty and sales commission

Under Indian GAAP, the Company accounted the revenue net of excise duties and sales tax. As per Ind AS, any sales incentives, discounts or rebates in any form, including cash discounts given to customers will be considered as selling price reductions and accounted as reduction from revenue. Excise duty will not be netted off from revenue and shown as a part of expenses.

1. General Information

Sintex Industries Limited (“the Company”) is primarily engaged in the business of manufacture and sale of yarn and structured fabrics.

Sintex Industries Limited is a public limited company incorporated in India on June 01, 1931 under the Companies Act, 1956 and listed on the Bombay Stock Exchange and National Stock Exchange. The registered office of the Company is at Kalol (North Gujarat) - 382 721, India.

2. Critical Judgements in applying accounting policies and key sources of estimation uncertainty

3. Critical judgements in applying accounting policies

In the course of applying the policies outlined in all notes under section 2 above, the directors of the Company are required to make judgements, estimates and assumptions about the carrying amount of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future period, if the revision affects current and future period.

4. Key sources of estimation uncertainty

i) Useful lives and residual value of property, plant and equipment

Company reviews the useful lives and residual values of property, plant and equipment at least once a year. Such lives are dependent upon an assessment of both the technical lives of the assets and also their likely economic lives based on various internal and external factors including relative efficiency and operating costs. Accordingly useful lives are reviewed annually using the best information available to the Management.

ii) Fair value measurements and valuation process

Management uses its judgement in selecting an appropriate valuation technique for financial instruments not quoted in an active market. Valuation techniques commonly used by market participants are applied. Other financial instruments are valued using a discounted cash flow method based on assumptions supported, where possible, by observable market prices or rates. Information about the valuation techniques and inputs used in determining the fair value of various assets and liabilities are disclosed in note 43.

5. Impairment losses recognised in the year

The Company evaluates impairment losses on the fixed assets whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. If such assets are considered to be impaired, the impairment loss is then recognised for the amount by which the carrying amount of the assets exceeds its recoverable amount, which is the higher of an asset’s net selling price and value in use. For the purpose of assessing impairment, assets are grouped at the smallest level for which there are separately identifiable cash flows.

The review led to the recognition of an impairment loss of Rs.Nil (for the year ended March 31, 2016: RS.6.24 crores) in plant and machinery which has been recognised in Statement of Profit and Loss. The management has reviewed the recoverability of the asset and has concluded that asset which were not in usable condition charged to Statement of Profit and Loss as impairment loss at their Written Down Value.

6. Addition to Fixed Assets include Capitalisation of borrowing Cost pertaining to qualifying assets of RS.99.84 crore (Previous year RS.286.80 crore) and Foreign Exchange Capitalised of Rs.Nil (Previous year RS.50.55 crore)

7. In case of freehold land capitalised during the year title deed/conveyance deed in respect of RS.116.05 crore in favour of the company is pending.

8. All the property, plant and equipments of the Company have been pledged to secure borrowings of the Company Refer note 20 and 23.

A Nature and purpose of reserves

(i) Employee Stock options outstanding account

This reserve relates to share options granted by the Company to its employees under its employee stock option plan.

(ii) Capital reserve

Capital reserve represents upfront amount of convertible share warrants forfeited during the financial year 2008-09.

(iii) Capital Redemption reserve

Capital Redemption reserve was created for redemption of preference shares .

(iv) General reserve

The general reserve is created from time to time by transfer of profits from retained earnings for appropriate purposes. As the general reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income, items included in the general reserve will not be reclassified subsequently to Statement of profit and loss.

(v) Debenture Redemption reserve

This reserve has been created for redemption of debentures issued by the company in compliance of provisions of the Companies Act, 2013 and rules framed there under.

(vi) Foreign Currency Monetary Item Translation Difference Account

This reserve mainly represents foreign exchange rate variations and amortisation on long term monetary assets/liabilities.

(vii) Equity instruments through other comprehensive income

The reserve represents the cumulative gains and losses arising on the revaluation of equity instruments measured at fair value through other comprehensive income.

(viii) Retained earnings

The amount that can be distributed by the Company as dividends to its equity shareholders is determined based on the balance in this reserve and also considering the requirements of the Companies Act, 2013. Thus the amounts reported above are not distributable in entirely.

(ix) Remeasurement of defined benefit plans

This reserve represents the impact of actuarial gains and losses on the funded obligation due to change in financial assumptions, change in demographic assumption, experience adjustments, etc. recognised through other comprehensive income.

9. Borrowings (non-current)

Notes:

(i) 2,500 (Previous year 5,000) 9.41% Secured Redeemable Non Convertible debentures of RS.10,00,000/- each, are redeemable at par on 8th October, 2020. The Debentures are secured by first pari passu charge on fixed assets (excluding spinning unit) of the Company.

(ii) 1,375 (Previous year 2,750) 10.70% Secured Redeemable Non Convertible debentures of RS.10,00,000/- each, are redeemable at par in three equal annual installments starting from 30th September, 2019. The Debentures are secured by first pari passu charge on fixed assets (excluding spinning unit) of the Company.

(iii) 1,125 (Previous year 2,250) 10.70% Secured Redeemable Non Convertible debentures of RS.10,00,000/- each, are redeemable at par in three annual installments starting from 11th June, 2019. The Debentures are secured by first pari passu charge on fixed assets (excluding spinning unit) of the Company.

(iv) Nil (Previous year 1,675) 11.5% Secured Redeemable Non Convertible debentures of RS.10,00,000/- each, are redeemable at par in three annual installments starting from 18th February, 2016. The Debentures are secured by first pari passu charge on all the movable and immovable assets, both present and future excluding assets of spinning unit of the Company.

(v) Term Loans from the banks and Financial Institution referred in point no (a),(b) and (f) of Note (vii) below are secured by first charge on pari passu basis on all the immovable and movable properties of the Company, both present and future excluding properties of spinning unit and on specified current assets and book debts on which prior charge created in favour of the Banks for working capital facilities (refer note 23).

(vi) Term Loans from the banks and Financial Institution referred in point no (c) and (d) of Note (vii) below from the banks and financial institution are secured by first charge on pari passu basis on entire fixed assets including immovable properties of the spinning unit.

(vii) Terms of repayments of term loans (including current maturities of long term debt) carrying interest rate range of 2.4% to 11% p.a. are given below:-

(a) Loan outstanding of Nil (previous year RS.260.00 crores) - the overall loan repayment term includes annual installments of RS.16.25 crores each from 31st March, 2013 to 31st March, 2016 and RS.130 crores each on 31st March, 2017 and 31st March, 2018. *

(b) Foreign currency loan of Rs.Nil (previous year RS.796.00 crores) is repayable in three equal annual installment of RS.265.33 crores at the end of 5th, 6th and 7th year i.e. starting from 14th December, 2017 till 14th December 2019.*

(c) Loan outstanding of RS.1220.00 crores (previous year RS.1220.00 crores) - the overall loan repayment term includes 30 quarterly installment of RS.40.67 crores each starting from August, 2017 to November, 2024 .

(d) Loan outstanding of RS.1284.35 crores (previous year RS.249.85 crores) - the overall loan repayment term includes 30 quarterly installment of RS.40.67 crores each starting from April, 2018 to September, 2025 and 36 quaterly installment RS.52.40 crores each starting from September, 2019 to June, 2028 .

(e) Loan outstanding of RS.82.5 crores (previous year Nil) - the loan repayment term includes 32 structured quarterly installment of RS.1.03 crores each starting from December, 2016 to September, 2021 and RS.4.125 crores starting from December, 2021 to September, 2025 . (For Security Refer note (i) to (iv) above)

(f) The Technology Upgradation Fund Scheme (TUFs) term loans include:

(i) Loan outstanding of Nil (previous year RS.2.18 crores) - the overall loan repayment term includes 32 quarterly installment of RS.4.69 crores each starting from 30th June, 2008 till 30th May, 2016.

(ii) Loan outstanding of Nil (previous year RS.2.34 crores) - the overall loan repayment term includes 32 quarterly installment of RS.2.34 crore each starting from 17th October, 2008 to 17th April , 2016.

(iii) Loan outstanding of RS.129.33 crores (previous year RS.154.33 crores) - the overall loan repayment term includes 32 quarterly installment of RS.6.25 crore each starting from 1st October, 2014 till 1st July, 2022.

(iv) Loan outstanding of RS.94.69 crore (previous year RS.112.73 crores) - the overall loan repayment term includes 32 quarterly installment of RS.4.51 crore each commencing after 27 months moratorium period i.e. starting from 1st October, 2014 till 1st July, 2022.

(v) Loan outstanding of RS.63.56 crore (previous year RS.76.07 crores) - the overall loan repayment term includes 32 quarterly installment of RS.3.13 crore each commencing from 1st October , 2014 till 1st July, 2022.

(viii)Foreign currency loan of Nil (previous year RS.198.99 crores), carrying interest rate of 6 months LIBOR plus 340 bps pa - the overall loan repayment term includes 8 half yearly installment commencing from 21st November, 2018 till 20th May, 2022. *

(ix) Foreign currency loan of RS.63.02 crores (previous year Nil) payable in 2 yearly equal installment commencing from 5th April, 2021.

* Represents Loan amount transfer on account of demerger

10. Discontinued operations

Disposal of custom moulding and prefab businesses

The Company has entered into a Composite Scheme of Arrangement (‘the Scheme’) with Sintex Plastics Technology Limited, Sintex - BAPL Limited, Sintex Infra Projects Limited and their respective shareholders and creditors to transfer the Custom Moulding Undertakings and Prefab Undertakings to Sintex - BAPL Limited and Sintex Infra Projects Limited respectively. The Scheme was sanctioned by the Hon’ble NCLT, Bench at Ahmedabad on March 23, 2017 and the Company has received the approval of the Reserve Bank of India (RBI) vide its letter dated May 12, 2017. On giving effect of the Scheme, with effect from the appointed date of the Scheme i.e. April 01, 2016, all the assets and liabilities of Custom Moulding business (including strategic investments in Sintex Holdings B.V., wholly owned subsidiary) and the Prefab business have been transferred and vested to Sintex - BAPL Limited and Sintex Infra Projects Limited respectively. Therefore operations of Custom Molding business and Prefab business are considered as discontinued operations.

Analysis of the profit for the year ended 31st March, 2016 from discontinued operations

The results of the discontinued operations included in the profit for the year are set out below. The profit and cash flows from discontinued operations have been presented for the year ended March 31, 2016.

11. Composite Scheme of Arrangement:

Pursuant to the Composite Scheme of Arrangement (the ‘Scheme’) between the Company, Sintex Plastics Technology Limited,Sintex-BAPL Limited, Sintex Infra Projects Limited and their respective shareholders and creditors, the Custom Moulding business and the Prefab business of the company along with its related assets and liabilities have been transferred to Sintex-BAPL Limited and Sintex Infra Projects Limited respectively, upon the sanction of the Scheme by the Hon’ble NCLT, Bench at Ahmedabad vide Order dated 23rd March, 2017. The certified copy of the Order sanctioning the Scheme has been filed with the office of the Registrar of the Companies, Gujarat, on 13th April 2017 and the Company has received the requisite approval of the Reserve Bank of India (RBI) vide its letter dated 12th May 2017.

Accordingly, the effect of the Scheme has been given from 1st April 2016, being the Appointed Date of the Scheme. In terms of the Scheme, effective from 1st April 2016:

a) The assets and liabilities of the Custom Moulding business and the Prefab business have been transferred to Sintex-BAPL Limited and Sintex Infra Projects Limited respectively, at the values appearing in the books of accounts of the company on the close of business hours on 31st March 2016.

b) The inter-company balances, appearing in the books of accounts of the Company pertaining to the Custom Moulding business and Sintex-BAPL Limited and the inter-company balances appearing in the books of accounts of the Company pertaining to the Prefab business and Sintex Infra Projects Limited have been cancelled.

c) The investment by way of equity shares held by the Company in the paid up share capital of Sintex Plastics Technology Limited of RS.199.91 crore (including RS.199.90 crores invested during the year under review) has been cancelled.

d) The difference between the value of assets and value of liabilities of the Custom Moulding business and Prefab business amounting to RS.1688.09 crore transferred to Sintex-BAPL Limited and Sintex Infra Projects Limited and the cancellation of equity shares held by the Company in the paid up share capital of Sintex Plastics Technology Limited of RS.199.91 crore as mentioned above, aggregating to RS.1888.00 crore have been appropriated as under :

(i) Capital Reserve RS.47.80 crore

(ii) Capital Redemption Reserve RS.15.05 crore

(iii) Securities Premium Account RS.1714.02 crore

(iv) General Reserve RS.111.13 crore

12. Foreign Currency Convertible Bonds (FCCBs)

On May 25, 2016, the Company issued USD 110 million Step Down Convertible Bonds due 2022 (“FCCBs”). The FCCBs bear interest (i) at the rate of 7% p.a from May 25, 2016 to May 25, 2018 and (ii) at the rate of 3.50% p.a from May 25, 2018 to May 25, 2022, payable semiannually in arrear on the interest payment dates falling on 25 November and 25 May.

The FCCBs are convertible at any time on and after July 5, 2016 and up to the close of business on May 15, 2022 by holders of the FCCBs into fully paid equity shares with full voting rights of the Issuer each with a nominal value of RS.1 at the option of the holder, at an initial conversion price of RS.93.8125 per share with a fixed rate of exchange on conversion of RS.67.4463 = USD 1.00. The conversion price is subject to adjustment in certain circumstances and may be reset on November 25, 2018 and November 25, 2019 in accordance with the terms and conditions of the FCCBs.

