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Notes to Accounts of Superhouse Ltd.

Mar 31, 2022

i) Building include Gross Block Rs. 30.40 Lacs (March 31,2021 Rs. 30.40 Lacs) and Net block Rs. 19.11 Lacs (March 31, 2021 Rs. 19.55 Lacs ) in respect two flats, purchased by the company in earlier years, title deed in respect of which is yet to be executed. {refer Note no. 51(a)}

ii) Building further include Gross Block Rs. 167.62 Lacs (March 31,2021 Rs. 167.62 Lacs) and Net Block Rs. 115.69 Lacs (March 31,2021 Rs. 118.20 Lacs) in respect of capital expenditure incurred by the company on rented premises.

(iii) Leased Assets

The lease term in respect of assets acquired under finance leases expires within 70 to 99 years.

(iv) Assets given as security for borrowings

All the items of Property, Plant and Equipment of the Company have been given to lenders as security for various borrowing facilities.

(C) Terms and rights attached to equity shares

The company has only one class of equity shares having a par value of Rs. 10 per share. Each holder of equity shares is entitled to one vote per share. The company declares and pays dividends in Indian Rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

(A) Capital Reserve

It represent the gain of capital nature which mainly include the excess of value of net assets acquired over consideration paid by the company for business combination in earlier years.

(B) Securities Premium

Securities premium is used to record the premium on issue of shares. This reserve is utilized in accordance with the provisions of the Act.

(C) General Reserve

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

(D) Retained Earnings

Retained earnings are the profits that the Company has earned till date, less any transfers to general reserve, dividends paid or other distributions out of reserves to shareholders.

Repayment terms:

(a) Secured rupee term loans from banks: Structured Quarterly Instalments

(b) The classification of loans between current liabilities and non-current liabilities continues based on repayment schedule under respective loan agreements as no loans have been recalled due to non compliance of conditions under any of the loan agreements.

(c) Interest rates: Loans availed from banks in INR carry interest rate ranging from 8.85% to 9.25% (March 31,2020: 9.05% to 10.25%)

Security details:-

Term Loan other than Vehicle Loans

Aforesaid Term Loans are secured by hypothecation/mortgage of company’s moveable and im-moveable properties. Further secured by the personal guarantee of three promoter Directors of the company.

Vehicle Loans

Secured by hypothecation of vehicle financed.

(a) Government Grant under IDLS, the deferred grant income is recognized in Statement of Profit and Loss on a systematic basis over the useful life of asset on which such grant is received subject to compliance of other terms & conditions of the scheme.

(b) Under EPCG scheme, the Company is committed to export prescribed times of the duty saved on import of capital goods over a specified period of time apart from maintaining average export growth. In case such commitments are not met, the Company would be required to pay the duty saved along with interest to the regulatory authorities. The deferred grant income is recognized in Statement of Profit and Loss on a systematic basis over the periods in which the related performance obligations are fulfilled.

(A) Security

Working Capital Loans are primarily secured by hypothecation of present and future Current Assets and Actionable Claims (viz. Inventories, trade receivable / book debts, outstanding monies, receivable claims, bills and materials in transit. These are further collaterally secured by extension of charge over moveable and immoveable properties of the company. Further secured by personal guarantee of three promoter directors of the company.

(B) Rate of interest

INR working capital credit facilities carry interest rates ranging from 4.20% to 7.80% (as at March 31,2021 from 2.20% to 8.40%) net of interest subvention.

34. Disclosure pursuant to ind AS 19 “Employee Benefits”:

(a) Defined Contribution Plan

The employees of the Company are members of a state-managed retirement benefit plans namely Provident fund and Pension and Employee State Insurance (ESI) operated by the Government of India. The Company is required to contribute a specified percentage of payroll costs to the retirement benefit and ESI schemes.

The only obligation of the company with respect to such retirement and other benefit plan is to make the specified contributions.

(b) Defined Benefit Plan

The employees Gratuity Fund Scheme, which is a defined benefit plan, is managed by the trust maintained with LIC. The present value of obligation is determined based on actuarial valuation using Projected Unit Credit Method, which recognises each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

(H) Risk Exposure - Asset Volatility

The plan liabilities are calculated using a discount rate set with reference to bond yields; if plan assets underperform this yield, this will create a deficit. Most of the plan asset investments is in fixed income securities with high grades and in government securities.

These are subject to interest rate risk and the fund manages interest rate risk derivatives to minimize risk to an acceptable level. A portion of the funds are invested in equity securities and in alternative investments % which have low correlation with equity securities.

The equity securities are expected to earn a return in excess of the discount rate and contribute to the plan deficit.

d) Security provided:

The company has not provided any other security to/for any of its subsidiaries and associates excepting the corporate guarantee as mentioned at para (c) herein above.

36. The company has investment of Rs. 1,785.39 Lacs as at 31.03.2022 (As at 31.03.2021 Rs. 1,697.69 Lacs ) in the shares of Linea De Seguridad SLU, a wholly owned subsidiary of the company (WOS). Further the company has Trade Receivable amounting to Rs. 595.43 Lacs (As at 31.03.2021 Rs. 791.50 Lacs) & Advance of Rs. 20.21 Lacs (As at 31.03.2021 Rs. 20.42 Lacs) from/to the WOS. The net worth of WOS has substantially eroded due to operational losses and in view of the fact, the management has considered that there may be possibility of impairment in carrying value of investment. Accordingly, the management has performed an impairment assessment and estimated the recoverable amount of its Investment in WOS using ‘Discounted Cash Flow Valuation Model’ (DCF). DCF is complex and involve the use of significant estimates and assumptions of the management that are dependent on expected future market and economic conditions. As per the assessment done by the management and valuation specialist there is no impairment, accordingly, no provision is considered necessary for any diminution in value of investment.

40. Financial instruments

(i) Capital Management

The Company’s capital management is intended to create value for shareholders by facilitating the meeting of long-term and short-term goals of the Company.

The Company determines the amount of capital required on the basis of annual operating plans and long-term product and other strategic investment plans. The funding requirements are met through equity and other long-term/short-term borrowings. The Company’s policy is aimed at combination of short-term and long-term borrowings.

The Company monitors the capital structure on the basis of total debt to equity ratio and maturity profile of the overall debt portfolio of the Company.

(ii) Categories of financial instruments Calculation of Fair Values

The fair values of the financial assets and liabilities are defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The following methods and assumptions were used to estimate the fair values of financial instruments:

a) The fair values of investment in quoted investment in equity shares is based on the current bid price of respective investment as at the Balance Sheet date.

b) The fair value of the long-term borrowings carrying floating-rate of interest is not impacted due to interest rate changes and will not be significantly different from their carrying amounts as there is no significant change in the under-lying credit risk of the Company (since the date of inception of the loans).

c) The fair value of loans from banks and other financial indebtedness as well as other non current financial liabilities is estimated by discounting future cash flows using rates currently available for debt or similar terms and remaining maturities.

Fair value measurements recognized in the balance sheet:

The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value, grouped into Levels 1 to 3 based on the degree to which the fair value is observable.

-Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities. -Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

(iv) Financial risk management objectives:

The Company’s principal financial liabilities comprise of loan from banks and financial institutions, and trade payables. The main purpose of these financial liabilities is to raise finance for the Company’s operations. The Company has various financial assets such as trade receivables, cash and short term deposits, which arise directly from its operations.

The main risks arising from Company’s financial instruments are foreign currency risk, credit risk, market risk, interest rate risk and liquidity risk. The Board of Directors review and agree policies for managing each of these risks.

(a) Credit risk:

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company’s trade and other receivables, cash and cash equivalents and other bank balances. The maximum exposure to credit risk in case of all the financial instruments covered below is restricted to their respective carrying amount. Trade and Other receivables

Customer credit is managed by each business unit subject to the Company’s established policies, procedures and control relating to customer credit risk management. Trade receivables are non-interest bearing and are generally on credit term upto 30 to 150 days. Credit limits are established for all customers based on internal rating criteria. Outstanding customer receivables are regularly monitored.

The Company measures the expected credit loss of trade receivables based on historical trend, industry practices and the business environment in which the entity operates. Loss rates are based on actual credit loss experience and past trends.