As per the Scheme of Arrangement, on exercising option for conversion of the FCCBs, the FCCB holders shall receive one fully paid equity shares of RS.1 each with full voting rights of Sintex Plastics Technology Limited and furhter the repayment of FCCBs is guaranteed by Sintex Plastics Technology Limited.

The FCCBs contain two components: liability and equity elements. The equity element is presented in equity under the heading “Equity component of other financial instrument reserve”

13. Segment information

a. Products and services from which reportable segments derive their revenues.

Information reported to the Chief Operating Decision Maker (CODM) for the purposes of resource allocation and assessment of segment performance focuses on the types of goods or services delivered or provided. The directors have chose to organise the Company around difference in products and services. No operating segments have been aggregated in arriving at the reportable segments of the Company.

Pursuant to the Composite Scheme of Arrangement, with effect from April 01, 2016 the Company operates in Textile business which is the only reportable segment in accordance with the requirement of Ind AS 108 “Operating Segments”

b. Geographical information

Geographical revenue is allocated based on the location of the customers. Company’s all non-current assets are located in India (i.e. its country of domicile)

b.1 Disclosure of Material Related Party Transactions during the year and Balance outstanding

1 Purchase of goods/services include purchase from (i) Sintex Infra Projects Ltd. Rs.Nil (Previous Year RS.0.32 crore), Balance as on March 31, 2017 Rs.Nil (Previous Year Rs.Nil), (ii) Sintex- BAPL Ltd. Rs.Nil (Previous Year RS.0.00# crore),Balance as on March 31, 2017 Rs.Nil (Previous Year RS.0.00* crore), (iii) BVM Overseas Ltd. RS.16.47 crores (Previous Year RS.2.01 crores), Balance as on March 31, 2017 RS.14.48 crores (Previous Year RS.2.99 crores) (iv) Som Shiva (Impex) Ltd. Rs.Nil (Previous Year RS.12.61 crores). Balance as on March 31, 2017 Rs.Nil (Previous Year RS.0.28 crore) and (v) Healwell International Ltd. Rs.Nil (Previous Year Rs.Nil). Balance as on March 31, 2017 Rs.Nil (Previous Year Rs.Nil).

2 Purchase of fixed assets include purchase from Sintex Infra Projects Ltd. Rs.Nil (Previous Year RS.456.25 crores), Balance as on March 31, 2017 Rs.Nil (Previous Year RS.18.63 crores).

3 Sale of goods/services include sale to (i) Sintex Infra Projects Ltd. Rs.Nil (Previous Year RS.16.12 crores), Balance as on March 31, 2017 Rs.Nil (Previous Year RS.4.06 crores), (ii) Sintex- BAPL Ltd. Rs.Nil (Previous Year RS.0.60 crores ), Balance as on March 31, 2017 Rs.Nil (Previous Year RS.0.12 crores), (iii) Wausaukee Composites Inc Rs.Nil (Previous Year RS.0.21 crore), Balance as on March 31, 2017 Rs.Nil (Previous Year RS.0.21 crore), (iv) Som Shiva (Impex) Ltd. Rs.Nil (Previous Year RS.0.03 crore), Balance as on March 31, 2017 Rs.Nil (Previous Year RS.0.17 crore).

4 Interest Income mainly include interest from Sintex Infra Projects Ltd Rs.Nil (Previous Year RS.26.36 crores), Sintex- BAPL Ltd. Rs.Nil (Previous Year RS.2.01 crores) and Atik Land Developers Pvt Ltd. Rs.Nil (Previous Year RS.3.81 crores).

5 Guarantee commission includes from Sintex Holding B.V. Rs.Nil (Previous Year RS.1.58 crores), Sintex France SAS Rs.Nil (Previous Year RS.1.96 crores).

6 Managerial Remuneration include remuneration to Shri Rahul A. Patel RS.5.53 crores (Previous Year RS.6.61 crores), Shri Amit D. Patel RS.5.56 crores (Previous Year RS.6.70 crores), Shri S B Dangayach RS.1.86 crores (Previous Year RS.1.86 crores).

7 Sitting fees paid includes to Shri Dinesh B. Patel RS.0.04 crore (Previous Year RS.0.03 crore), Shri Arun P. Patel RS.0.06 crore (Previous Year RS.0.03 crore).

8.1 Loans and advance (non-current) include amount paid to Sintex Infra Project Limited Rs.Nil (Previous Year Loan of RS.23.72 crores) and Sintex-BAPL Ltd. Rs.Nil (Previous Year RS.20.53 crores).

8.2 Loan returned / adjusted during the year by Sintex Infra Projects Ltd. Rs.Nil (Previous Year RS.106.81 crores) and by Sintex- BAPL Ltd. Rs.Nil (Previous Year RS.122.10 crores). The Loan balance outstanding for Sintex Infra Projects Ltd. was Rs.Nil (Previous year RS.226.72 crores) and Sintex- BAPL Ltd. was Rs.Nil (Previous Year RS.10.50 crores) as on March 31, 2017.

9 Purchase of Investment include investment in Sintex Infra Projects Ltd Rs.Nil (Previous Year RS.60.75 crores), Sintex-BAPL Ltd Rs.Nil (Previous Year RS.99.20 crores), BVM Overseas Ltd. Rs.Nil (Previous Year RS.4.50 crores) and Neev Educare Limited Rs.Nil (Previous Year RS.0.01 crores).

10 Sale/transfer of investment include buyback of equity shares of Sintex Holding B.V. Rs.Nil (Previous Year RS.439.73 crores) and transfer of equity shares Sintex Infra Projects Ltd Rs.Nil (Previous Year RS.208.30 crores).

#* Figures represented by # is less than RS.50,000/-.

14. Employee benefits plans

a. Defined contribution plan

The Company operates defined contribution retirement benefit plans for all qualifying employees. The assets of the plans are held separately from those of the Company in funds under the control of trustees. Where employees leave the plans prior to full vesting of the contributions, the contributions payable by the Company are reduced by the amount of forfeited contributions.

The Company makes Provident Fund and Superannuation Fund contributions to defined contribution plans for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The Company recognised RS.6.15 crores (for the year ended March 31, 2016 RS.3.92 crores) for Provident Fund contributions and RS.0.68 crores (for the year ended March 31, 2016 RS.0.57 crores) for Superannuation Fund contributions in the Statement of Profit and Loss. The contributions payable to these plans by the Company are at rates specified in the rules of the scheme.

b. Defined benefit plans:

The Company sponsors funded defined benefit plans for qualifying employees of its subsidiaries. The defined benefit plans are administered by a separate Fund that is legally separated from the entity. The board of the fund is composed of an equal number of representatives from both employers and (former) employees. The board of the fund is required by law and by its articles of association to act in the interest of the fund and of all relevant stakeholders in the scheme, i.e. active employees, inactive employees, retirees, employers. The board of the fund is responsible for the investment policy with regard to the assets of the fund.

Under the Gratuity plan, the eligible employees are entitled to post-retirement benefit at the rate of 15 days salary for each year of service until the retirement age of 58, 60 and 62, without any payment ceiling. The vesting period for Gratuity as payable under The Payment of Gratuity Act is 5 years. Under the Compensated absences plan, leave encashment is payable to all eligible employees on separation from the Company due to death, retirement, superannuation or resignation. At the rate of daily salary, as per current accumulation of leave days.

The defined benefit pension plans requires contributions from employees. Contributions are in the following two forms; one is based on the number of years of service and the other one is based on a fixed percentage of salary of the employees. Note 2(viii) describes change in accounting in the current year following the adoption of the amendments to Ind AS 19.

The plans in India typically expose the Company to actuarial risks such as: investment risk, interest rate risk, longevity risk and salary risk.

The risk relating to benefits to be paid to the dependents of plan members (widow and orphan benefits) is re-insured by an external insurance company. No other post-retirement benefits are provided to these employees.

The most recent actuarial valuation of the plan assets and the present value of the defined benefit obligation were carried out at March 31, 2017 by Mr. Saurabh Kochrekar, Consultants & Actuaries. The present value of the defined benefit obligation, and the related current service cost and past service cost, were measured using the projected unit credit method.

c. The Company offers the following employee benefit schemes to its employees:

i. Gratuity (Funded through annual payment to Life Insurance Corporation of India)

ii. Compensated Absences (Unfunded)

A. Gratuity

The principal assumptions used for the purpose of actuarial valuation were as follows:

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

The estimate of future salary increases considered, takes into account the inflation, seniority, promotion, increments and other relevant factor.

b. Sensitivity analysis:

Significant actuarial assumptions for the determination of the defined benefit obligation are discount rate, expected salary increase and mortality. The sensitivity analyses below have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.

The sensitivity analysis presented above may not be representative of the actual change in the defined benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated.

Furthermore, in presenting the above sensitivity analysis, the present value of the defined benefit obligation has been calculated using the projected unit credit method at the end of the reporting period, which is the same as that applied in calculating the defined benefit obligation recognised in the balance sheet.

There was no change in the methods and assumptions used in preparing the sensitivity analysis from prior years.

Each year an Asset-Liability-Matching study is performed in which the consequences of the strategic investment policies are analyzed in terms of risk-and-return profiles. Investment and contribution policies are integrated within this study.

15. Financial instruments

1 Capital management

The Company manages its capital to ensure that the Company will be able to continue as a going concern while maximising the return to stakeholders through the optimisation of the debt and equity balance.

The capital structure of the Company consists of net debt and total equity of the Company.

16 Financial risk management objectives

The Company’s Corporate finance department provides services to business, co-ordinates access to domestic and international financial markets, monitors and manages the financial risks relating to the operations of the Company through internal risk reports which analyse the exposures by degree and magnitude of risks. These risks include market risk (including currency risk, interest rate risk and other price risk), credit risk and liquidity risk.

The Company seeks to minimize the effects of these risks by using derivative financial instruments to hedge risk exposures. The use of financial derivatives is governed by the Company’s policies approved by the Board of Directors, which provide written principles on foreign exchange risk, interest rate risk, credit risk, the use of financial derivatives and non-derivative financial instruments, and the investment of excess liquidity. Compliance with policies and exposure limits is reviewed by the Management and the internal auditors on a continuous basis. The Company does not enter into or trade financial instruments, including derivatives for speculative purposes.

The Corporate Treasury function reports quarterly to the Company’s risk management committee, an independent body that monitors risks and policies implemented to mitigate risk exposures.

17 Market risk

The Company’s activities expose it primarily to the financial risks of changes in foreign currency exchange rates and interest rates due to foreign currency borrowings and variable interest loans. The Company has entered into derivative contracts to manage part of its foreign currency risk. The Company does not enter into derivative contracts to manage risks related to anticipated sales and purchases.

18 Foreign currency risk management

The Company undertakes transactions denominated in foreign currencies; consequently, exposures to exchange rate fluctuations arise. Exchange rate exposures are managed within approved policy parameters utilizing forward foreign exchange contracts and currency options taken at the time of initiation of the booking by the management. Such decision is taken after considering the factors such as upside potential, cost of structure and the downside risks etc. Quarterly reports are submitted to Management Committee on the covered and open positions and MTM valuation.

The carrying amounts of the Company’s foreign currency denominated monetary assets and monetary liabilities at the end of the reporting period are as follows.

19 Foreign currency sensitivity analysis

The Company is mainly exposed to USD and EURO currency.

The above table details the Company’s sensitivity to a 10% increase and decrease in the INR against relevant foreign currencies. 10% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management’s assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency risk denominated monetary items and adjusts their translation at the period end for a 10% change in foreign currency rates. The sensitivity analysis includes external loans where the denomination of the loan is in a currency other than the functional currency of the lender or the borrower. A negative number below indicates an increase in profit/equity where the INR strengths 10% against the relevant currency. For a 10% weakening of the INR against the relevant currency, there would be a comparable impact on the profit/equity and the balances below would be positive.

20. Forward foreign exchange contracts

Company had entered into forward foreign exchange contracts to cover specific foreign currency payments and receipts.

21.Interest rate risk management

The Company is exposed to interest rate risk because funds are borrowed at both fixed and floating interest rates. Interest rate risk is measured by using the cash flow sensitivity for changes in variable interest rate. The Company has exposure to interest rate risk, arising principally on changes in PLR and LIBOR rates. The Company uses a mix of interest rate sensitive financial instruments to manage the liquidity and fund requirements for its day to day operations like non-convertible debentures and short term loans. The risk is managed by the Company by maintaining an appropriate mix between fixed and floating rate borrowings. Hedging activities are evaluated regularly to align with interest rate views and defined risk appetite, ensuring the most cost-effective hedging strategies are applied.

The table in 6.1 provides a break-up of the Company’s fixed and floating rate borrowings:

22. Interest rate sensitivity analysis

The sensitivity analyses below have been determined based on the exposure to interest rates for both derivatives and non-derivative instruments at the end of the reporting period. For floating rate liabilities, the analysis is prepared assuming the amount of the liability outstanding at the end of the reporting period was outstanding for the whole year. A 50 basis point increase or decrease is used when reporting interest rate risk internally to key management personnel and represents management’s assessment of the reasonably possible change in interest rates.

The following table provides a break-up of the Company’s fixed and floating rate borrowings and interest rate sensitivity analysis.

23. Credit risk management

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company. Credit risk encompasses of both, the direct risk of default and the risk of deterioration of creditworthiness as well as concentration risks. The Company has adopted a policy of only dealing with creditworthy counterparties and obtaining sufficient collateral, where appropriate, as a means of mitigating the risk of financial loss from defaults. The Company uses publicly available financial information and its own trading records to rate its major customers. The Company’s exposure and the credit ratings of its counterparties are continuously monitored and the aggregate value of transactions concluded is spread amongst approved counterparties.

Trade receivables consist of a large number of customers, spread across diverse industries and geographical areas. Ongoing credit evaluation is performed on the financial condition of accounts receivable.

The Company does not have significant credit risk exposure to any single counterparty. Concentration of credit risk related to the above mentioned company did not exceed 10% of gross monetary assets at any time during the year. Concentration of credit risk to any other counterparty did not exceed 10% of gross monetary assets at any time during the year.

The credit risk on liquid funds and derivative financial instruments is limited because the counterparties are banks with high credit-ratings assigned by international credit-rating agencies.

24. Collateral held as security and other credit enhancements

The Company does not hold any collateral or other credit enhancements to cover its credit risk associated with its financial assets.

8 Liquidity risk management

Liquidity risk refers to the risk of financial distress or extraordinary high financing costs arising due to shortage of liquid funds in a situation where business conditions unexpectedly deteriorate and requiring financing. Ultimate responsibility for liquidity risk management rests with the board of directors, which has established an appropriate liquidity risk management framework for the management of the Company’s short, medium and long-term funding and liquidity management requirements. The Company manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.

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

To the extent that interest flows are floating rate, the undiscounted amount is derived from interest rate curves at the end of the reporting period. The contractual maturity is based on the earliest date on which the Company may be required to pay.

25. Fair value measurements

This note provides information about how the Company determines fair values of various financial assets. Some of the Company’s financial assets and financial liabilities are measured at fair value at the end of each reporting period. The following table gives information about how the fair values of these financial assets are determined (in particular, the valuation technique(s) and inputs used).

26 . The Company has spent RS.9.40 crore (Previous Year RS.1.31 crore)towards schemes of Corporate Social Responsibility as prescribed under section 135 of the Companies Act, 2013.

I. Gross amount required to be spent by the Company during the year RS.12.11 crore (Previous Year RS.9.38 crores)

II. Amount spent during the year on:

27. Share-based payments

Employee stock option plan of the Company

The Compensation Committee of the Board of Directors of the Company at its meeting held on September 28, 2015 resolved to wind up the Sintex Industries Limited Employee Stock Option Scheme, 2006 (ESOP Scheme) to comply with applicable provisions of SEBI (Share Based Employee Benefits) Regulations, 2014. Accordingly, the trustees of the said Sintex Employee Welfare Trust have divested the entire shareholding lying with the Trust. The Company has recovered the outstanding amount of loan in respect of shares allotted to ESOP Trust and has adjusted the difference between the cost of shares and amount of loan recovered against the balance of Employee Stock Options Outstanding account as per the Guidance Note on Accounting for Employee Share-based Payments. Consequent to winding up of the ESOP Scheme, balance amount of Rs.Nil (Previous year RS.3.76 crore) of Employee Stock Options outstanding account has been transferred to General Reserve.

28 . Interest on borrowings is net of interest subsidy of RS.129.52 crore.

29. Contingent assets

The are no contingent assets recognised as at March 31, 2017.

30. Approval of financial statements

The financial statements were approved for issue by the board of directors on 19th May, 2017

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Mar 31, 2016

1 CORPORATE INFORMATION

Sintex Industries Limited , the flagship company of Sintex group is a public company domiciled in India and incorporated in 1931 under the provisions of the Companies Act, 1956. It is headquartered in Kalol in Gujarat. Its shares are listed on NSE and BSE in India. The Company is one of the leading manufacturer of plastics products, cotton yarn and niche structured yarn dyed textiles related products in India. Initially the Company started its operations in textile and diversified in plastic business in mid 70s. The plastic division manufacturers products which includes prefabricated structures, monolithic constructions, FRP products and water storage tanks. The Company has seven plants located at Kalol, Kolkata, Daman, Butibori, Namakkal, Nalagarh and Pipavav.

2.1 A Scheme of Arrangement (the "Scheme") between the Company and its equity Shareholders was approved by the Board of Directors vide its resolution dated 30th June, 2008, by the Shareholders in their Court convened meeting held on 15th September, 2008 and by the Honourable High Court of Gujarat vide its order dated 25th March, 2009. The Appointed Date of the Scheme was 1st April,2008. The Company filed the Order with the Registrar of Companies, Gujarat on 14th April, 2009 within the time specified in the order and the Scheme had been given effect in the financial statement for the financial year ended on 31st March, 2010. Accordingly, as per the Scheme, from the said date, the Company earmarked Rs.200 crore from Securities Premium Reserve to International Business Development Reserve Account (the "IBDR").

Accordingly, the Company has adjusted against the available balance of IBDR an amount of '' Nil (previous year Rs.1.89 crore) being such specified expenses as per the Scheme. The said accounting treatment has been followed as prescribed under the Scheme and it has no significant impact on the profit for the year.

2.2 Net gain on sale / transfer of long term investment comprises of gain of Rs.208.33 crore on buyback of 5,48,53,115 equity shares by Sintex Holding B.V. Netherlands, a wholly owned subsidiary and cost of investments of Rs.208.30 crore (including Rs.60.75 crore invested during the year) held by the Company in Sintex Infra Projects Limited, a wholly owned subsidiary of the Company transferred without consideration to BVM Overseas Limited, another wholly owned subsidiary of the Company, adjusted thereagainst.

2.3 On 28th November, 2012, the Company issued 7.50 per cent (3.75 per cent from 28th Nov,2014) Step Down Convertible Bonds (with an average yield to maturity 5.25%) aggregating to US $ 140 million to repurchase or repay the outstanding principal and premium on redemption on the 2008 FCCBs, in accordance with applicable Indian laws and regulations.

As per the terms & condtions of the Offering Circular dated 16th November, 2012, the bondholders have an option to convert these bonds into Equity Shares determined at an initial conversion price of Rs.75.60 per equity share with a fixed rate of exchange on conversion of Rs.54.959 per US $ 1.00, at any time on or after 8th January, 2013 up to the close of business on 19th November, 2017.

The Bonds may be redeemed, in whole but not in part, at the option of the Company at any time on or after 28th May, 2015 and on or prior to 23rd October, 2017 subject to satisfaction of certain conditions. Unless previously converted, redeemed or purchased and cancelled, the bonds fall due for redemption on 29th November, 2017 at 100 per cent of their principal amount together with accrued interest , if any, calculated in accordance with the terms & conditions.

As per the terms of offering circular dated 16th November, 2012 on 28th May, 2014 the conversion price was reset from Rs.75.60 to Rs.65.74 thereby increasing number of equity shares reserved for issuance towards foreign currency convertible bonds from 10,17,75,926 to 11,70,40,767. During the year,upon exercise of the conversion option in respect of all FCCB bonds outstanding as on 31st March, 2015 having face value of US $ 24.15 million, 2,01,89,527 equity shares have been issued, which resulted into increase in paid up equity share capital by Rs.2.02 crores and securities premium account by Rs.130.71 crore.

2.4 Consequent to the applicability of the Companies Act, 2013 (the Act) with effect from 1st April, 2014,the Company has revised the useful life of tangible fixed assets,other than plant and machinery, as prescribed under Schedule-II to the Act and in case of plant and machinery, the useful life has been determined on the basis of external & internal technical evaluation for the purpose of providing depreciation on fixed assets. on account of this, depreciation for the year ended 31st March, 2015 is lower by Rs.55.96 crore. Further Rs.1.29 crore (net of deferred tax of Rs.0.67 crore) has been adjusted against the opening balance of retained earnings, representing the carrying amount of the fixed assets whose remaining useful life is nil as on 1st April 2014.

2.5 Investment made of Rs.182.95 crore in debentures of Khadayata Decor Limited in March,2014 as receipt of part consideration on sale of shares of a subsidiary company were redeemed at par on 29th March,2016, prior to its due date of redemption of 25th September, 2017.

3 DISCLOSURES UNDER ACCOUNTING STANDARDS

3.1 Employee benefit plans

3.1 a. Defined contribution plans

The Company makes Provident Fund and Superannuation Fund contributions to defined contribution plans for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The Company recognised Rs.6.96 crore (Year ended 31st March, 2015 Rs.6.37 crore) for Provident Fund contributions and Rs.0.89 crore (Year ended 31st March, 2015 Rs.0.85 crore) for Superannuation Fund contributions in the Statement of Profit and Loss. The contributions payable to these plans by the Company are at rates specified in the rules of the scheme.

3.1 b. Defined benefit plans

The Company offers the following employee benefit schemes to its employees:

i. Gratuity (Funded through annual payment to Life Insurance Corporation of India)

ii. Compensated Absences (Unfunded)

3.2 Expenses debited to Statement of profit and Loss by way of cost of material consumed, employee benefit expenses and other expenses are net of Rs.133.46 crore (previous year '' Nil) being the expenses capitalized (including capital work-in-progress) and Sales credited to Statement of profit & Loss is net of sale of trial run production and other income aggregating to Rs.37.39 Crore being reduced from amount capitalized. Capital work-in-progress includes pre-operative expenses of Rs.13.35 crore as at 31st March,2016 (previous year Rs.4.98 crores)

4 ESOP

The Compensation Committee of the Board of Directors of the Company at its meeting held on September 28, 2015 resolved to wind up the Sintex Industries Limited Employee Stock option Scheme, 2006 (ESop Scheme) to comply with applicable provisions of SEBI (Share Based Employee Benefits) Regulations, 2014. Accordingly, the trustees of the said Sintex Employee Welfare Trust have divested the entire shareholding lying with the Trust. The Company has recovered the outstanding amount of loan in respect of shares allotted to ESop Trust and has adjusted the difference between the cost of shares and amount of loan recovered against the balance of Employee Stock options outstanding account as per the Guidance Note on Accounting for Employee Share-based payments. Consequent to winding up of the ESop Scheme, balance amount of Rs.3.76 crore of Employee Stock options outstanding account has been transferred to General Reserve.

5 The previous year figures have been regrouped / re-classified to conform to the current year''s classification.

---

Mar 31, 2015

1 CORPORATE INFORMATION

Sintex Industries Limited, the flagship Company of Sintex group is a public Company domiciled in India and incorporated in 1931 under the provisions of the Companies Act, 1956. It is headquartered in Kalol in Gujarat.Its shares are listed on NSE and BSE in India. The Company is one of the leading providers of plastics and niche structured yarn dyed textiles related products in India. Initially the Company started its operations in textile and diversified in plastic business in mid 70s. The plastic division manufacturers products which includes prefabricated structures, monolithic constructions, FRP products and water storage tanks.

2 Terms/ Rights attached to equity shares

The Company has only one class of equity shares having a par value of Rs.1/- per share. Each holder of equity share is entitled to one vote per share.

The Company declares and pays dividend in Indian rupees. The dividend proposed by the Board of Directors is subject to approval of Shareholders in the ensuing AGM.

iii) As at 31st March, 2015: 2,21,12,553 shares (As at 31st March, 2014: 12,00,98,926 shares) were reserved for issuance as follows:

(a) 19,23,000 shares (As at 31st March, 2014 19,23,000 shares) of Rs.1 each towards outstanding employee stock options granted / available for grant. (refer note 31)

(b) NIL shares (As at 31st March, 2014 1,64,00,000 shares) of Rs.1 each towards outstanding share warrants to promoter group companies. (refer note 5)

(c) 2,01,89,553 shares (As at 31st March, 2014 10,17,75,926 shares) of Rs.1 each towards Foreign Currency Convertible Bonds (FCCB) (refer note 29.5)

3 The Board of Directors of the Company, at their meeting held on 11th October, 2012 and as approved by the Members at their meeting held on 9th November,2012, had resolved to create, offer, issue and allot up to 3,00,00,000 warrants, convertible into one equity shares at a price of Rs.1/- each on a preferential allotment basis, pursuant to Section 81(1A) of the Companies Act, 1956, at a conversion price of Rs.69.01/- per equity share, arrived at in accordance with the SEBI Guidelines in this regard. Subsequently, vide meeting dated 22nd November, 2012 of the Committee of Board of Directors, these warrants were allotted to the promoter group companies and the 25% application money was received from them. The warrants may be converted into equivalent number of equity shares on payment of the balance amount at any time on or before 21st May, 2014. In the event the warrants are not converted into shares within the said period, the Company is eligible to forfeit the amounts received towards the warrants.

During the year on 19th May, 2014,upon exercise of the option in respect of remaining 1,64,00,000 warrants, equivalent number of equity shares have been issued, which resulted into increase in Equity Share Capital by Rs.1.64 crores and Security Premium Account by Rs.111.54 crore.

i) 2,750 (Previous year Nil) 10.70% Secured Redeemable Non Convertible debentures of Rs.10,00,000/- each, are redeemable at par in three equal annual installments starting from 30th September, 2019. The Debentures are secured by first pari passu charge on fixed assets (excluding fixed assets at Nagpur, Kolkata and spinning unit) of the Company.

(ii) 2,250 (Previous year Nil) 10.70% Secured Redeemable Non Convertible debentures of Rs.10,00,000/- each, are redeemable at par in three annual installments starting from 11th June, 2019. The Debentures are secured by first pari passu charge on fixed assets (excluding fixed assets at Nagpur, Kolkata and spinning unit) of the Company.

(iii) 2,500 (Previous year 2,500) 11.5% Secured Redeemable Non Convertible debentures of Rs.10,00,000/- each, are redeemable at par in three equal annual installments starting from 18th February, 2016. The Debentures are secured by first pari passu charge on all the movable and immovable assets, both present and future excluding assets of spinning unit of the Company.

(iv) 3,500 (Previous year 3,500) - 9.00% Secured Redeemable Non Convertible Debentures of Rs.10,00,000/- each, are redeemable at par in two tranches - 1,500 Debentures (Rs.150 crore) on 1st June, 2015 and 2000 Debentures (Rs.200 crore) on 24th June, 2015. The Debentures are secured by way of first pari passu charge on all movable and immovable assets, both present and future excluding assets of spinning unit of the Company.