Other financial assets

The Company maintains exposure in cash and cash equivalents, term deposits with banks and derivative contracts.

The Company held cash and cash equivalents of Rs. 1764.04 Lacs at March 31,2022 (March 31,2021: Rs. 2846.47 Lacs). Cash and cash equivalents are held with reputable and credit-worthy banks.

Individual risk limits are set for each counter-party based on financial position, credit rating and past experience. Credit limits and concentration of exposures are actively monitored by the Management of the Company.

Other than trade and other receivables, the Company has no other financial assets that are past due but not impaired

(b) Market risk:

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

(I) Foreign currency risk

The Company is exposed to currency risk on account of its operating and financing activities. The functional currency of the Company is Indian Rupee. Company’s exposure is mainly denominated in USD, GBP and Euro. The exchange rates have changed substantially in recent periods and may continue to fluctuate substantially in the future. The Company has put in place a Financial Risk Management Policy to Identify the most effective and efficient ways of managing the currency risks. The Company uses derivative instruments (mainly foreign exchange forward contracts) to mitigate the risk of changes in foreign currency exchange rate.

The Company do not use derivative financial instruments for trading or speculative purposes.

(II) Interest rate risk:

Interest rate risk is measured by using the cash flow sensitivity for changes in variable interest rates. Any movement in the reference rates could have an impact on the Company’s cash flows as well as costs. The Company also uses a mix of interest rate sensitive financial instruments to manage the liquidity and fund requirements for its day to day operations like short-term loans.

Interest rate sensitivity analysis:

As at March 31, 2022 interest bearing financial liability (secured loan from banks) stood at Rs. 12,026.39 Lacs, was subject to variable interest rates. Increase/decrease of 50 basis points in interest rates at the balance sheet date would result in decrease/increase in profit before tax of Rs. 60.13 Lacs.

The risk estimates provided assume a parallel shift of 50 basis points interest rate. This calculation also assumes that the change occurs at the balance sheet date and has been calculated based on risk exposures outstanding as at that date. The period end balances are not necessarily representative of the average debt outstanding during the period.

This analysis assumes that all other variables, in particular foreign currency rates, remain constant.”

Fair value of financial instruments:

All financial assets are initially recognized at fair value of consideration paid. Subsequently, financial assets are carried at fair value or amortized cost less impairment. Where non - derivative financial assets are carried at fair value, gains and losses on re- measurement are recognized directly in equity unless the financial assets have been designated as being held at fair value through profit or loss, in which case the gains and losses are recognized directly in the standalone statement of profit and loss. Financial assets are designated as being held at fair value through profit or loss when it is necessary to reduce measurement inconsistency for related assets and liabilities. All financial liabilities other than derivatives are initially recognized at fair value of consideration received net of transaction costs as appropriate (initial cost) and subsequently carried at amortized cost.

(III) Liquidity risk:

The Company follows a Conservative policy of ensuring sufficient liquidity at all times through a strategy of profitable growth, efficient liquidity at all times through a strategy of profitable growth, efficient working capital management as well as prudent capital expenditure. The Company has a overdraft facility with banks to support any temporary funding requirements.

The Company believes that current cash and cash equivalents, tied up borrowing lines and cash flow that is generated from operations is sufficient to meet requirements. Accordingly, liquidity risk is perceived to be low.

Liquidity table:

Liquidity tables drawn up based on the cash flows of financial liabilities based on the earliest date on which the Company can be required to pay is disclosed at Note no. 50.

(IV) Other price risk:

The Company is not exposed to any significant equity price risks arising from equity investments, as on 31st March 2021. Equity investments are held for strategic rather than trading purposes. The Company does not actively trade these investments.

(j) The company has not advanced or loaned or invested funds to any other person(s) or entity (is), including foreign entities (intermediaries), with the understanding that the intermediary shall;

i. Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries), or

ii. Provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

(k) The Company has not received any funds from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall;

i. Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate beneficiaries), or

ii. Provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

(l) Undisclosed income

The Company does not have any transactions which is not recorded in the books of accounts but has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 ( such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).

(m) Details of Crypto Currency or Virtual Currency

The Company has not traded or invested in Crypto currency or Virtual Currency during the year.

52. Exceptional Item

Exceptional Item amounting to Rs. 382.21 Lacs represent loss on sale of Land and Building (property). Operation of one of the unit alongwith entire plant & machinery has been shiftedto another location forbetter synergies and efficiency in operations; and the property has been disposed offto have additional liquidity for business operations of the company.

53. Events occurring after the balance sheet date:

No adjusting or significant non adjusting events have occurred between the reporting date and date of authorization of financial statements.

54. Reclassification as per amendments in Schedule III of the Act

Current Maturity of Long Term Borrowings amounting to Rs. 937.89 lacs (March 31,2021: Rs. 2,012.76 lacs) have been reclassified from Other financial liabilities under the head current liabilities (Note no. 19) to Borrowings under Current Liabilities (Note no. 17).

55. The company has further acquired 2.42 % Equity ownership in Creemos International Limited, the associate during the year. It has resulted in Associate becoming Subsidiary with effect from 29.12.2021 (holding 51.05% Ownership).

56. The Company has made detailed assessments of COVID-19 the pandemic on recoverability and carrying values of its assets comprising property, plant and equipment, inventories, receivables and other current assets as at the balance sheet date and on the basis of evaluation, has concluded that no adjustment is required in the standalone financial statements and it will not have any material impact on Going Concern assumption. The Company is taking all the necessary steps and precautionary measures to ensure smooth functioning of its operations and to ensure the safety and well-being of all its employees. Given the criticalities associated with nature, condition and duration of COVID-19, the impact assessment on the Company’s financial statements will be continuously made and provided for as required.

57. Figures of the previous year have been regrouped/rearranged wherever required in order to make them comparable with those of current year. Figures have been rounded off to the nearest rupees in lacs.


Mar 31, 2018

Note 1.

A. CORPORATE INFORMATION

SuperhouseLimited (“the Company”) is a public limited company having its registered office situated at 150 Feet Road, Jajmau, Kanpur - 208010 (UP).

The Company’s equity shares are listed at the Bombay Stock Exchange (BSE) and the National Stock Exchange (NSE).

The principal activities of the Company are manufacturing and exports of Leather, Leather Goods and Textile Goods etc.

The financial statements were approved for issue in accordance with a resolution of the directors on 09.07.2018.

*At deemed cost as per IND-AS 101 { refer Note 2(iii) below }

Building include Gross Block Rs. 30.40 Lacs (March 31, 2017 Rs. 30.40 Lacs & March 31, 2016 Rs. 30.40 Lacs) and Net block Rs. 20.17 Lacs (March 31, 2017 Rs. 20.97 Lacs & March 31, 2016 Rs. 21.77 Lacs) in respect two flats, purchased by the company in earlier years, title deed in respect of which is yet to be executed.

Building further include Gross Block Rs. 117.09 Lacs (March 31, 2017 Rs. 117.09 Lacs & March 31, 2016 Rs. 117.09 Lacs) and Net Block Rs. 75.44 Lacs (March 31, 2017 Rs. 80.31 Lacs & March 31, 2016 Rs. 85.18 Lacs) in respect of capital expenditure incurred by the company on rented premises.

(i) Leased Assets

The lease term in respect of assets acquired under finance leases expires within 70 to 99 years.

(ii) Assets given as security for borrowings

All the items of Property, Plant and Equipment of the Company have been given to lenders as security for various borrowing facilities.

(iii) The Company has adopted carrying value as recognized in the financial statement as at March 31, 2016, measured as per Previous GAAP as its deemed cost. Accordingly, its Net Block as on March 31, 2016 is its Gross Block under Ind AS. Break up of the said Gross block as at April 1, 2016 is as under:

(B) Terms and rights attached to equity shares

The company has only one class of equity shares having a par value of Rs. 10 per share. Each holder of equity shares is entitled to one vote per share. The company declares and pays dividends in Indian Rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

(H) During the year ended March 31, 2018, the company has paid the final dividend of Rs. 1.00 per equity share for the year ended March 31, 2017 amounting to Rs. 110.25 Lacs and Dividend distribution tax of Rs. 22.44 Lacs.