(v) Term Loans from the banks and Financial Institution are secured by first charge on pari passu basis on all the immovable and movable properties of the Company, both present and future excluding properties of spinning unit and except on specified current assets and book debts on which prior charge created in favor of the Banks for working capital facilities (refer note 8).

However in case of borrowings referred in point no (e), (f) and (g) from the banks and financial institution are secured by first charge on pari passu basis on entire fixed assets including immovable properties of the Spinning Unit.

(vi) Terms of repayments of term loans (including current maturities of long term debt) carrying interest rate range of 6% to 12% p.a. are given below:-

(a) Loan outstanding of Rs. Nil crores (previous year Rs.24.91 crores) - the overall loan repayment term includes 20 quarterly installment of Rs.6.25 crores each starting from 29th June, 2010 to 26th March, 2015

4 LONG-TERM BORROWINGS

(b) Loan outstanding of Rs.276.25 crores (previous year Rs.292.50 crores) - the overall loan repayment term includes annual installments of Rs.16.25 crores each from 31st March, 2013 to 31st March, 2016 and Rs.130 crores each on 31st March, 2017 and 31st March, 2018.

(c) Loan outstanding of Rs. Nil crores (previous year Rs.10.00 crores) - the overall loan repayment term includes 20 quarterly installments of Rs.2.50 crores each starting form 16th April, 2010 till 16th January. 2015.

(d) Foreign currency loan of Rs.751.12 crore (previous year Rs.721.20 crores) is repayable in three equal annual installment of Rs.250.37 crores at the end of 5th, 6th and 7th year i.e. starting from 14th December, 2017 till 14th December 2019.

(e) Loan outstanding of Rs.207.38 crores (previous year Rs. Nil) - the overall loan repayment term includes 30 quarterly installment of Rs.16.67 crores each starting from 31st December, 2016 till 31st March, 2024 .

(f) Loan outstanding of Rs.207.37 crores (previous year Rs. Nil) - the overall loan repayment term includes 30 quarterly installment of Rs.16.67 crores each starting from 31st December, 2016 till 31st March, 2024 .

(g) Loan outstanding of Rs.91.25 crores (previous year Rs. Nil) - the overall loan repayment term includes 30 quarterly installment of Rs.7.33 crores each starting from 31st December, 2016 till 31st March, 2024 .

(h) The Technology Upgradation Fund Scheme (TUFs) term loans include:

(i) Loan outstanding of Rs.20.93 crores (previous year Rs.39.68 crores) - the overall loan repayment term includes 32 quarterly installment of Rs.4.69 crores each starting from 30th June, 2008 till 30th May, 2016 .

(ii) Loan outstanding of Rs. Nil crores (previous year Rs.0.50 crores) - the overall loan repayment term includes 32 quarterly installment of Rs.1.50 crore each starting from 30th September, 2006 till 30th June, 2014.

(iii) Loan outstanding of Rs.11.72 crores (previous year Rs.21.09 crores) - the overall loan repayment term includes 32 quarterly installment of Rs.2.34 crore each starting from 17th October, 2008 to 17th April, 2016.

(iv) Loan outstanding of Rs.179.33 crores (previous year Rs.191.83 crores) - the overall loan repayment term includes 32 quarterly installment of Rs.6.25 crore each starting from 1st October, 2014 till 1st July, 2022.

(v) Loan outstanding of Rs.130.77 crore (previous year Rs.144.30 crores) - the overall loan repayment term includes 32 quarterly installment of Rs.4.51 crore each commencing after 27 months moratorium period i.e. starting from 1st October, 2014 till 1st July, 2022.

(vi) Loan outstanding of Rs.88.56 crore (previous year Rs.76.56 crores) - the overall loan repayment term includes 32 quarterly installment of Rs.3.13 crore each commencing from 1st October, 2014 till 1st July, 2022.

Particulars 2014-15 2013-14

(Rs. in crores) (Rs. in crores)

6 Contingent liabilities in respect of :-

a) Corporate guarantees given to Financial Institution / Bank on behalf of a Subsidiaries 202.53 5.00

b) Disputed demand not acknowledged as debt against which the Company has preferred appeal

- Income tax* 12.80 5.94

- Sales Tax/Value Added Tax 1.89 2.72

- Service Tax* 4.04 4.04

* The amount deposited with the authority in respect of above income tax and service tax demands are Rs.12.80 crore (previous year Rs.5.94 crore) and Rs.4.04 crore (previous year Rs.4.04 crore), respectively. The dispute of service tax relates to CENVAT eligibility on taxes paid for procurement of services

c) Company has imported machineries duty free under EPCG Scheme for which an export obligation of Rs.56.31 crore that is equivalent to 6 times of duty save of Rs.9.38 crore has been undertaken which is to be completed by FY 2020-21. 9.38 -

Estimated amount (net of advances) of contracts remaining to be executed on capital accounts and not provided for 865.52 1,589.01

7 A Scheme of Arrangement (the "Scheme") between the Company and its equity Shareholders was approved by the Board of Directors vide its resolution dated 30th June, 2008, by the Shareholders in their Court convened meeting held on 15th September, 2008 and by the Honourable High Court of Gujarat vide its order dated 25th March, 2009. The Appointed Date of the Scheme was 1st April,2008. The Company filed the Order with the Registrar of Companies, Gujarat on 14 th April, 2009 within the time specified in the order and the Scheme had been given effect in the financial statement for the financial year ended on 31st March, 2010. Accordingly, as per the Scheme, from the said date, the Company earmarked Rs.200 crore from Securities Premium Reserve to International Business Development Reserve Account (the "IBDR").

Accordingly, during the year, the Company has adjusted against the available balance of IBDR an amount of Rs.1.89 crore (previous year Rs.0.80 crore) being such specified expenses as per the Scheme. The said accounting treatment has been followed as prescribed under the Scheme and it has no significant impact on the profit for the year.

8 On 26th March 2014, the Company had sold / transferred investment (carrying amount Rs.111 crore) in equity shares of Zep Infratech Limited, a wholly owned subsidiary, and unsecured loan of Rs.69.92 crore to the said subsidiary, for a consideration of Rs.183 crore to Khadayata Decor Limited (Khadayata) out of which Rs.182.95 crore is received in form of 3,659 7% Secured Debentures of Rs.5,00,000 each issued by Khadayata.The said debentures are redeemable at par on 25th September,2017.

9 On 28th November, 2012, the Company issued 7.50 per cent (3.75 per cent from 28th Nov,2014) Step Down Convertible Bonds (with an average yield to maturity 5.25%) aggregating to US $ 140 million to repurchase or repay the outstanding principal and premium on redemption on the 2008 FCCBs, in accordance with applicable Indian laws and regulations.

As per the terms & condtions of the Offering Circular dated 16 th November, 2012, the bondholders have an option to convert these bonds into Equity Shares determined at an initial conversion price of Rs.75.60 per equity share with a fixed rate of exchange on conversion of Rs.54.959 per US $ 1.00, at any time on or after 8th January, 2013 up to the close of business on 19th November, 2017.

The Bonds may be redeemed, in whole but not in part, at the option of the Company at any time on or after 28 th May, 2015 and on or prior to 23rd October, 2017 subject to satisfaction of certain conditions. Unless previously converted, redeemed or purchased and cancelled, the bonds fall due for redemption on 29th November, 2017 at 100 per cent of their principal amount together with accrued interest, if any, calculated in accordance with the terms & conditions.

As per the terms of offering circular dated 16th November, 2012 on 28th May, 2014 the conversion price was reset from Rs.75.60 to Rs.65.74 thereby increasing number of equity shares reserved for issuance towards foreign currency convertible bonds from 10,17,75,926 to 11,70,40,767.During the year,upon exercise of the conversion option in respect of FCCB bonds having face value of US $ 115.85 million, 9,68,51,214 equity shares have been issued, which resulted into increase in paid up equity share capital by Rs.9.68 crores and securities premium account by Rs.627.01 crore.

10 Consequent to the applicability of the Companies Act, 2013 (the Act) with effect from 1st April, 2014,the Company has revised the useful life of tangible fixed assets,other than plant and machinery, as prescribed under Schedule-II to the Act and in case of plant and machinery, the useful life has been determined on the basis of external & internal technical evaluation for the purpose of providing depreciation on fixed assets. On account of this, depreciation for the year ended 31st March, 2015 is lower by Rs.55.96 crore. Further Rs.1.29 crore (net of deferred tax of Rs.0.67 crore) has been adjusted against the opening balance of retained earnings, representing the carrying amount of the fixed assets whose remaining useful life is nil as on 1st April 2014.

11 DISCLOSURES UNDER ACCOUNTING STANDARDS

Employee benefit plans

a) Defined contribution plans

The Company makes Provident Fund and Superannuation Fund contributions to defined contribution plans for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The Company recognised Rs.6.37 crore (Year ended 31st March, 2014 Rs.5.69 crore) for Provident Fund contributions and Rs.0.85 crore (Year ended 31st March, 2014 Rs.0.73 crore) for Superannuation Fund contributions in the Statement of Profit and Loss. The contributions payable to these plans by the Company are at rates specified in the rules of the scheme..

b) Defined benefit plans

The Company offers the following employee benefit schemes to its employees:

i. Gratuity (Funded through annual payment to Life Insurance Corporation of India)

ii. Compensated Absences (Unfunded)

12 As per Accounting Standards (AS) 17 "Segment Reporting", segment information has been provided in the Notes to Consolidated

Financial Statements.

Related Party Transactions:

a Names of related parties and description of relationship :

Sr. Nature of Name of Related Parties No. Relationship

1 Associate Zillion Infra Projects Pvt.Ltd.

2 Key Management Shri Rahul A. Patel, Managing Personnel Director (Group)

Shri Amit D. Patel, Managing Director (Group)

Shri S.B.Dangayach, Managing Director

3 Relatives of Shri Dinesh B. Patel (Chairman) Key Management Personnel Shri Arun P Patel (Vice-chairman)

4 Subsidiaries Sintex Holdings B.V

Bright Auto Plast Limited

Sintex Infra Projects Limited

Sintex Wausaukee Composites Inc.

Sintex France SAS

Sintex Industries UK Ltd.

Sintex Austria B.V

Southgate Business Corp.

Wasaukee Composites Inc.- Owosso, Inc.

WCI Wind Turbine Components, LLC.

Sintex NP SAS

NP Hungaria kft

NP Nord SAS

NP Slovakia SRO

NP Savoie SAS

NP Tunisia SARL

NP Vosges SAS

NP Morocco

NP Germany GMBH

Siroco SAS

SICMO SAS

AIP SAS

NP Jura

NP Sud SAS

NP Polska

Simonin SAS

Ressorest SARL

Capelec SAS

Simonin Maroc SARL

Capelem SARL

Cuba City Real Estate LLC

Owosso Real Estate LLC

5 Enterprises over Som Shiva (Impex) Ltd. which Key Managerial Prominent Plastics Ltd. Personnel are able to exercise BVM Finance Pvt Ltd. significant mfiuence/control Atik Land Developers Pvt. Ltd.

Healwell International Ltd. (Earlier known as Sintex International Ltd.)

13 Disclosure of Material Related Party Transactions during the year and Balance outstanding :

1) Purchase of goods/services include purchase from Sintex Infra Projects Ltd. Rs.52.33 crore (Previous Year Rs.2.16 crore). Balance payable for such goods / services as on 31st March 2015 Rs.10.18 crore (Previous Year Rs.0.96 crore)

2) Purchase of goods/services include purchase from (a) Som Shiva (Impex) Ltd. Rs.12.51 crore (Previous Year Rs.9.59 crore). Balance as on 31st March 2015 Rs.0.38 crore (Previous Year Rs.0.55 crore) and (b) Sintex International Ltd. Rs.0.47 crore (previous year Rs. Nil). Balance as on 31st March 2015 Rs. Nil (Previous year Rs.14.13 crore)

3) Sale of goods/services include sale to (i) Sintex Infra Projects Ltd. Rs.6.82 crore (Previous Year Rs.0.92 crore) Balance as on 31st March 2015 Rs.2.73 crore (Previous Year Rs.0.32 crore), (ii) Bright Auto Plast Ltd Rs.0.59 crore (Previous Year Rs.0.35 crore) Balance as on 31st March 2015 Rs.0.14 crore (Previous Year Rs.0.15 crore), (iii) Zep Infratech Ltd Rs. Nil (Previous Year Rs.0.04 crore) Balance as on 31st March 2015 Rs. Nil (Previous Year Rs.0.04 crore),(iv) Sintex Wausaukee Composites Inc Rs.3.60 crore (Previous Year Rs. Nil) Balance as on 31st March 2015 Rs. Nil (Previous Year Rs. Nil), (v) Som Shiva (Impex) Ltd. Rs.0.55 crore (Previous Year Rs.0.10 crore) Balance as on 31st March 2015 Rs.0.17 crore (Previous Year Rs.1.58 crore) and (vi) Sintex International Ltd Rs.0.00* crore (Previous Year Rs.0.01 crore) Balance as on 31st March 2015 Rs. Nil (Previous Year Rs.0.47 crore)

4) Interest Income mainly include interest from Zep Infratech Ltd Rs. Nil crore (Previous Year Rs.5.48 crore), Sintex Infra Projects Ltd Rs.24.14 crore (Previous Year Rs.16.47 crore), Bright Auto Plast Ltd. Rs.10.03 crore(Previous Year Rs.4.71 crore) and Atik Land Developers Pvt Ltd. Rs.4.50 crore (Previous Year Rs.26.29 crore)

5) Rent Expense include payment to Prominent Plastic Ltd Rs. Nil (Previous Year Rs.0.42 crore) and Zep Infratech Ltd Rs. Nil (Previous Year Rs.0.24 crore). The Net Balance outstanding receivable / payable to Prominent was Rs. Nil (Previous Year Rs. Nil) and net receivable / payable from Zep Infratech Ltd. was Rs. Nil (Previous Year Rs. Nil) as on 31st March 2015.

6) Managerial Remuneration include remuneration to Shri Rahul A. Patel Rs.6.61 crore (Previous Year Rs.4.53 crore), Shri Amit D. Patel Rs.6.70 crore (Previous Year Rs.4.58 crore), Shri S B Dangayach Rs.1.86 crore (Previous Year Rs.1.86 crore).

7) Sitting fees paid includes to Shri Dinesh B. Patel Rs.0.04 crore (Previous Year Rs.0.00* crore), Shri Arun P Patel Rs.0.04 crore (Previous Year Rs.0.00* crore).

8) Sale of Investment include divestment of Zep Infratech Ltd. Rs. Nil (Previous Year Rs.111 crore).

9) Long Term Loans and Advance include amount paid to Sintex Infra Project Limited Rs.52.31 crore (Previous Year Loan of Rs.290.57 crore) and Bright Auto Plast Ltd. Rs.14.20 crore (Previous Year Rs.19.35 crore).

10) Loan returned during the year by Sintex Infra Projects Ltd. Rs.177.23 crore (Previous Year Rs.6.45 crore) and by Bright Auto Plast Ltd. Rs.2.50 crore (Previous Year Rs.9.96 crore). The Loan Balance outstanding for Sintex Infra Projects Ltd. was Rs.309.81 crore (Previous year Rs.373.59 crore) and Bright Auto Plast Ltd. was Rs.112.06 crore (Previous Year Rs.100.36 crore) as on 31st March 2015.

* Figures represents by * are less than Rs.50,000/-

14 ESOP

(i) The Company initiated "the Sintex Industries Limited Employee Stock Option Scheme, 2006" (the "Scheme") for all eligible employees in pursuance of the special resolution approved by the Shareholders in the Extraordinary General Meeting held on 24 th February, 2006. The Scheme covers all directors and employees (except promoters or those belong to the promoters'' group) of the Company and directors and employees of all its subsidiaries. Under the Scheme, the Compensation Committee of the Board (the "Committee") administers the Scheme and grants stock options to eligible directors or employees of the Company and its subsidiaries. The Committee determines the employees eligible for receiving the options and the number of options to be granted subject to overall limit of 10,000 options per annum for each employee. The vesting period is at the expiry of thirty six months from the date of the grant of option. The Committee decided the exercise price of Rs.91.70 per equity share of Rs.2 each as per clause 8.1 of SEBI (Employees Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999.

(ii) The Company gave loan to Sintex Employees Welfare Trust ("ESOP Trust") towards subscribing 10,00,000 equity shares of the Company at Rs.91.70 per equity share of Rs.2 each aggregating to Rs.9.17 crore. On 21st August, 2006, the Company issued 10,00,000 equity shares of the face value of Rs.2 each to ESOP Trust at Rs.91.70 per equity share.

(iii) On 27th October, 2010, each equity share of Rs.2 each has been sub-divided into two equity shares of Rs.1 each. Hence, ESOP Trust holds 20,00,000 equity shares of the face value of Rs.1 each at Rs.45.85 per equity share.

(iv) During the year, no options were granted by the Company to the employees.

The Members of the Company in their meeting held on September 17, 2012 have approved the extension of exercise period of the Scheme from 2 years to 4 year.

15 The previous year figures have been regrouped / re-classified to conform to the current year''s classification.

---

Mar 31, 2014

1 CORPORATE INFORMATION

Sintex Industries Limited , the fagship company of Sintex group is a public company domiciled in India and incorporated in 1931 under the provisions of the Companies Act, 1956. It is headquartered in Kalol in Gujarat. Its shares are listed on NSE and BSE in India. The Company is one of the leading providers of plastics and niche structured yarn dyed textiles related products in India. Initially the Company started its operations in textile and diversified in plastic business in mid 70s. The plastic division manufacturers products which includes prefabricated structures, monolithic constructions, FRP products and water storage tanks.

2 2013-14 2012-13 Particulars (Rs. in crores) (Rs. in Crores)

2.1 Contingent liabilities in respect of :-

a) Amount of claims of certain retrenched employees NIL Amount not for re-instatement with back wages ascertained

b) Corporate guarantees given to Financial Institution/Bank on Behalf of a Subsidiary 5.00 16.56

c) Disputed demand not acknowledged as debt against which the Company has preferred appeal

- Income tax * 5.94 13.64

- Sales Tax/VAT 2.72 2.62

- Service Tax * 4.04 2.28

Amount deposited with the Authority for the above Service Tax Demand Rs.4.04 Crore (Previous Year - Rs.2.28 Crore)

* The amount deposited with the authority in respect of above income tax and service tax demands are Rs.5.94 crore (previous year Rs.13.64 crore) and Rs.4.04 crores (previous year Rs.2.28 crore), respectively. The dispute of service tax relates to CENVAT eligibility on taxes paid for procurement of services

3 Estimated amount (net of advances) of contracts remaining to be

executed on capital accounts and not provided for 1,589.01 10.00

4 A Scheme of Arrangement (the "Scheme") between the Company and its equity Shareholders was approved by the Board of Directors vide its resolution dated 30th June, 2008, by the Shareholders in their Court convened meeting held on 15th September, 2008 and by the Honourable High Court of Gujarat vide its order dated 25th March, 2009. The Appointed Date of the Scheme was 1st April, 2008. The Company fled the Order with the Registrar of Companies, Gujarat on 14th April, 2009 within the time specified in the order and the Scheme had been given effect in the financial statement for the financial year ended on 31st March, 2010. Accordingly, as per the Scheme, from the said date, the Company earmarked Rs.200 crore from Securities Premium Reserve to International Business Development Reserve Account (the "IBDR").

As per the Scheme, the balance of IBDR so earmarked is available towards such expenses as specified under the Scheme. Accordingly, during the year, the Company has adjusted against the earmarked balance of IBDR an amount of Rs.0.80 crore (previous year Rs.5.16 crore) being such specified expenses as per the Scheme. The said accounting treatment has been followed as prescribed under the Scheme and it has no significant impact on the Profit for the year, as per the Scheme.

5 On 26th March 2014, the company has sold / transferred investment (carrying amount Rs.111 crore) in equity shares of Zep Infratech Limited, a wholly owned subsidiary, and unsecured loan of Rs.69.92 crore to the said subsidiary, for a consideration of Rs.183 crore to Khadayata Décor Limited (Khadayata) out of which Rs.182.95 crore is received in form of 3,659 4% Secured Debentures of Rs..500,000 each issued by Khadayata. The said debentures are redeemable on 25th March 2018 at a premium of 140%.

6 On 28th November, 2012, the Company issued 7.50 per cent Step Down Convertible Bonds (with an average yield to maturity 5.25%) aggregating to US $ 140 million (Rs.779.90 crore as on 31st March, 2014) to repurchase or repay the outstanding principal and premium on redemption on the 2008 FCCBs, in accordance with applicable Indian laws and regulations.

As per the terms & conditions of the Offering Circular dated 16th November, 2012, the bondholders have an option to convert these bonds into Equity Shares determined at an initial conversion price of Rs.75.60 per equity share with a fixed rate of exchange on conversion of Rs.54.959 per US $ 1.00, at any time on or after 8th January, 2013 up to the close of business on 19th November, 2017.

The Bonds may be redeemed, in whole but not in part, at the option of the Company at any time on or after 28th May, 2015 and on or prior to 23rd October, 2017 subject to satisfaction of certain conditions. Unless previously converted, redeemed or purchased and cancelled, the bonds fall due for redemption on 29th November, 2017 at 100 per cent of their principal amount together with accrued interest , if any, calculated in accordance with the terms & conditions. Up to 31st March, 2014, none of the Bonds have been converted into equity shares.

B) Investment by the loanee in the shares of the Company

None of the loanees and loanees of subsidiary companies have, per se, made investments in shares of the Company.

7. Employee benefit plans

8. a Defend contribution plans

The Company makes Provident Fund and Superannuation Fund contributions to defend contribution plans for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The Company recognised Rs.5.69 Crores (Year ended 31st March, 2013 Rs.5.40 crores) for Provident Fund contributions and Rs.0.73 Crores(Year ended 31st March, 2013 Rs.0.94 Crore) for Superannuation Fund contributions in the Statement of Profit and Loss. The contributions payable to these plans by the Company are at rates specified in the rules of the scheme.

8 .b Defend benefit plans

The Company offers the following employee benefit schemes to its employees:

i. Gratuity (Funded through annual payment to Life Insurance Corporation of India)

ii. Compensated Absences (Unfunded)

9. As per Accounting Standards (AS) 17 "Segment Reporting", segment information has been provided in the Notes to Consolidated Financial Statements.

10. c Disclosure of Material Related Party Transactions during the year and Balance outstanding :

1) Purchase of goods/services include purchase from Sintex Infra Projects Ltd. Rs.2.16 crore (Previous Year Rs. Nil). Balance payable for such goods / services as on 31st March 2014 Rs.0.96 Crore (Previous Year Rs.0.21 Crore)

2) Purchase of goods/services include purchase from (a) Som Shiva (Impex) Ltd. Rs.9.59 crore (Previous Year Rs. Nil). Balance as on 31st March 2014 Rs.0.55 Crore (Previous Year Rs.0.64 Crore) and (b) Sintex International Ltd. Rs. Nil (previous year Rs. Nil). Balance as on 31st March 2014 Rs.14.13 Crore (Previous year Rs.14.13 Crore)

3) Sale of goods/services include sale to (i) Sintex Infra Projects Ltd. Rs.0.92 Crore (Previous Year Rs.10 Crore) Balance as on 31st March 2014 Rs.0.32 Crore (Previous Year Rs.0.21 Crore), (ii) Bright Auto Plast Ltd Rs.0.35 Crore (Previous Year Rs. Nil). Balance as on 31st March 2014 Rs.0.15 Crore (Previous Year Rs.0.001 Crore), (iii) Zep Infratech Ltd Rs.0.04 Crore (Previous Year Rs. Nil). Balance as on 31st March 2014 Rs.0.04 Crore (Previous Year Rs. Nil), (iv) Som Shiva (Impex) Ltd. Rs.0.10 Crore (Previous Year Rs. Nil) Balance as on 31st March 2014 Rs.1.58 Crore (Previous Year Rs. Nil) and (v) Sintex International Ltd Rs.0.01 Crore (Previous Year Rs. Nil) Balance as on 31st March 2014 Rs.0.47 Crore (Previous Year Rs.0.59 Crore)

4) Interest Income mainly include Interest from Zep Infratech Ltd Rs.5.48 Crore (Previous Year Rs.2.50 Crore), Sintex Infra Projects Ltd Rs.16.47 Crore (Previous Year Rs. Nil), Bright Auto Plast Ltd. Rs.4.71 Crore (Previous Year Rs.4.34 Crore) and Atik Land Developers Pvt Ltd. Rs.26.29 Crore (Previous Year Rs. Nil)

5) Rent Expense include payment to Prominent Plastic Ltd Rs.0.42 Crore (Previous Year Rs.0.42 Crore) and Zep Infratech Ltd Rs.0.24 Crore (Previous Year Rs.0.24 Crore). The Net Balance outstanding receivable / payable to Prominent was Rs. Nil (Previous Year Rs. Nil) and net receivable / payable from Zep Infratech Ltd. was Rs. Nil (Previous Year Rs. Nil) as on 31st March 2014.

6) Managerial Remuneration include remuneration to Shri Dinesh B. Patel Rs. Nil (Previous Year Rs.1.97 crore), Shri Arun P. Patel Rs. Nil (Previous Year Rs.1.96 crore), Shri Rahul A. Patel Rs.4.53 crore (Previous Year Rs.2.56 crore), Shri Amit D. Patel Rs.4.58 crore (Previous Year Rs.2.56 crore), Shri S B Dangayach Rs.1.86 crore (Previous Year Rs.1.86 crore).

7) Sale of Investment include divestment of Zep Infratech Ltd. Rs.111 Crore (Previous Year Rs. Nil). (Refer Note 29.4)

8) Long Term Loans and Advance include amount paid to Sintex Infra Project Limited Rs.290.57 Crore which includes capital advance of Rs.115 Crore (Previous Year Loan of Rs.89.89 Crore) and Bright Auto Plast Ltd. Rs.19.35 Crore (Previous Year Rs. Nil)

9) Loan returned during the year by Sintex Infra Projects Ltd. Rs.6.45 Crore (Previous Year Rs.19.50) Crore and by Bright Auto Plast Ltd. Rs.9.96 Crore (Previous Year Rs.0.40 Crore). The Loan Balance outstanding for Sintex Infra Projects Ltd. was Rs.373.59 crore (Previous year Rs.89.46 Crore) and Bright Auto Plast Ltd. was Rs.100.36 Crore (Previous Year Rs.90.97 Crore) as on 31st March 2014. Loan amounting to Rs.69.92 (Previous Year Rs.43.83 Crore) of Zep Infratech Ltd. adjusted against the sale consideration in the form of Secured Debenture.

i) The Company initiated "the Sintex Industries Limited Employee Stock Option Scheme, 2006" (the "Scheme") for all eligible employees in pursuance of the special resolution approved by the Shareholders in the Extraordinary General Meeting held on 24th February 2006. The Scheme covers all directors and employees (except promoters or those belong to the promoters'' group) of the Company and directors and employees of all its subsidiaries. Under the Scheme, the Compensation Committee of the Board (the "Committee") administers the Scheme and grants stock options to eligible directors or employees of the Company and its subsidiaries. The Committee determines the employees eligible for receiving the options and the number of options to be granted subject to overall limit of 10,000 options per annum for each employee. The vesting period is at the expiry of thirty six months from the date of the grant of option. The Committee decided the exercise price of Rs.91,70 per equity share of Rs.2 each as per clause

10 of SEBI (Employees Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999.

ii) The Company gave loan to Sintex Employees Welfare Trust ("ESOP Trust") towards subscribing 10,00,000 equity shares of the Company at Rs.91.70 per equity share of Rs.2 each aggregating to Rs.9.17 crore. On 21st August, 2006, the Company issued 10,00,000 equity shares of the face value of Rs.2 each to ESOP Trust at Rs.91.70 per equity share.

iii) On 27th October, 2010, each equity share of Rs.2 each has been sub-divided into two equity shares of Rs.1 each. Hence, ESOP Trust holds 20,00,000 equity shares of the face value of Rs.1 each at Rs.45.85 per equity share,

iv) During the year, the Company granted Nil equity share(previous year Nil equity share) options to eligible employees at Rs.45.85 per equity share of Rs.1 each.