(I) The Board of Directors has recommended for approval of share holders, final dividend of Rs. 1.00 per shares. On approval, total dividend payment is expected to be Rs. 110.25 Lacs and payment of Dividend Distribution Tax is expected to be Rs. 22.44 Lacs.

(A) Capital Reserve

It represent the gain of capital nature which mainly include the excess of value of net assets acquired over consideration paid by the company for business combination in earlier years.

(B) Securities Premium

Securities premium reserve is used to record the premium on issue of shares. This reserve is utilized in accordance with the provisions of the Act.

(C) General Reserve

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

(D) Retained Earnings

Retained earnings are the profits that the Company has earned till date, less any transfers to general reserve, dividends paid or other distributions out of reserves to shareholders.

(E) Other Comprehensive Income - Others

It represent gain/(loss) on Unquoted Long Term Investments recognised on fair value through other comprehensive income.

(a) Revenue from operations for periods upto 30th June, 2017 includes excise duty, which is discontinued with effect from 1st July, 2017 upon implementation of Goods and Service Tax (GST) in India. In accordance with ‘Ind AS 18 - Revenue Recognition’ GST is not included in revenue from operations. In view of the aforesaid restructuring of indirect taxes, revenue from operations for the year ended March 31, 2018 is not comparable with the previous year. However, it has no effect on profits for the year. Amount of such excise duty for the current year is Rs. 64.35 Lacs (previous year Rs. 367.54 Lacs).

2. Disclosure pursuant to Ind AS 19 “Employee Benefits”:

(a) Defined Contribution Plan

The employees of the Company are members of a state-managed retirement benefit plans namely Provident fund and Pension and Employee State Insurance (ESI) operated by the Government of India. The Company is required to contribute a specified percentage of payroll costs to the retirement benefit and ESI schemes.

The only obligation of the company with respect to such retirement and other benefit plan is to make the specified contributions.

The Company has recognized the following amounts in the Income Statement during the year under ‘Contribution to staff provident and other funds’ (refer note 27)

(b) Defined Benefit Plan

The employees Gratuity Fund Scheme, which is a defined benefit plan, is managed by the trust maintained with LIC. The present value of obligation is determined based on actuarial valuation using Projected Unit Credit Method, which recognises each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

(H) Risk Exposure - Asset Volatility

The plan liabilities are calculated using a discount rate set with reference to bond yields; if plan assets underperform this yield, this will create a deficit. Most of the plan asset investments is in fixed income securities with high grades and in government securities.

These are subject to interest rate risk and the fund manages interest rate risk derivatives to minimize risk to an acceptable level. A portion of the funds are invested in equity securities and in alternative investments % which have low correlation with equity securities.

The equity securities are expected to earn a return in excess of the discount rate and contribute to the plan deficit.

b) Investments: Refer Note No. 3 (A) & (B)

c) Guarantee given

The company has given corporate guarantee, for securing the credit facilities (Term Loans, Working Capital Loans and other Non Fund Based credit facilities) availed by WOS from Bank(s), aggregating to Rs. 1,128.27 Lacs {as at 31.03.2017 Rs. 859.31 Lacs, as at 01.04.2016 Rs. 5,306.94 Lacs). The details are as under:

d) Security provided:

The company has not provided any other security to/for any of its subsidiaries and associates excepting the corporate guarantee as mentioned at para (c) herein above.

3. The company has investment of Rs. 1,576.39 Lacs (As at 31.03.2017 Rs. 1576.39 Lacs & as at 01.04.2016 Rs. 1576.39 Lacs) in the shares of Linea De Seguridad SLU, a wholly owned subsidiary of the company (WOS). Further the company has Trade Receivable amounting to Rs. 820.84 Lacs (As at 31.03.2017 Rs. 602.94 Lacs & as at 01.04.2016 Rs. 179.63 Lacs) & Advance of Rs. 19.24 Lacs (As at 31.03.2017 Rs. 16.58 Lacs & as at 01.04.2016 Rs. 18.00 Lacs) from the WOS. The net worth of WOS has substantially eroded due to operational losses. Losses incurred by the WOS have not been provided in the accounts of the company, considering the fact that investment is of a strategic nature and business of WOS is in the initial stage, no provision is considered necessary by the management at present, for any diminution in value of investment.

4. Transition to Ind AS:

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

The Company has adopted Indian Accounting Standards (Ind AS) notified by the Ministry of Corporate Affairs with effect from 1st April, 2016, with a transition date of 1st April, 2016. Ind AS 101 - ‘First-time Adoption of Indian Accounting Standards’ requires that all Ind AS standards and interpretations that are issued and effective for the first Ind AS financial statements which is for the year ended 31st March, 2018 for the company, be applied retrospectively and consistently for all financial years presented. Consequently, in preparing these Ind AS financial statements, the Company has availed certain exemptions and complied with the mandatory exceptions provided in Ind AS 101, as explained below. The resulting difference in the carrying values of the assets and liabilities as at the transition date between the Ind AS and Previous GAAP have been recognized directly in equity (retained earnings or another appropriate category of equity).

A. Exemptions and exceptions availed

Set out below are the applicable Ind-AS 101 optional exemptions and mandatory exceptions applied in the transition from previous GAAP to Ind-AS.

A.1 Ind-AS Optional Exemptions A.1.1 Deemed Cost

Ind-AS 101 permits a first - time adopter to elect to continue with the carrying value for all of its property, plant and equipment and intangible assets as recognized in the financial statements as at the date of transition to I nd-AS, measured as per the previous GAAP and use that as its deemed cost as at the date of transition.

A.1.2 Foreign Currency Monetary items

In terms of Para D13AA of Ind AS 101, the Company may continue to account for foreign exchange differences relating to long term foreign currency monetary items as per previous IGAAP. The Company has elected to apply the same.

A.2 Ind-AS Mandatory Exceptions A.2.1 Estimates

An entity’s estimates in accordance with Ind-ASs at the date of transition to Ind-AS shall be consistent with estimates made for the same date in accordance with previous GAAP (after adjustments to reflect any difference in accounting policies), unless there is objective evidence that those estimates were in error.

Ind-AS estimates as at 1st April, 2016 are consistent with the estimates as at the same date made in conformity with previous GAAP. The company made estimates for following items in accordance with Ind-AS at the date of transition as these were not required under previous GAAP:

A.2.2 De-recognition of financial assets and liabilities

Ind-AS 101 requires a first - time adopter to apply the de-recognition provisions of Ind-AS 109 prospectively for transactions occurring on or after the date of transition to Ind-AS. However, Ind-AS 101 allows a first - time adopter to apply the de - recognition requirements in Ind-AS 109 retrospectively from a date of the entity’s choosing, provided that the information needed to apply Ind-AS 109 to financial assets and financial liabilities derecognized as a result of past transactions was obtained at the time of initially accounting for those transactions.

The company has elected to apply the de-recognition provisions of I nd-AS 109 prospectively from the date of transition to Ind-AS.

A.2.3 Classification and measurement of financial assets

Ind-AS 101 requires an entity to assess classification and measurement of financial assets (investment in debt instruments) on the basis of the facts and circumstances that exist at the date of transition to I nd-AS.

A.2.4 Impairment of Financial Assets

Ind AS 101 requires an entity to apply the Ind AS requirements retrospectively if it is practicable without undue cost and effort to determine the credit risk that debt financial instruments where initially recognized. The company has measured impairment losses on financial assets as on the date of transition i.e. 1st April, 2016 in view of cost and effort.

B. Transition to Ind AS Reconciliations

The following reconciliations provide a quantification of the effect of significant differences arising from the transition from previous GAAP to Ind AS, as required under Ind AS 101:

(i) Reconciliation of Balance sheet as at April 1, 2016 (Transition Date);

(ii) Reconciliation of Balance sheet as at March 31, 2017;

(iii) Reconciliation of Total Comprehensive Income for the year ended March 31, 2017;

(iv) Reconciliation of Total Equity as at April 1, 2016 and as at March 31, 2017;

(v) Adjustments to Cash Flow Statements as at March 31, 2017

The presentation requirements under previous GAAP differs from Ind AS, and hence, previous GAAP information has been regrouped for ease of reconciliation with Ind AS. The re-grouped previous GAAP information is derived from the Financial Statements of the Company prepared in accordance with previous GAAP.