The Members of the Company in their meeting held on September 17, 2012 have approved the extension of exercise period of the Scheme from 2 years to 4 years.

11 The previous year figures have been regrouped / re-classified to conform to the current year''s classification.

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Mar 31, 2013

1. CORPORATE INFORMATION

Sintex Industries Limited, the flagship company of Sintex group is a public company domiciled in India and incorporated in 1931 under the provisions of the Companies Act, 1956. It is headquartered in Kalol in Gujarat. Its shares are listed on NSE, BSE & ASE in India. The Company is one of the leading providers of plastics and niche structured yarn dyed textiles related products in India. Initially the Company started its operations in textile and diversified in plastic business in mid 70s. The plastic division manufactures products which includes prefabricated structures, monolithic constructions, FRP products and water storage tanks.

2.1 The Board of Directors of the Company, at their meeting held on 11th October, 2012 and as approved by the Members at their meeting held on 9th November, 2012, have resolved to create, offer, issue and allot up to 3,00,00,000 warrants, convertible into one equity shares at a price of Rs. 1/- each on a preferential allotment basis,pursuant to Section 81(1A) of the Companies Act, 1956, at a conversion price of Rs. 69.01/- per equity share, arrived at in accordance with the SEBI Guidelines in this regard. Subsequently these warrants were allotted on 22nd November, 2012 to the promoter group companies and the 25% application money was received from them. The warrants may be converted into equivalent number of equity shares on payment of the balance amount at any time on or before 21st May, 2014. In the event the warrants are not converted into shares within the said period, the Company is eligible to forfeit the amounts received towards the warrants.

On 24th December, 2012, upon exercise of the option in respect of 1,36,00,000 warrants, equivalent number of Equity Shares have been issued, which resulted into increase in Equity Share Capital by Rs. 1.36 crore and Security Premium Account by Rs. 92.49 crore.

(Rs. in crores)

2012-13 2011-12

2.2 Contingent liabilities in respect of :-

a) Amount of claims of certain retrenched employees Amount not Amount not for re-instatement with back wages ascertained ascertained

b) Corporate guarantees given to Banks/Institutions 16.56 30.48

c) Performance guarantees given to customers by bankers 71.80 32.63

d) Letter of Credit Facilities provided by banks 56.69 -

e) Disputed demand not acknowledged as debt against which the Company has preferred appeal

- Income tax 13.64 12.97

- Sales Tax/VAT 2.62 2.35

- Service Tax 2.28 2.28

2.3 Estimated amount (net of advances) of contracts remaining to be executed on capital accounts and not provided for 10.00 8.28

2.4 A Scheme of Arrangement (the "Scheme") between the Company and its equity Shareholders was approved by the Board of Directors vide its resolution dated 30th June, 2008, by the Shareholders in their Court convened meeting held on 15th September, 2008 and by the Honourable High Court of Gujarat vide its order dated 25th March, 2009. The Appointed Date of the Scheme was 1st April, 2008. The Company filed the Order with the Registrar of Companies, Gujarat on 14th April, 2009 within the time specified in the order and the Scheme had been given effect in the financial statement for the financial year ended on 31st March, 2010. Accordingly, as per the Scheme, from the said date, the Company earmarked Rs. 200 crore from Securities Premium Account to International Business Development Reserve Account (the "IBDR").

As per the Scheme, the balance of IBDR so earmarked is available towards such expenses as specified under the Scheme. Accordingly, during the year, the Company has adjusted against the earmarked balance of IBDR an amount of Rs. 5.16 crore (previous year Rs. 4.42 crore) being such specified expenses as per the Scheme. The said accounting treatment has been followed as prescribed under the Scheme and it has no impact on the profit for the year, as per the Scheme.

2.5 In March, 2008, the Company issued 2250 number of Zero Coupon Foreign Currency Convertible Bonds ("FCCBs") each of face value of US$ 1,00,000. If not converted into equity share at an agreed price of Rs. 290.00 per equity share (reset to Rs. 246.50 on March 12, 2010) till 13th March, 2013, i.e. the date of maturity of the FCCBs, the same were to be redeemed at 129.28% of the face value.

As per the Guidelines/ Approvals of the Reserve Bank of India, during the year, the Company has prepaid and canceled before the maturity date, 574 FCCBs at a discount of Rs.21.27 crores. The balance 1676 FCCBs have been redeemed on the maturity date as per the agreed terms.

2.6 On 28th November, 2012, the Company issued 7.50 per cent Step Down Convertible Bonds (with an average yield to maturity 5.25%) aggregating to US $ 140 million (Rs. 761.45 crore as on March 31, 2013) to repurchase or repay the outstanding principal and premium on redemption on the 2008 FCCBs, in accordance with applicable Indian laws and regulations.

As per the terms & conditions of the Offering Circular dated 16th November, 2012, the bondholders have an option to convert these bonds into Equity Shares determined at an initial conversion price of Rs. 75.60 per equity share with a fixed rate of exchange on conversion of Rs. 54.959 per US $ 1.00, at any time on or after 8th January, 2013 up to the close of business on 19th November, 2017.

The Bonds may be redeemed, in whole but not in part, at the option of the Company at any time on or after 28th May, 2015 and on or prior to 23rd October, 2017 subject to satisfaction of certain conditions. Unless previously converted, redeemed or purchased and cancelled, the bonds fall due for redemption on 29th November, 2017 at 100 per cent of their principal amount together with accrued interest, if any, calculated in accordance with the terms & conditions. Up to March 31, 2013, none of the Bonds have been converted into equity shares.

The proceeds of US$ 140 million have been utilised for the prepayment and part redemption of US$ 225 Million FCCBs.

2.7 The Company has opted for the option given in the paragraph 46A of Accounting Standard -11 "The Effects of Changes in Foreign Exchange Rates" inserted by the Notification dated 29th December, 2011 issued by the Ministry of Corporate Affairs and accordingly the Foreign Exchange Loss /(Gain) incurred on Long Term Foreign Currency Monetary Items is amortized over the balance period of such Long Term Foreign Currency Monetary Items. The unamortised balance is carried in the Balance Sheet as "Foreign currency monetary item translation difference account" net of tax effect thereon. Pursuant to such adoption of the option, total amortization of the Foreign Exchange Gain on Long Term Foreign Currency Monetary Items is higher by Rs. 7.01 crores and Profit for the year is lower by the said amount for the year ended on March 31, 2013 and total amortization of the Foreign Exchange Loss incurred on Long Term Foreign Currency Monetary Item was lower by Rs. 44.21 crores and profit for the year was higher by the said amount for the year ended on March 31, 2012.

2.8 Pursuant to the resolution passed at the Annual General Meeting held on 17th September, 2012, the Company has raised Rs. 174.76 crores by issuing 2,65,19,114 Equity Shares of Rs. 1/- each to Qualified Institutional Buyers at a premium of Rs. 64.90 per Equity Share, which resulted into increase in Equity Share Capital by Rs. 2.65 crore and Security Premium Account by Rs. 172.11 crore.

The proceeds of Rs. 174.76 crore have been utilised for the part redemption of US$ 225 Million FCCBs.

3. DISCLOSURES UNDER ACCOUNTING STANDARDS

3.1 Employee benefit plans

3.1. a Defined contribution plans

The Company makes Provident Fund and Superannuation Fund contributions to defined contribution plans for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The Company recognised Rs. 5.40 Crores (Year ended 31 March, 2012 Rs. 5.05 crores) for Provident Fund contributions and Rs. 0.94 Crores (Year ended 31 March, 2012 Rs. 0.81 Crore) for Superannuation Fund contributions in the Statement of Profit and Loss. The contributions payable to these plans by the Company are at rates specified in the rules of the scheme.

3.1. b Defined benefit plans

The Company offers the following employee benefit schemes to its employees:

i. Gratuity

ii. Compensated Absences

The following table sets out the funded status of the defined benefit schemes and the amount recognised in the financial statements:

3.2 As per Accounting Standards (AS) 17 "Segment Reporting", segment information has been provided in the Notes to Consolidated Financial Statements.

3.3. c Disclosure of Material Related Party Transactions during the year:

1) Sale of goods/services include sale to Sintex Infra Projects Ltd. Rs. 10.00 crore (Previous Year Rs. 5.05 crore).

2) Sale of fixed assets to Sintex Infra Projects Ltd. Rs. Nil (Previous Year Rs. 249.59 crore).

4) Managerial Remuneration include remuneration to Shri Dinesh B. Patel Rs. 1.97 crore (Previous Year Rs. 2.85 crore), Shri Arun P. Patel Rs. 1.96 crore (Previous Year Rs. 2.82 crore), Shri Rahul A. Patel Rs. 2.56 crore (Previous Year Rs. 2.57 crore), Shri Amit D. Patel Rs. 2.56 crore (Previous Year Rs. 2.56 crore), Shri S B Dangayach Rs. 1.86 crore (Previous Year Rs. 1.86 crore).

5) Unsecured Loan/Advance Given include to Zep Infratech Ltd. Rs. 37.78 crore (Previous Year Rs. Nil), Bright AutoPlast Ltd. Rs. 7.39 crore (Previous Year Rs. 25.76 crore), Sintex Infra Rs. 89.89 crore (Previous Year Rs.9.22 crore). Loan returned during the year from Zep Infratech Projects Ltd. Limited Rs. 15.83 crore (Previous Year Rs. 1.11 crore), Bright AutoPlast Ltd. Rs. 0.40 crore (Previous Year Rs. 16.03 crore) Sintex Infra Projects Ltd. Rs. 19.50 crore (Previous Year Rs. Nil crore).

6) Investment in Equity Share Capital include in Sintex Infra Projects Ltd. Rs. 100 crore (Previous Year Rs. Nil)

7) Dividend received include from Zep Infratech Limited Rs. Nil (Previous Year Rs. 0.65 crore).

4. ESOP

i) The Company initiated "the Sintex Industries Limited Employee Stock Option Scheme, 2006" (the "Scheme") for all eligible employees in pursuance of the special resolution approved by the Shareholders in the Extraordinary General Meeting held on 24th February, 2006. The Scheme covers all directors and employees (except promoters or those belong to the promoters'' group) of the Company and directors and employees of all its subsidiaries. Under the Scheme, the Compensation Committee of the Board (the "Committee") administers the Scheme and grants stock options to eligible directors or employees of the Company and its subsidiaries. The Committee determines the employees eligible for receiving the options and the number of options to be granted subject to overall limit of 10,000 options per annum for each employee. The vesting period is at the expiry of thirty six months from the date of the grant of option. The Committee decided the exercise price of Rs. 91.70 per equity share of Rs. 2/- each as per clause 8.1 of SEBI (Employees Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999.

ii) The Company gave loan to Sintex Employees Welfare Trust ("ESOP Trust") towards subscribing 10,00,000 equity shares of the Company at Rs. 91.70 per equity share of Rs. 2/- each aggregating to Rs. 9.17 crore. On 21st August, 2006, the Company issued 10,00,000 equity shares of the face value of Rs. 2/- each to ESOP Trust at Rs. 91.70 per equity share.

iii) On 27th October, 2010, each equity share of Rs. 2/- each has been sub-divided into two equity shares of Rs. 1/- each. Hence, ESOP Trust holds 20,00,000 equity shares of the face value of Rs. 1/- each at Rs. 45.85 per equity share.

iv) During the year, the Company granted Nil equity share (previous year Nil equity share) options to eligible employees at Rs.45.85 per equity share of Rs. 1/- each.

The Members of the Company in their meeting held on September 17, 2012 have approved the extension of exercise period of the Scheme from 2 years to 4 years.

5. The previous year figures have been regrouped / re-classified to conform to the current year''s classification.

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Mar 31, 2012

1. CORPORATE INFORMATION

Sintex Industries Limited , the flagship company of Sintex group is a public company domiciled in India and incorporated in 1931 under the provisions of the Companies Act, 1956. It is headquartered in Kalol in Gujarat. Its shares are listed on NSE, BSE & ASE in India. The Company is one of the leading providers of plastics and niche structured yarn dyed textiles related products in India. Initially the Company started its operations in textile and diversified in plastic business in mid 70s. The plastic division manufacturers products which includes prefabricated structures, monolithic constructions, FRP products and water storage tanks. i) Terms/ Rights attached to equity shares

The Company has only one class of equity shares having a par value of Rs. 1/- per share. Each holder of equity share is entitled to one vote per share. The Company declares and pays dividend in Indian rupees. The dividend proposed by the Board of Directors is subject to approval of Shareholders in the ensuing AGM.