(v) Adjustments to Cash Flow Statements as at March 31, 2017

The Ind AS adjustments are non cash adjustments. Consequently, Ind AS adoption has no impact on the net cash flow for the year ended March 31, 2017 as compared with the previous GAAP.

Notes to Reconciliations:

The following explains the material adjustments made during transition from previous GAAP to Ind AS:

1. Investments in Equity Instruments

On the date of transition to Ind AS, the difference between the fair value of quoted Investments recognized at FVTPL as per Ind AS and their corresponding carrying amount as per financial statements prepared under Previous GAAP, has resulted in an increase in the carrying amount of these quoted investments by Rs. 0.06 Lacs which has been recognized directly in retained earnings (Equity). Those quoted equity instruments are designated at FVTPL.

2. Trade receivable

Under previous GAAP the company has recognized provision on trades receivable based on expectation of company. Under Ind AS, the company provides loss allowance on receivable based on the expected Credit Loss (ECL) model which is measured following the “simplified approach at amount equal to lifetime expected credit loss in addition to debts identified as bad/doubtful at each reporting date.

3. Borrowings

Under previous GAAP transaction cost were recognized in Statement of Profit and Loss. Under Ind AS financial liability in form of borrowing have been measured at amortized cost using Effective Interest Method. However, the same has not resulted in any adjustments required to be made.

4. Government Grants

Under previous GAAP, Government Grants in respect of Property, Plant and Equipment was presented as a deduction from Property, Plant and Equipment. Under Ind AS, Government Grants in respect of Property, Plant and Equipment need to be presented as deferred income in profit or loss on a systematic basis over the useful life of the asset.

Under Ind AS, import duty waivers for capital assets purchased under Export Promotion Credit Guarantee (EPCG) schemes are recorded as deferred revenue and recognized in Statement of Profit and Loss on a systematic basis over the periods in which the related performance obligations are fulfilled.

On the transition date, the Company, therefore, recorded an adjustment to measure such property, plant and equipment in accordance with Ind AS 16.

Under Previous GAAP, cost of the property, plant and equipment was recorded at the cash price paid to acquire such assets. Consequently, depreciation relating to the above differences in the cost of property, plant and equipment under Ind AS and Previous GAAP has also been adjusted.

5. Deferred Tax

Indian GAAP requires deferred tax accounting using the income statement approach, which focuses on differences between taxable profits and accounting profits for the period. Ind-AS 12 requires entities to account for deferred taxes using the balance sheet approach, which focuses on temporary differences between the carrying amount of an asset or liability in the balance sheet and its tax base. The application of Ind-AS 12 approach has not resulted in any adjustment to deferred tax recognised under previous GAAP.

6. Remeasurement of Defined benefits liabilities

Under previous GAAP the company recognized remeasurement of defined benefits plans under profit and loss. Under Ind AS, remeasurement of defined benefits plans are recognized in Other Comprehensive Income

7. Retained Earnings.

Retained earnings as at April 1, 2016 has been adjusted consequent to the above Ind-AS transition adjustments.

8. Other Comprehensive Income

Under Ind AS, all items of income and expense recognized in a period should be included in profit or loss for the period, unless a standard enquires or permits otherwise. Items of income and expense that are not recognized in profit or loss but are shown in the statement of profit and loss as ‘other comprehensive income’ includes remeasurements of defined benefit plans. The concept of other comprehensive income did not exist under previous GAAP.

5. Expenditure on Corporate Social Responsibility (CSR)

In pursuance of the provisions of the Companies Act, 2013 and CSR Policy of the Company it is required to spend two percent of the average net profits for the three immediately preceding financial years towards CSR activities.

Since the company has earned profits in preceding previous years, gross amount required to be spent by the company towards CSR activities during the year is Rs. 76.13 Lacs. (previous year Rs. 95.64 Lacs)

The amount recognised as expense in the Statement of Profit and Loss on CSR related activities is Rs. 76.15 Lacs (previous year: Rs. 100.03 Lacs) detailed as under:

6. Financial Instruments

(i) Capital Management

The Company’s capital management is intended to create value for shareholders by facilitating the meeting of long-term and short-term goals of the Company.

The Company determines the amount of capital required on the basis of annual operating plans and long-term product and other strategic investment plans. The funding requirements are met through equity and other long-term/short-term borrowings. The Company’s policy is aimed at combination of short-term and long-term borrowings.

The Company monitors the capital structure on the basis of total debt to equity ratio and maturity profile of the overall debt portfolio of the Company.

The capital structure of the company consists of debt, which includes the borrowings including temporary overdrawn balance , cash and cash equivalents including short term bank deposits, equity comprising issued capital, reserves and non-controlling interests. The gearing ratio for the year is as under:

(ii) Categories of financial instruments

Calculation of Fair Values

The fair values of the financial assets and liabilities are defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The following methods and assumptions were used to estimate the fair values of financial instruments:

a) The fair values of investment in quoted investment in equity shares is based on the current bid price of respective investment as at the Balance Sheet date.

b) The fair value of the long-term borrowings carrying floating-rate of interest is not impacted due to interest rate changes and will not be significantly different from their carrying amounts as there is no significant change in the under-lying credit risk of the Company (since the date of inception of the loans).

c) The fair value of loans from banks and other financial indebtedness as well as other non current financial liabilities is estimated by discounting future cash flows using rates currently available for debt or similar terms and remaining maturities.

d) Cash and cash equivalents, trade receivables, other financial assets, trade payables, and other financial liabilities have fair values that approximate to their carrying amounts due to their short-term nature.

Fair value measurements recognized in the balance sheet:

The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value, grouped into Levels 1 to 3 based on the degree to which the fair value is observable.

- Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities.

- Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

- Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data (unobservable inputs).

(iii) Financial risk management objectives:

The Company’s principal financial liabilities comprise of loan from banks and financial institutions, and trade payables. The main purpose of these financial liabilities is to raise finance for the Company’s operations. The Company has various financial assets such as trade receivables, cash and short term deposits, which arise directly from its operations.

The main risks arising from Company’s financial instruments are foreign currency risk, credit risk, market risk, interest rate risk and liquidity risk. The Board of Directors review and agree policies for managing each of these risks.

(a) Credit risk:

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company’s trade and other receivables, cash and cash equivalents and other bank balances. The maximum exposure to credit risk in case of all the financial instruments covered below is restricted to their respective carrying amount.

Trade and Other receivables

Customer credit is managed by each business unit subject to the Company’s established policies, procedures and control relating to customer credit risk management. Trade receivables are non-interest bearing and are generally on 20 days credit term. Credit limits are established for all customers based on internal rating criteria. Outstanding customer receivables are regularly monitored.

The Company measures the expected credit loss of trade receivables based on historical trend, industry practices and the business environment in which the entity operates. Loss rates are based on actual credit loss experience and past trends.

Expected credit loss assessment for customers:

The company is making provisions on trade receivables based on Expected Credit Loss (ECL) model. The reconciliation of ECL is as follows:

Other financial assets

The Company maintains exposure in cash and cash equivalents, term deposits with banks and derivative contracts.

The Company held cash and cash equivalents of Rs. 853.27 Lacs at March 31, 2018 (March 31, 2017: Rs. 1,344.68 Lacs, April 1, 2016 : Rs. 909.56 Lacs). Cash and cash equivalents are held with reputable and credit-worthy banks.

Individual risk limits are set for each counter-party based on financial position, credit rating and past experience. Credit limits and concentration of exposures are actively monitored by the Management of the Company.

Other than trade and other receivables, the Company has no other financial assets that are past due but not impaired

(b) Market risk:

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

(I) Foreign currency risk

The Company is exposed to currency risk on account of its operating and financing activities. The functional currency of the Company is Indian Rupee. Company’s exposure is mainly denominated in USD, GBP and Euro. The exchange rates have changed substantially in recent periods and may continue to fluctuate substantially in the future. The Company has put in place a Financial Risk Management Policy to Identify the most effective and efficient ways of managing the currency risks. The Company uses derivative instruments (mainly foreign exchange forward contracts) to mitigate the risk of changes in foreign currency exchange rate.

The Company do not use derivative financial instruments for trading or speculative purposes.

(II) Interest rate risk:

Interest rate risk is measured by using the cash flow sensitivity for changes in variable interest rates. Any movement in the reference rates could have an impact on the Company’s cash flows as well as costs. The Company also uses a mix of interest rate sensitive financial instruments to manage the liquidity and fund requirements for its day to day operations like short-term loans.

Interest rate sensitivity analysis:

As at March 31, 2018 interest bearing financial liability (secured loan from banks) stood at Rs. 18,342.93 Lacs, was subject to variable interest rates. Increase/decrease of 50 basis points in interest rates at the balance sheet date would result in decrease/increase in profit before tax of Rs. 91.71 Lacs.

The risk estimates provided assume a parallel shift of 50 basis points interest rate. This calculation also assumes that the change occurs at the balance sheet date and has been calculated based on risk exposures outstanding as at that date. The period end balances are not necessarily representative of the average debt outstanding during the period.

This analysis assumes that all other variables, in particular foreign currency rates, remain constant.

Fair value of financial instruments:

All financial assets are initially recognized at fair value of consideration paid. Subsequently, financial assets are carried at fair value or amortized cost less impairment. Where non - derivative financial assets are carried at fair value, gains and losses on re- measurement are recognized directly in equity unless the financial assets have been designated as being held at fair value through profit or loss, in which case the gains and losses are recognized directly in the standalone statement of profit and loss. Financial assets are designated as being held at fair value through profit or loss when it is necessary to reduce measurement inconsistency for related assets and liabilities. All financial liabilities other than derivatives are initially recognized at fair value of consideration received net of transaction costs as appropriate (initial cost) and subsequently carried at amortized cost.

(III) Liquidity risk:

The Company follows a Conservative policy of ensuring sufficient liquidity at all times through a strategy of profitable growth, efficient liquidity at all times through a strategy of profitable growth, efficient working capital management as well as prudent capital expenditure. The Company has a overdraft facility with banks to support any temporary funding requirements.

The Company believes that current cash and cash equivalents, tied up borrowing lines and cash flow that is generated from operations is sufficient to meet requirements. Accordingly, liquidity risk is perceived to be low.

Liquidity table:

Liquidity tables drawn up based on the cash flows of financial liabilities based on the earliest date on which the Company can be required to pay is disclosed at Note no. 51.

(IV) Other price risk:

The Company is not exposed to any significant equity price risks arising from equity investments, as on 31st March 2018. Equity investments are held for strategic rather than trading purposes. The Company does not actively trade these investments.

(V) Equity price sensitivity analysis:

There is no exposure to equity price risks as at the reporting date or as at the previous reporting date.

7. Disclosure pursuant to Ind AS 27 “Separate Financial Statements”

Investments in following subsidiaries and associates is accounted at cost:

8. There is no amount due and outstanding to be credited to Investor Education & Protction Fund as at March 31, 2018.

9. Disclosure pursuant to Ind AS 37 “Provisions, Contingent Liabilities and Contingent assets”:

The company has recognised contingent liabilities as disclosed in Note 33 above and as such no provision is required to be made. No provision was outstanding as at the beginning and at the end of the year.

10. Disclosure pursuant to Ind AS 105 “Non-current assets held for sale and discontinued operations”:

There are no such asset held for sale and discontinued operations.

11. Financial Statements of the subsidiary companies and related detailed information will be made available to the investors, of the company and subsidiary companies, seeking such information. The financial statements of the subsidiary companies are also kept at Registered Office of the company and that of subsidiary companies for inspection of investors of the company and subsidiary companies.

12. Disclosure of related parties/related party transactions/balances pursuant to Ind AS 24 “Related Party Disclosures”

(A) Name of Related Parties and nature of relationship

i. Related parties over which control exist (Wholly Owned Subsidiaries)

a) Superhouse (U.K.) Ltd., UK e) Linea De Seguridad S.L.U., Spain

b) Superhouse (USA) International Inc., USA f) Superhouse GMBH, Germany

c) Superhouse Middle East FZC, Azman g) La Compagnie Francaise De Protection SRL, France

d) Briggs Industrial Footwear Ltd. (U.K.)

ii. Joint Ventures Nil

iv. Key Management Personnel (KMP) & Relatives:

a) Mr. Mukhtarul Amin - Chairman & Managing Director f) Mrs. Shahina Mukhtar - Director (Wife of Mr. Mukhtarul Amin)

b) Mr. Zafarul Amin - Jt. Managing Director (Son of Mr. Mukhtarul Amin) g) Mr. R. K. Agrawal - Company Secretary

c) Mr. Vinay Sanan - Executive Director h) Mr. Deepak Sanan & Mr Manu Sanan (Son of Mr. Vinay Sanan)

d) Mr. A.K. Agarwal - Director (Finance) - CFO i) Mr. Yusuf Amin - Director (Son of Mr. Mukhtarul Amin)

e) Mr. Mohd. Shadab - Director

v. Others: Enterprise over which KMP or relatives of KMP are able to exercise significant influence:

a) Prime International (a partnership firm) e) Modriba Hygiene Solutions Ltd. h) Mayfair Leather Exports Ltd.

b) Shoe House (a partnership firm) f) Superhouse Accessories Ltd. i) Bell Fashions Pvt. Ltd.

c) Chowdhary Overseas Ltd. g) Rivera Trendz Pvt. Ltd. j) Patrick Shoes Limited, UK

d) Rojus Enterprises Ltd.

(D) No amount has been written off/back or provided as doubtful debts during the year in respect of related parties.

(E) Key Managerial Personnel are entitled to post-employment benefits and other long term employee benefits recognized as per Ind AS 19 - ‘Employee Benefits’ in the financial statements. As these employee benefits are lump sum amounts provided on the basis of actuarial valuation, the same is not included above.

13. (a) Foreign Currency Exposure hedged and un-hedged as at the balance sheet date is as under:

14. Disclosure pursuant to Ind AS 108 “Operating Segment”

Business Segment

(A) The Company has determined following reporting segments based on the information reviewed by the Company’s Chief Operating Decision Maker (‘CODM’).

(a) Leather and Leather Products comprises Finished Leather, Leather Shoes, Leather Uppers and other Leather Goods.

(b) Textile Garments comprises Textile garments, riding acessories etc.

The above business segments have been identified considering :

(a) the nature of products

(b) the differing risks and returns

(c) the internal organization and management structure, and

(d) the internal financial reporting systems

The measurement principles of segments are consistent with those used in Significant Accounting Policies. There are no inter segment transfer.

15. Figures of the previous year have been regrouped/rearranged wherever required in order to make them comparable with those of current year. Figures have been rounded off to the nearest rupees in lacs.


Mar 31, 2016

1. Term/rights attached to equity shares

The company has only one class of equity shares having a par value of Rs. 10 per share. Each holder of equity shares is entitled to one vote per share. The company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

2. Bonus Shares/Shares issued for consideration other than cash NIL (NIL)

and Buy Back of shares during preceding five years:

3. Shares held by holding/ultimate holding company and/or their subsidiaries/associates: NIL (NIL)

4. Details of shareholders holding more than 5% shares in the company

5. The Company (Accounting Standards) Second Amendment Rules, 2011 has amended the provisions of AS-11 relating to "The effect of the Change in Foreign Exchange Rates" vide notification dated December 29,2011. In terms of the amendments, the company has opted to carry over the Long Term Monetary Gain/Loss and amortize the same over balance period of such long term asset/liability.

6. Indian rupee & foreign currency loans from bank(s) are primarily secured by equitable mortgage/hypothecation of specific fixed assets. Also secured collaterally by equitable mortgage of company''s specific land and building. Further secured by personal guarantee of promoter director(s) of the company. External Commercial Borrowing (ECB) carries a non disposable undertaking of the Shares of the acquired Wholly Owned Subsidiaries (WOS).