Notes:

i) 2,500 (Previous year 2,500) 11.5% Secured Redeemable Non Convertible debentures of Rs. 10,00,000/- each, issued to Life Insurance Corporation of India are redeemable at par in three equal annual installments starting from February 18, 2016. The Debentures are secured by first mortgage charge on all the movable & immovable assets, both present & future, of the Company on rank pari passu basis.

ii) 3,500 (Previous year 3,500) - 9.00% Secured Redeemable Non Convertible Debentures of Rs. 10,00,000/- each, issued to Life Insurance Corporation of India are redeemable at par in two tranches - 1,500 Debentures (Rs. 150 crore) on June 1, 2015 and 2000 Debentures (Rs. 200 crore) on June 24, 2015. The Debentures are secured by way of first mortgage charge on all the movable & immovable assets, both present & future, of the Company on rank pari passu basis.

iii) Term Loans from the banks viz. State Bank of India, Bank of Baroda, IDBI Bank Limited and Syndicate Bank are secured by equitable mortgage/hypothecation on all the immoveable and moveable properties of the Company,both present and future except on specified current assets and book debts on which prior charge created in favour of the Banks for working capital facilities.

iv) Terms of repayments of term loans having interest upto 13% are given below:

a) Loan taken from State Bank of India is repayable in 20 quarterly installment of Rs. 6.25 crores each.

b) TUFs Loan taken from State Bank of India is repayable in 32 quarterly installment of Rs.4.69 crores each.

c) Loan taken from State Bank of India is repayable in annual installments of Rs. 16.25 crores each from March 31, 2013 to March 31, 2016 and Rs. 130 crores each on March 31, 2017 and March 31, 2018.

d) TUFs loan taken from Bank of Baroda is repayable in 32 quarterly installment of Rs. 1.50 crores each.

e) Loan taken from Bank of Baroda is repayable in 20 quarterly installments of Rs. 2.50 crores each.

f) TUFs Loan taken from IDBI Bank Ltd. is repayable in 32 quarterly installments of Rs. 2.34 crores each.

g) Loan taken from Syndicate Bank is repayable in 24 quarterly installments of Rs. 2.75 crores each.

Notes:

i) Balances with banks include deposits amounting to Rs. 55.32 crore (As at 31st March 2011 Rs. 47.72 crore) which have an original maturity of more than 12 months.

ii) Out of total deposits, Rs. 506.39 crore (previous year Rs. 505.26 crore) unutilised amount of FCCB issue.

iii) Balance with banks includes deposits of Rs. 164.95 crore (previous year Rs. 142.49 crore) under lien to banks.

Note:

Considering the sudden devaluation of Indian Rupee against US Dollar as an exceptional situation, the Company has disclosed the effect of Net Foreign Exchange Loss / (Gain) on long term Foreign Currency Monetary Items as Exceptional Item in the Statement of Profit and Loss.

2. (Rs. in crores)

2011-12 2010-11

2.1 Contingent liabilities in respect of :-

a) Amount of claims of certain retrenched employees Amount not Amount not for re-instatement with back wages ascertained ascertained

b) Corporate guarantees given to Banks/ Institutions 30.48 44.62

c) Performance guarantees given to customers by bankers 32.63 16.41

d) Disputed demand not acknowledged as debt against which the Company has preferred appeal

- Income tax 12.97 12.97

- Sales Tax 2.35 2.35

- Service Tax 2.28 2.28

2.2 Estimated amount (net of advances) of contracts remaining to be executed on capital accounts and not provided for 8.28 -

2.3 A Scheme of Arrangement (the "Scheme") between the Company and its equity Shareholders was approved by the Board of Directors vide its resolution dated 30th June, 2008, by the Shareholders in their Court convened meeting held on 15th September, 2008 and by the Honourable High Court of Gujarat vide its order dated 25th March, 2009. The Appointed Date of the Scheme was 1st April, 2008. The Company filed the

Order with the Registrar of Companies, Gujarat on 14th April, 2009 within the time specified in the order and the Scheme had been given effect in the financial statement for the financial year ended on 31st March, 2010. Accordingly, as per the Scheme, from the said date, the Company earmarked Rs. 200 crore from Securities Premium Reserve to International Business Development Reserve Account (the "IBDR").

As per the Scheme, the balance of IBDR so earmarked is available towards such expenses as specified under the Scheme. Accordingly, during the year, the Company has adjusted against the earmarked balance of IBDR an amount of Rs. 4.42 crore (previous year Rs. 46.47 crore) being such specified expenses as per the Scheme. The said accounting treatment has been followed as prescribed under the Scheme and it has no impact on the profit for the year, as per the Scheme.

2.4 The Company issued Zero Coupon Foreign Currency Convertible Bonds ("FCCBs") aggregating to US$ 225 million on March 12, 2008 for financing foreign currency expenditure for expansion plans in existing businesses, investments in overseas joint ventures and/or wholly owned subsidiaries, international acquisitions and others.

As per the terms & conditions of the Offering Circular dated March 12, 2008, the Conversion Price of FCCBs is reset at Rs. 246.50 from Rs. 290.00 per equity share of Rs. 1 each on March 12, 2010.

Unutilised FCCB proceeds amounting to Rs. 506.39 crore (previous year Rs. 505.26 crore) have been invested in fixed deposits and Rs. 71.39 crore (previous year Rs. 1.85 crore) have been lying in Current Account with banks at the year end.

The outstanding FCCBs will be redeemed in March 2013.

2.5 During the year, the Company has opted for the option given in the paragraph 46A of Accounting Standard -11 "The Effects of Changes in Foreign Exchange Rates" inserted by the Notification dated 29th December, 2011 issued by the Ministry of Corporate Affairs and accordingly the Foreign Exchange Loss incurred on Long Term Foreign Currency Monetary Items is amortized over the balance period of such Long Term Foreign Currency Monetary Items. The unamortised balance is carried in the Balance Sheet as "Foreign currency monetary item translation difference account" net of tax effect thereon. Pursuant to such adoption of the option, total amortization of the Foreign Exchange Loss incurred on Long Term Foreign Currency Monetary Items is lower by Rs. 44.21 crores and Profit for the year is higher by the said amount.

On the basis of information and records available with the Company, there are no delays in payments to Micro and Small Enterprises as required to be disclosed under the MSM Act and the above mentioned disclosures are made under Note 9 "Trade Payables". The above information has been determined to the extent such parties have been identified by the Company on the basis of information supplied by the parties, which has been relied upon by the auditors.

Notes:

i) Loans & Advances shown above fall under the category of Loans and Advances in nature of loans where repayment will commence in three annual equal installment from the end of 3rd year.

ii) Rate of Interest for the loans and advances given to Zep Infratech Limited, Bright AutoPlast Limited and Sintex Infra Projects Ltd.has been decided on draw down but not less than prevailing bank rate

B) Investment by the loanee in the shares of the Company

None of the loanees and loanees of subsidiary companies have, per se, made investments in shares of the Company.

2.6 Foreign currency exposure not hedged by derivative instruments as at 31st March, 2012 amounting to Rs. 1,158.25 crore (previous year Rs. 1,012.22 crore).

3. DISCLOSURES UNDER ACCOUNTING STANDARDS

3.1 Employee benefit plans

a Defined contribution plans

The Company makes Provident Fund and Superannuation Fund contributions to defined contribution plans for qualifying employees. Under the Schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The Company recognised Rs. 5.05 crores (Year ended 31 March, 2011 Rs. 4.68 crores) for Provident Fund contributions and Rs. 0.81 crores(Year ended 31 March, 2011 Rs. 0.81 crore) for Superannuation Fund contributions in the Statement of Profit and Loss. The contributions payable to these plans by the Company are at rates specified in the rules of the scheme.

b Defined benefit plans

The Company offers the following employee benefit schemes to its employees:

i. Gratuity

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

The estimate of future salary increases considered, takes into account the inflation, seniority, promotion, increments and other relevant factors.

3.2 As per Accounting Standards (AS) 17 "Segment Reporting", segment information has been provided in the Notes to Consolidated Financial Statements.

3.3. c Disclosure of Material Related Party Transactions during the year:

1) Purchase of goods/services include services from Bright AutoPlast Ltd. Rs. Nil (Previous Year Rs. 12.14 crore)

2) Sale of goods/services include sale to Zep Infratech Limited Rs. Nil (Previous Year Rs. 0.31 crore), Sintex Infra Projects Ltd. Rs. 5.05 crore (Previous Year Rs. 20.05 crore)

3) Sale of fixed assets to Sintex Infra Projects Ltd. Rs. 249.59 crore (Previous Year Rs. Nil)

4) Managerial Remuneration include remuneration to Shri Dinesh B. Patel Rs. 2.85 crore (Previous Year Rs. 2.76 crore), Shri Arun P. Patel Rs. 2.82 crore (Previous Year Rs. 2.75 crore), Shri Rahul A. Patel Rs. 2.57 crore (Previous Year Rs. 2.53 crore), Shri Amit D. Patel Rs. 2.56 crore (Previous Year Rs. 2.54 crore), Shri S B Dangayach Rs. 1.86 crore( Previous Year Rs. 1.78 crore).

5) Unsecured Loan/Advance Given include to Zep Infratech Ltd. Rs. Nil (Previous Year Rs. 12.25), Bright AutoPlast Ltd. Rs. 25.76 crore (Previous Year Rs. 14.07 crore), Sintex Infra Projects Ltd. Rs. 9.22 crore (Previous Year Rs. 17.88 crore). Loan returned during the year from Zep Infratech Limited Rs. 1.11 crore (Previous Year Rs. 8.00 crore), Bright AutoPlast Ltd. Rs. 16.14 crore (Previous Year Rs. 5.22 crore) Sintex Infra Projects Ltd. Rs. Nil (Previous Year Rs. 9.50 crore)

6) Dividend received include from Zep Infratech Limited Rs. 0.65 crore (Previous Year Rs. 0.65 crore).

Note: 4. ESOP

i) The Company initiated "the Sintex Industries Limited Employee Stock Option Scheme, 2006" (the "Scheme") for all eligible employees in pursuance of the special resolution approved by the Shareholders in the Extraordinary General Meeting held on 24th February, 2006. The Scheme covers all directors and employees (except promoters or those belong to the promoters' group) of the Company and directors and employees of all its subsidiaries. Under the Scheme, the Compensation Committee of the Board (the "Committee") administers the Scheme and grants stock options to eligible directors or employees of the Company and its subsidiaries. The Committee determines the employees eligible for receiving the options and the number of options to be granted subject to overall limit of 10,000 options per annum for each employee. The vesting period is at the expiry of thirty six months from the date of the grant of option. The Committee has decided the exercise price of Rs. 91.70 per equity share of Rs. 2 each as per clause 8.1 of SEBI (Employees Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999.

ii) The Company gave loan to Sintex Employees Welfare Trust (ESOP Trust) towards subscribing 10,00,000 equity shares of the Company at Rs. 91.70 per equity share of Rs. 2 each aggregating to Rs. 9.17 crore. On 21st August, 2006, the Company issued 10,00,000 equity shares of the face value of Rs. 2 each to ESOP Trust at Rs. 91.70 per equity share.

iii) On 27th October, 2010, each equity share of Rs. 2 each has been sub-divided into two equity shares of Rs. 1 each. Hence ESOP Trust holds 20,00,000 equity shares of the face value of Rs. 1 each at Rs. 45.85 per equity share.

Note: 5.

The Company prepares and presents its financial statements as per Schedule VI to the Companies Act, 1956, as applicable to it from time to time. In view of revision to the Schedule VI as per a notification issued during the year by the Central Government, the financial statements for the financial year ended 31st March, 2012 have been prepared as per the requirements of the Revised Schedule VI to the Companies Act, 1956. The previous year figures have been accordingly regrouped / re-classified to conform to the current year's classification.

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Mar 31, 2011

1) Previous year's figures have been regrouped / reclassified, wherever necessary to make them comparable with the figures of the current year financial statements.

(Rs. in crore)

2010-11 2009-10

2) Contingent liabilities in respect of :-

a) Amount of claims of certain retrenched employees Amount not Amount not for re-instatement with back wages ascertained ascertained

b) Corporate guarantees given to Banks/Institutions 44.62 205.22

c) Performance guarantees given to customers by bankers 16.41 30.38

d) Disputed demand not acknowledged as debt against which the Company has preferred appeal

Income Tax 12.97 11.71

Sale Tax 2.35 –

3) The Scheme of Arrangement (the "Scheme") between the Company and its equity Shareholders was approved by the Board of Directors vide its resolution dated June 30, 2008, by the Shareholders in their Court convened meeting held on September 15, 2008 and by the Honourable High Court of Gujarat vide its order dated March 25, 2009. The Appointed Date of Scheme was April 1, 2008. The Company filed the Order with the Registrar of Companies, Gujarat on April 14, 2009 within the time specified in the order and the Scheme had been given effect to in the previous year's financial statements. Accordingly, as per the Scheme, from the said date, the Company earmarked Rs.200 crore from Securities Premium Reserve to International Business Development Reserve Account (the "IBDR").

As per the Scheme, the balance of IBDR so earmarked is available towards such expenses as specified under the Scheme. Accordingly, during the year, the Company has adjusted against the earmarked balance of IBDR an amount of of Rs.46.47 crore (previous year Rs.10.53 crore) being such specified expenses as per the Scheme. The said accounting treatment has been followed as prescribed under the Scheme and it has no impact on the profit for the year, as per the Scheme.

4) The Company issued Zero Coupon Foreign Currency Convertible Bonds ("FCCBs") aggregating to US$ 225 million on March 12, 2008 for financing foreign currency expenditure for expansion plans in existing businesses, investments in overseas joint ventures and/or wholly owned subsidiaries, international acquisitions and others.