7. Long term borrowings repayable within twelve months from the reporting date, as per sanctioned terms, are reduced from long term borrowings and disclosed separately as Current Maturities of Long term Borrowings in Note 8, Other Current Liabilities.

8. Vehicle loans are secured against vehicle financed.

9. Working Capital Loans are primarily secured by hypothecation of present and future stock of raw materials, stock in process, finished goods, stores and spares, book debts, outstanding monies, receivable claims, bills and materials in transit. Also secured collaterally by equitable mortgage of company''s specific factory land and building. Further secured by personal guarantee of promoter director(s) of the company.

10. The company has requested confirmation from Suppliers regarding their registration (filling of Memorandum) under the Micro, Small and Medium Enterprises Development Act, 2006 (the Act). According to the information available with the company there was no amount (principal and/or interest) due to any micro/small enterprises (SME as defined in the Act) as at the end of the year. There is no delay in payment to SME during the year. No interest was paid/payable on account of delay in payment to SME during the year in terms of Section 16 of the Act.

11. There are no amounts due for payment to Investor Education & Protection Fund under Section 205C of the Companies Act, 1956 as at the year end.

12. Building include Gross Block Rs. 30,40,000 (previous year Rs. 30,40,000) and Net block Rs. 21,77,190 (previous year Rs. 23,05,605) in respect two flats, purchased by the company in earlier years, title deed in respect of which is yet to be executed.

13. Building further include Gross Block Rs. 1,17,08,995 (previous year Rs. 1,17,08,995) and Net block Rs. 85,18,094 (previous year Rs. 90,05,085) in respect of capital expenditure incurred by the company on rented premises.

14. Certain Fixed Assets of the Company were revalued by the Approved Valuer, on the basis of fair market value as on 31.12.1994. Accordingly value of Fixed Assets of the Company was increased by Rs. 15,59,29,935 (Leasehold Land Rs. 3,09,83,028, Factory Building Rs. 6,40,82,953 and Plant and Machinery Rs. 6,08,63,954) and the corresponding amount was credited to the Revaluation Reserve.

15. Subsidy amounting to Rs. Nil (Rs. 14,96,772) received during the year under IDLS Scheme of the Government of India has been adjusted/credited to cost of respective machines.

16. Disclosure in terms of AS 15 Defined Benefit Plan

The employees Gratuity Fund Scheme, which is a defined benefit plan, is managed by the trust maintained with LIC. The present value of obligation is determined based on actuarial valuation using Projected Unit Credit Method, which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

17. Financial Statements of the subsidiary companies and related detailed information will be made available to the investors, of the company and subsidiary companies, seeking such information. The financial statements of the subsidiary companies are also kept at Registered Office of the company and that of subsidiary companies for inspection of investors of the company and subsidiary companies.

18. Disclosure in terms of AS 28

The management has carried out an exercise of identifying the asset that may have been impaired, during the year, in respect of each cash generating unit. On the basis of review carried out by the management, there was no impairment loss on fixed assets during the year.

19. Disclosure in terms of AS 29

The company has recognized contingent liabilities as disclosed in Note 38 above and as such no provision is required to be made. No provision was outstanding as at the beginning and at the end of the year.

20. Disclosure as per clause 34 (3) and 53 (F) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 and Section 186(4) of the Companies Act, 2013:

The aforesaid advances has been given to meet the working capital requirements and the same has been utilized for the same purposes.

b) Investments: refer Note No. 11(A) &(B)

c) Guarantee given

The company has given corporate guarantee, for securing the credit facilities (Term Loans, Working Capital Loans and other Non Fund Based credit facilities) availed by WOS from Bank(s), aggregating to Rs. 53,06,94,629 {GBP 42,90,000 for Briggs Industrial Footwear Ltd., GBP 2,90,000 for Superhouse (UK) Ltd., Euro 416,162.82 for Linea De Seguridad SLU, Spain and AED 35,43,714 for Superhouse Middle East FZC, UAE} and the same has been utilized for the same purposes.

d) Security provided:

The company has not provided any other security to/for any of its subsidiaries and associates excepting the corporate guarantee as mentioned at para (c) herein above.

21. Trade Receivables include Rs. 2,81,89,061 (Rs. 2,72,02,128) being amount outstanding for more than two years and/or under litigation. Management is confident that entire amount is recoverable. The same has been considered as good and no provision is required.

22. Segment information as perAS-17 "SEGMENT REPORTING":

23. The company has investment of Rs. 14,74,10,476 in the shares of Linea De Seguridad SLU, a wholly owned subsidiary of the company (WOS). Further the company has Trade Receivable amounting to Rs. 1,79,63,368 from the WOS. The net worth of WOS has substantially eroded due to operational losses. Losses incurred by the WOS have not been provided in the accounts of the company. Considering the fact that investment is of a strategic nature and business of WOS is in the initial stage, no provision is considered necessary by the management at present, for any diminution in value of investment.

24. Debtors include due from firm in which director is interested as partner

25. Confirmation of balances with sundry debtors/creditors, loans and advances and other parties have not been received in few cases.

26. Expenditure on Research and Development

27. Previous Year Figures

Figures of the previous year have been regrouped/rearranged wherever required in order to make them comparable with those of current year. Figures have been rounded off to the nearest rupee.


Mar 31, 2015

1. Disclosure in terms of AS 15 Defined Benefit Plan

The employees Gratuity Fund Scheme, which is a defined benefit plan, is managed by the trust maintained with LIC. The present value of obligation is determined based on actuarial valuation using Projected Unit Credit Method, which recognises each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

2. The related party disclosure in accordance with AS 18 'Related Party Disclosures' is given below:

A. Relationship

i. Subsidiary (Wholly owned) Companies

a) Superhouse (U.K.) Ltd., UK

b) Superhouse (USA) International Inc., USA

c) Superhouse Middle East FZC, Azman

d) Briggs Industrial Footwear Ltd. (U.K.)

e) Linea De Seguridad S.L.U., Spain

f) Superhouse GMBH, Germany

ii. Joint Ventures & Associates: Proportion of voting power held by co.

As at As at 31.03.2015 31.03.2014

Joint Venture: Nil

Associates:

a) Unnao Tanneries Pollution Control Company 34.05% 34.05%

(A company registered under Section 25 of erstwhile the Companies Act, 1956)

b) Steven Construction Ltd. 46.67% 46.67%

c) Amin International Ltd. 31.13% 31.13%

d) Knowledgehouse Ltd. 31.85% 31.85%

e) Creemos International Ltd. 48.63% —

iii. Key Management Personnel (KMP) & Relatives:

a) Mr. Mukhtarul Amin - Chairman & Managing Director

b) Mr. Zafarul Amin - Jt. Managing Director (Son of Mr. Mukhtarul Amin)

c) Mr. Vinay Sanan - Executive Director

d) Mr. A.K. Agarwal - Director (Finance) - CFO

e) Mr. Mohd. Shadab - Director

f) Mrs. Shahina Mukhtar - Director (Wife of Mr. Mukhtarul Amin)

g) Mr. R. K. Agrawal - Company Secretary

h) Mr. Deepak Sanan & Mr Manu Sanan (Son of Mr. Vinay Sanan)

iv. Others: Enterprise over which KMP or relatives of KMP are able to exercise significant influence:

a) M/s Prime International (a partnership firm)

b) M/s Shoe House (a partnership firm)

c) Chowdhary Overseas Ltd.

d) Super Tannery Ltd.

e) Rojus Enterprises Ltd.

f) Modriba Hygiene Solutions Ltd.

g) Superhouse Accessories Ltd.

h) Rivera Trendz Pvt. Ltd.

i) Super Shoes Ltd.

j) Mayfair Leather Exports Ltd.