As per the terms & conditions of the Offering Circular dated March 12, 2008, the Conversion Price of FCCBs is reset at Rs.246.50 from Rs.290.00 per equity share of Rs.1 each on March 12, 2010.

5) ESOP

i) The Company initiated "the Sintex Industries Limited Employee Stock Option Scheme, 2006" (the "Scheme") for all eligible employees in pursuance of the special resolution approved by the Shareholders in the Extraordinary General Meeting held on February 24, 2006. The Scheme covers all directors and employees (except promoters or those belong to the promoters' group) of the Company and directors and employees of all its subsidiaries. Under the Scheme, the Compensation Committee of the Board (the "Committee") administers the Scheme and grants stock options to eligible directors or employees of the Company and its subsidiaries. The Committee determines the employees eligible for receiving the options and the number of options to be granted subject to overall limit of 10,000 options per annum for each employee. The vesting period is at the expiry of thirty six months from the date of the grant of option. The Committee has decided the exercise price of Rs.91.70 per equity share of Rs.2 each as per clause 8.1 of SEBI (Employees Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999.

ii) The Company has given loan to Sintex Employees Welfare Trust (ESOP Trust) towards subscribing 10,00,000 equity shares of the Company at Rs.91.70 per equity share of Rs.2 each aggregating to Rs.9.17 crore. On August 21, 2006, the Company issued 10,00,000 equity shares of the face value of Rs.2 each to ESOP Trust at Rs.91.70 per equity share.

iii) During the year, each equity share of Rs.2 each has been sub-divided into two equity shares of Rs.1 each. Hence ESOP Trust holds 20,00,000 equity shares of the face value of Rs.1 each at Rs.45.85 per equity share.

iv) During the year, 77,000 equity shares of Rs.1/- each have been allotted to the employees on exercise of options granted to them.

6) Employee Benefits

A) Defined Benefit Plans

i) Actuarial gains and losses in respect of defined benefit plans are recognised in the Profit & Loss Account.

ii) The Defined Benefit Plan comprises of Gratuity and Leave Encashment

Gratuity is a benefit to an employee based on 15 days last drawn basic salary including dearness allowance (if any) for each completed year of continuous service with part thereof in excess of six months.

The plan is funded through Sintex Industries Limited Employees Gratuity Trust Fund.

a) The discount rate is based on the prevailing market yields of Indian Government securities as at the Balance Sheet date for the estimated terms of the obligations.

b) Expected Rate of Return of Plan Assets : This is based on the expectation of the average long term rate of return expected on investments of the fund during the estimated term of obligations.

c) Salary Escalation Rate : The estimates of future salary increases considered takes into account the inflation, seniority, promotion and other relevant factors.

vii The Company has Defined Benefit Plans for Gratuity to its employees, contribution for which are made to Life Insurance Corporation of India who invests the funds as per Insurance Regulatory and Development Authority Guidelines.

ix The contribution expected to be made by the Company during the financial year 2011-12 has not been ascertained.

B) Defined Contribution Plans

Rs. 5.49crore (previous year Rs. 4.95 crore) recognised as an expense and included in the Schedule 16 of Profit and Loss Account under the head "Contributions to Provident, Superannuation and Gratuity Fund".

ii) Rate of Interest for the loans and advances given to Zep Infratech Limited and Bright AutoPlast Limited has been decided on draw down but not less than prevailing bank rate

B) Investment by the loanee in the shares of the Company

None of the loanees and loanees of subsidiary companies have, per se, made investments in shares of the Company.

7) Foreign currency exposure not hedged by derivative instruments as at March 31, 2011 amounting to Rs.1012.22 crore (previous year Rs.1027.19 crore).

8) Related Party Transactions:

a) Names of related parties & description of relationship :

Sr. No. Nature of Relationship Name of Related Parties

1 Associate Companies BVM Finance Pvt. Ltd.

2 Key Management Personnel Shri Dinesh B. Patel, Chairman

Shri Arun P. Patel, Vice-chairman Shri Rahul A. Patel, Managing Director Shri Amit D. Patel, Managing Director Shri S.B.Dangayach, Managing Director

3 Subsidiaries (Control exists) Zep Infratech Limited (Formerely known as Zeppelin Mobile Systems India Limited)

Sintex Holdings B.V.

Bright AutoPlast Limited

Sintex Infra Projects Limited

Sintex Holdings USA, Inc.

Sintex France SAS

Sintex Industries UK Ltd.

Sintex Austria B.V.

Amarange Inc.

Wasaukee Composites Inc.

Wasaukee Composites Inc.- Owosso, Inc.

WCI Wind Turbine Components, LLC.

Nief Plastic SAS

NP Hungaria kft

NP Nord SAS

NP Slovakia SRO

NP Savoie SAS

NP Tunisia SARL

NP Vosges SAS

Segaplast SAS

Segaplast Maroc SA

Siroco SAS

Thermodole SAS

AIP SAS

Cuba City Real Estate LLC

Owosso Real Estate LLC

SIMOP SAS

SICMO SAS

SCI NP IMMO

Nief Global Ltd.

Wausaukee Global Ltd.

c) Disclosure of Material Related Party Transactions during the year:

1) Purchase of goods/services include services from Bright AutoPlast Ltd. Rs.12.14 crores (Previous Year Rs. Nil)

2) Sale of goods/services include sale to Zep Infratech Limited Rs.0.31 crore (Previous Year Rs. Nil), Sintex Infra Projects Ltd. Rs.20.05 crores (Previous Year Rs. Nil)

3) Managerial Remuneration include remuneration to Shri Dinesh B. Patel Rs.2.76 crore (Previous Year Rs.1.53 crore), Shri Arun P. Patel Rs.2.75 crores (Previous Year Rs.1.54 crore), Shri Rahul A. Patel Rs.2.53 crore (Previous Year Rs.1.77 crore), Shri Amit D. Patel Rs.2.54 crore (Previous Year Rs.1.79 crore), Shri S. B. Dangayach Rs.1.78 crore (Previous Year Rs.1.17 crore)

4) Unsecured Loan/Advance Given include to Zep Infratech Ltd. Rs.12.25 crore (Previous Year Rs.16.82 crore), Bright AutoPlast Ltd. Rs.14.07 crore(Previous Year Rs.86.21 crore), Sintex Infra Projects Ltd. Rs.17.88 crore (Previous Year Rs.0.50 crore). Loan returned during the year include from Zep Infratech Ltd. Rs.8.00 crores (Previous Year Rs.46.00 crore), Bright AutoPlast Ltd. Rs.5.22 crore (Previous Year Rs.92.01 crore), SintexInfra Projects Ltd. Rs.9.50 crore (Previous Year Rs. Nil)

5) Unsecured Loan/Advances Taken (Repaid) includes from Zep Infratech Ltd. Rs. Nil (Previous Year Rs.29.18 crore), Bright AutoPlast Ltd. Rs. Nil (Previous Year Rs.5.81 crore)

6) Dividend received include from Zep Infratech Limited Rs.0.65 crore (Previous Year Rs.0.22 crore)

9) As per Accounting Standards (AS) 17 "Segment Reporting", segment information has been provided in the Notes to Consolidated Financial Statements.

---

Mar 31, 2010

1) The Scheme of Arrangement (the "Scheme") between the Company and its equity Shareholders was approved by the Board of Directors vide its resolution dated 30th June, 2008, by the Shareholders in their Court convened meeting held on 15th September, 2008 and by the Honourable High Court of Gujarat vide its order dated 25th March, 2009. The Appointed Date of Scheme was 1st April, 2008. The Company filed the Order with the Registrar of Companies, Gujarat on 14th April, 2009 within the time specified in the order and the Scheme had been given effect to in the previous years financial statements. Accordingly, as per the Scheme, from the said date, the Company earmarked Rs, 200 crore from Securities Premium Reserve to International Business Development Reserve Account (the "IBDR").

As per the Scheme, the balance of IBDR so earmarked is available towards such expenses as specified under the Scheme. Accordingly, during the year, the Company has adjusted against the earmarked balance of IBDR an amount of of Rs, 10.53 crore (previous year Rs, 130.73 crore) being such specified expenses as per the Scheme. The said accounting treatment has been followed as prescribed under the Scheme and it has no impact on the profit for the year, as per the Scheme.

2) The Company issued Zero Coupon Foreign Currency Convertible Bonds ("FCCBs") aggregating to USD 225 million on March 12, 2008 for financing foreign currency expenditure for expansion plans in existing businesses, investments in overseas joint ventures and/or wholly owned subsidiaries, international acquisitions and others.

As per the terms & conditions of the Offering Circular dated March 12, 2008, the Conversion Price of FCCBs is reset at Rs, 493.00 from Rs, 580.00 per equity share on March 12, 2010.

Unutilised FCCB proceeds amounting to Rs, 737.45 crore (previous year Rs, 805.62 crore) have been invested in fixed deposits and Rs, 7.63 crore (previous year Rs, 26.23 crore) have been lying in Current Account with banks at the year end.

3) The Company raised Rs, 589.50 crore (USD 150 million) by issuing 1,25,42,553 equity shares of Rs, 2 each to Qualified Institutional Buyers ("QIBs") at a premium of Rs, 468.00 per share in February, 2008.

4) ESOP

i) The Company initiated "the Sintex Industries Limited Employee Stock Option Scheme, 2006" (the "Scheme") for all eligible employees in pursuance of the special resolution approved by the Shareholders in the Extraordinary General Meeting held on 24th February, 2006. The Scheme covers all directors and employees (except promoters or those belong to the promoters group) of the Company and directors and employees of all its subsidiaries. Under the Scheme, the Compensation Committee of the Board (the "Committee") administers the Scheme and grants stock options to eligible directors or employees of the Company and its subsidiaries. The Committee determines the employees eligible for receiving the options and the number of options to be granted subject to overall limit of 10,000 options per annum for each employee. The vesting period is at the expiry of thirty six months from the date of the grant of option. The Committee has decided the exercise price of Rs, 91.70 per equity share as per clause 8.1 of SEBI (Employees Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999.

ii) The Company has given loan to Sintex Employees Welfare Trust ( ESOP Trust) towards subscribing 10,00,000 equity shares of the Company at Rs, 91.70 per equity share aggregating to Rs, 9.17 crore. On 21st August, 2006, the Company issued 10,00,000 equity shares of the face value of Rs, 2 each to ESOP Trust at Rs, 91.70 per equity share.

5) Employee Benefits

A) Defined Benefit Plans

i) Actuarial gains and losses in respect of defined benefit plans are recognised in the Profit & Loss Account.

ii) The Defined Benefit Plan comprises of Gratuity and Leave Encashment

Gratuity is a benefit to an employee based on 15 days last drawn basic salary including dearness allowance (if any) for each completed year of continuous service with part thereof in excess of six months. The plan is funded through Sintex Industries Limited Employees Gratuity Trust Fund.

Leave Encashment is a benefit to an employee based on the number of leave days accrued to the credit of employee subject to a maximum limit as per the rules of the Company. The same is calculated on the basis of last drawn basic monthly salary including dearness allowance (if any). The plan is unfunded.

a) The discount rate is based on the prevailing market yields of Indian Government securities as at the Balance Sheet date for the estimated terms of the obligations.

b) Expected Rate of Return of Plan Assets : This is based on the expectation of the average long term rate of return expected on investments of the fund during the estimated term of obligations.

c) Salary Escalation Rate : The estimates of future salary increases considered takes into account the inflation, seniority, promotion and other relevant factors.

vii The Company has Defined Benefit Plans for Gratuity to its employees, contribution for which are made to Life Insurance Corporation of India who invests the funds as per Insurance Regulatory and Development Authority Guidelines.

11) A) Loans and Advances in the nature of Loans given to Subsidiaries

Notes:

i) Loans & Advances shown above fall under the category of Loans and Advances in nature of loans where repayment will commence in three annual equal installment from the end of 3rd year.

ii) Rate of Interest for the loans and advances given to Zeppelin Mobile Systems India Limited and Bright AutoPlast Private Limited has been decided on draw down but not less than prevailing bank rate.

B) Investment by the loanee in the shares of the Company

None of the loanees and loanees of subsidiary companies have, per se, made investments in shares of the Company.

6) Foreign currency exposure not hedged by derivative instruments as at 31st March, 2010 amounting to Rs, 1027.19 crore (previous year Rs, 1160.14 crore).

7) Related Party Transactions: a) Names of related parties & description of relationship :

Sr. Nature of No. Relationship Name of Related Parties 1 Associate Companies BVM Finance Private Limited 2 Key Management Personnel Shri Dinesh B. Patel, Chairman Shri Arun P. Patel, Vice Chairman Shri Rahul A. Patel, Managing Director Shri Amit D. Patel, Managing Director Shri S. B. Dangayach, Managing Director

3 Subsidiaries Zeppelin Mobile Systems India Limited (Control exists) Sintex Holdings B.V. Bright AutoPlast Private Limited Sintex Infra Projects Limited Sintex Oil and Gas Pvt. Ltd. Sintex Holdings USA, Inc. Sintex France SAS Sintex Industries UK Ltd. Sintex Austria B.V. Amarange Inc. Wasaukee Composites Inc. Wasaukee Composites Inc.- Owosso, Inc. WCI Wind Turbine Components, LLC. Nief Plastic Holdings SAS Nief Plastic SAS NP Hungaria kft NP Nord SAS NP Slovakia SRO NP Savoie SAS NP Tunisia SARL NP Vosges SAS Segaplast SAS Segaplast Maroc SA Siroco SAS Thermodole SAS AIP SAS Cuba City Real Estate LLC Owosso Real Estate LLC SIMOP SAS SICMO SAS

8) As per Accounting Standards (AS) 17 "Segment Reporting", segment information has been provided in the Notes to Consolidated Financial STATEMENTS.