3. Contingent liabilities (Rupees)

2014-15 2013-14

Claim against the company not acknowledged 1,808,514 3,769,874 as debt Contingent Liabilities in respect of:

i. Guarantees issued by the Bank 74,429,780 9,719,340

ii. Corporate Guarantee(s) to bank(s) against credit facilities extended to Wholly Owned Subsidiaries in U.K., UAE and Spain 511,875,964 348,384,293

iii. Letter of Credit opened and 239,105,701 324,410,665 outstanding

iv. Duty on Export obligation pending 61,565,983 73,678,570

v. Electricity demand pending litigation 2,860,000 1,583,688

4. Financial Statements of the subsidiary companies and related detailed information will be made available to the investors, of the company and subsidiary companies, seeking such information. The financial statements of the subsidiary companies are also kept at Registered Office of the company and that of subsidiary companies for inspection of investors of the company and subsidiary companies.

5. Disclosure in terms of AS 28

The management has carried out an exercise of identifying the asset that may have been impaired, during the year, in respect of each cash generating unit. On the basis of review carried out by the management, there was no impairment loss on fixed assets during the year.

6. Disclosure in terms of AS 29

The company has recognised contingent liabilities as disclosed in Note 38 above and as such no provision is required to be made. No provision was outstanding as at the beginning and at the end of the year.

7. Disclosure as per clause 32 of the Listing Agreement

The aforesaid advances has been given to meet the working capital requirements and the same has been utilised for the same purposes.

b) Investments: Refer Note No. 11(A) & (B).

c) Guarantee given:

The company has given corporate guarantee, for securing the credit facilities (Term Loans, Working Capital Loans and other Non-Fund Based credit facilities) availed by WOS from Bank(s), aggregating to Rs. 51,18,75,964 (GBP 42,90,000 for Briggs Industrial Footwear Ltd. GBP 2,90.000 for Superhouse (UK) Ltd. Euro 416,162.52 for Linea De Seguridad SLU. Spain and AED 35,43.714 for Superhouse Middle East FZC, UAE) and the same has been utilised for the same purposes.

d) Security provided:

The company has not provided any other security to/for any of its subsidiaries and associates excepting the corporate guarantee as mentioned at para (c) herein above.

8. Trade Receivables include Rs. 2,72,02,128 being amount outstanding for more than two years and/or under litigation. Management is confident that entire amount is recoverable hence the same has been considered as good and no provision is required.

9. The company has investment of Rs. 14,74,10,476 in the shares of Linea De Seguridad SLU, a wholly owned subsidiary of the company (WOS). Further the company has Trade Receivable amounting to Rs. 2,54,32,601 from the WOS. The net worth of WOS has substantially eroded due to operational losses. Losses incurred by the WOS have not been provided in the accounts of the company. Considering the fact that investment is of a strategic nature and business of WOS is in the initial stage, no provision is considered necessary by the management at present, for any diminution in value of investment.`


Mar 31, 2014

1. Disclosure in terms of AS 15

Defined Benefit Plan

The employees Gratuity Fund Scheme, which is a defined benefit plan, is managed by the trust maintained with LIC. The present value of obligation is determined based on actuarial valuation using Projected Unit Credit Method, which recognises each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

2. The related party disclosure in accordance with AS 18 "Related Party Disclosures" is given below: A. Relationship i. Subsidiary (Wholly owned) Company a) Superhouse (U.K.) Ltd., UK b) Superhouse (USA) International Inc., USA c) Superhouse Middle East FZC, Azman d) Briggs Industrial Footwear Ltd. (U.K.) e) Linea De Seguridad S.L.U., Spain f) Superhouse GMBH, Germany

iii. Key Management Personnel (KMP) & Relatives:

a) Mr. Mukhtarul Amin – Chairman & Managing Director b) Mr. Zafarul Amin – Jt. Managing Director (Son of Mr. Mukhtarul Amin) c) Mr. Vinay Sanan – Executive Director d) Mr. A.K. Agarwal – Director (Finance) e) Mr. Mohd. Shadab – Director f) Mrs. Shahina Mukhtar – Director (Wife of Mr. Mukhtarul Amin) g) Mr. R.K. Agrawal – Company Secretary h) Mr. Deepak Sanan & Mr Manu Sanan (Son of Mr. Vinay Sanan)

iv. Others: Enterprise over which KMP or relatives of KMP are able to exercise significance influence:

a) M/s Prime International (a partnership firm) b) M/s Shoe House (a partnership firm) c) Chowdhary Overseas Ltd. d) Super Tannery Ltd. e) Rojus Enterprises Ltd. f) Modriba Hygiene Solutions Ltd. g) Superhouse Accessories Ltd. h) Creemos International Ltd. i) Rivera Trendz Pvt. Ltd. j) Super Shoes Ltd. k) Mayfair Leather Exports Ltd.

B. The following transactions were carried out at arms length price with related parties in the ordinary course of business during the year:

Figure in bracket pertains to Previous Year C. No amount has been written off/back or provided as doubtful debts during the year in respect of related parties.

3. Contingent liabilities (Rupees) 2013-14 2012-13

Claim against the company not acknowledged as debt 3,769,874 4,322,094

Contingent Liabilities in respect of:

i. Guarantees issued by the Bank 9,719,340 11,760,899

ii. Corporate Guarantee(s) to bank(s) against credit facilities extended to Wholly Owned Subsidiaries

in U.K., UAE and Spain 348,384,293 301,240,242

iii. Letter of Credit opened and outstanding 324,410,665 206,672,425

iv. Duty on Export obligation pending 73,678,570 97,527,847

v. Electricity demand pending litigation 1,583,688 1,583,688

vi. The detail of disputed dues (net of amounts paid) as per the clause ix(b) of Section 227 (4A) of the Companies Act, 1956

* denotes amount less than 0.01 million

4. The Ministry of Corporate Affairs, Government of India, vide General Circular No. 2 and 3 dated 08.02.2011 and 21.02.2011 respectively has granted a general exemption from compliance with Section 212 of the Companies Act, 1956 subject to fulfilment of conditions stipulated in the circular. The Company has satisfied the conditions stipulated in the circular and hence is entitled to the exemption. Necessary information relating to the subsidiaries has been included in the Consolidated Financial Statements.

5. Financial Statements of the subsidiary companies and related detailed information will be made available to the investors, of the company and subsidiary companies, seeking such information. The financial statements of the subsidiary companies are also kept at Registered Office of the company and that of subsidiary companies for inspection of investors of the company and subsidiary companies.

6. Disclosure in terms of AS 28

The management has carried out an exercise of identifying the asset that may have been impaired, during the year, in respect of each cash generating unit. On the basis of review carried out by the management, there was no impairment loss on fixed assets during the year.

7. Disclosure in terms of AS 29

The company has recognised contingent liabilities as disclosed in Note 39 above and as such no provision is required to be made. No provision was outstanding as at the beginning and at the end of the year.

8. Disclosure as per clause 32 of the Listing Agreement

9. The company has investment of Rs. 13,08,08,476 in the shares of Linea De Seguridad SLU, a wholly owned subsidiary of the company (WOS). Further the company has Trade Receivable amounting to Rs. 55,27,334 from the WOS. The net worth of WOS has substantially eroded due to operational losses. Losses incurred by the WOS have not been provided in the accounts of the company. Considering the fact that investment is of a strategic nature and business of WOS is in the initial stage, no provision is considered necessary by the management at present, for any diminution in value of investment.

10. Confirmation of balances with sundry debtors / creditors, loans and advances and other parties have not been received in few cases.

11. Expenditure on Reserch & Development :

12. Previous Year Figures

Figures of the previous year have been regrouped/rearranged wherever required in order to make them comparable with those of current year. Figures have been rounded off to the nearest rupee.


Mar 31, 2013

1. Disclosure in terms of AS 15 Defined Benefit Plan

The employees Gratuity Fund Scheme, which is a defined benefit plan, is managed by the trust maintained with LIC. The present value of obligation is determined based on actuarial valuation using Projected Unit Credit Method, which recognises each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

2. The related party disclosure in accordance with AS 18 "Related Party Disclosures" is given below: A. Relationship

i. Subsidiary (Wholly owned) Company

a) Superhouse (U.K.) Ltd., UK

b) Superhouse (USA) International Inc., USA

c) Superhouse Middle East FZC, Azman

d) Briggs Industrial Footwear Ltd. (U.K.)

e) Linea De Seguridad S.L.U., Spain

f) Superhouse GMBH, Germany

iii. Key Management Personnel (KMP) & Relatives:

a) Mr. Mukhtarul Amin - Chairman & Managing Director

b) Mr. Zafarul Amin - Jt. Managing Director (Son of Mr. Mukhtarul Amin)

c) Mr. Vinay Sanan - Executive Director

d) Mr. A.K. Agarwal - Director (Finance)

e) Mr. Mohd. Shadab - Director

f) Mrs. Shahina Mukhtar - Director (Wife of Mr. Mukhtarul Amin)

g) Mr. Deepak Sanan & Mr Manu Sanan (Son of Mr. Vinay Sanan)

iv. Others: Enterprise over which KMP or relatives of KMP are able to exercise significance influence:

a) M/s Prime International (a partnership firm)

b) M/s Shoe House (a partnership firm)

c) Chowdhary Overseas Ltd.

d) Super Tannery Ltd.

e) Rojus Enterprises Ltd.

f) Modriba Hygiene Solutions Ltd.

g) Superhouse Accessories Ltd. h) Creemos International Ltd.

i) Rivera Trendz Pvt. Ltd.

j) Super Shoes Ltd.

Contingent liabilities

(Rupees) 2012-13 2011-12

Claim against the company not acknowledged as debt 4,322,094 2,563,214

Contingent Liabilities in respect of:

i. Guarantees issued by the Bank 11,760,899 16,352,506

ii. Corporate Guarantee(s) to bank(s) against credit facilities extended to Wholly Owned Subsidiaries in U.K., UAE and Spain 301,240,242 295,422,620

iii. Letter of Credit opened and outstanding 206,672,425 215,111,043

iv. Duty on Export obligation pending 97,527,847 52,234,566

v Electricity demand pending litigation 1,583,688 1,583,688

3. The Ministry of Corporate Affairs, Government of India, vide General Circular No. 2 and 3 dated 08.02.2011 and 21.02.2011 respectively has granted a general exemption from compliance with Section 212 of the Companies Act, 1956 subject to fulfilment of conditions stipulated in the circular. The Company has satisfied the conditions stipulated in the circular and hence is entitled to the exemption. Necessary information relating to the subsidiaries has been included in the Consolidated Financial Statements.

4. Financial Statements of the subsidiary companies and related detailed information will be made available to the investors, of the company and subsidiary companies, seeking such information. The financial statements of the subsidiary companies are also kept at Registered Office of the company and that of subsidiary companies for inspection of investors of the company and subsidiary companies.

5. Disclosure in terms of AS 28

The management has carried out an exercise of identifying the asset that may have been impaired, during the year, in respect of each cash generating unit. On the basis of review carried out by the management, there was no impairment loss on fixed assets during the year.

6. Disclosure in terms of AS 29

The company has recognised contingent liabilities as disclosed in Note 39 above and as such no provision is required to be made. No provision was outstanding as at the beginning and at the end of the year.

7. Confirmation of balances with sundry debtors / creditors, loans and advances and other parties have not been received in few cases.

8. Previous Year Figures

Figures of the previous year have been regrouped/rearranged wherever required in order to make them comparable with those of current year. Figures in bracket pertains to previous year. Figures have been rounded off to the nearest rupee.


Mar 31, 2012

1.1 Term/rights attached to equity shares

The company has only one class of equity shares having a par value of Rs. 10 per share. Each holder of equity shares is entitled to one vote per share. The company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

1.2 Bonus Shares/Shares for consideration other than cash issued & Buy Back of shares during preceding five years: NIL

1.3 Shares held by holding/ultimate holding company and/or their subsidiaries/associates: NIL

2.1 Indian rupee & foreign currency loans from bank(s) are primarily secured by equitable mortgage/hypothecation of specific fixed assets. Also secured collaterally by equitable mortgage of company's specific land and building. Further secured by personal guarantee of promoter director(s) of the company. ECB carries a non disposable undertaking of the Shares of the acquired WOS.

3.1 Building and Plant and Machinery include Gross Block Rs. 1,79,88,995 (Rs. 1,79,88,995) and Rs. 10,07,184 (Rs. 10,07,184) respectively and Net block Rs. 1,51,31,480 (Rs. 1,54,24,701) and Rs. 6,89,624 (Rs. 7,23,264) respectively in respect of expenditure incurred on capital assets, ownership whereof does not vest with the company.

3.2 Certain Fixed Assets of the Company were revalued by the Approved Valuer, on the basis of fair market value as on 31.12.1994. Accordingly value of Fixed Assets of the Company was increased by Rs. 15,59,29,935 (Leasehold Land Rs. 3,09,83,028, Factory Building Rs. 6,40,82,953 and Plant and Machinery Rs. 6,08,63,954) and the corresponding amount was credited to the Revaluation Reserve.

4.1 The Company (Accounting Standards) Second Amendment Rules, 2011 has amended the provisions of AS-11 relating to "The effect of the Change in Foreign Exchange Rates" vide notification dated December 29, 2011. In terms of the amendments, the company has opted to carry over the Long Term Monetary Loss and amortize the same over balance period of such long term asset/liability.

4.1 Superhorse RO - SRL, a wholly owned subsidiary (WOS) of the company in Romania has been wound up during the year vide Order dated 14.03.2012. Consequently, the Investment of the company in form of Shares, Share Application Money & Advances aggregating to Rs. 27,15,838 has been written off during the year.

In respect of items which are purchased both from indigenous and imported sources, the identity of individual items consumed cannot be established but segregation of consumption between imported and indigenous sources has been made on a reasonable approximation determined from the Company's records.

5. Defined Benefit Plan

The employees Gratuity Fund Scheme, which is a defined benefit plan, is managed by the trust maintained with LIC. The present value of obligation is determined based on actuarial valuation using Projected Unit Credit Method, which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

6. The related party disclosure in accordance with AS 18 Related Party Disclosures issued by ICAI, is given below: A. Relationship

i. Subsidiary (Wholly owned) Company

a) Super house (U.K.) Ltd., UK

b) Super house (USA) International Inc., USA

c) Super house Middle East FZC, Azman

d) Super house Ro SRL, Romania (wind up during the year)

e) Briggs Industrial Footwear Ltd. (U.K.)

ii. Joint Ventures & Associates:

Joint Venture: Nil Associates:

a) Unnao Tanneries Pollution Control Company

(A company registered under Section 25 of the Companies Act, 1956)

b) Tritan Leather Works Pvt. Ltd.

c) M/s Prime International (a partnership firm)

d) M/s Shoe House (a partnership firm)

e) Steven Construction Ltd.

f) Chowdhary Overseas Ltd.

g) Amin International Ltd.

h) M/s Aleena International

i) Rojus Enterprises Ltd.

j) Moderiba Hygene Solution Ltd. k) Superhouse Accessories Ltd. l) Creemos International Ltd. m) Knowledge house Ltd.

iii. Key Management Personnel & Relatives:

a) Mr. Mukhtarul Amin - Chairman & Managing Director

b) Mr. Zafarul Amin - Jt. Managing Director (Son of Mr. Mukhtarul Amin)

c) Mr. Vinay Sanan - Executive Director

d) Mr. A.K. Agarwal - Director (Finance)

e) Mr. Mohd. Shadab - Director

f) Mrs. Shahina Mukhtar - Director (Wife of Mr. Mukhtarul Amin)

g) Mr. Deepak Sanan (Son of Mr. Vinay Sanan)

7. The Ministry of Corporate Affairs, Government of India, vide General Circular No. 2 and 3 dated 08.02.2011 and 21.02.2011 respectively has granted a general exemption from compliance with Section 212 of the Companies Act, 1956 subject to fulfillment of conditions stipulated in the circular. The Company has satisfied the conditions stipulated in the circular and hence is entitled to the exemption. Necessary information relating to the subsidiaries has been included in the Consolidated Financial Statements.

8. Financial Statements of the subsidiary companies and related detailed information will be made available to the investors, of the company and subsidiary companies, seeking such information. The financial statements of the subsidiary companies are also kept at Registered Office of the company and that of subsidiary companies for inspection of investors of the company and subsidiary companies.

9. In accordance with Accounting Standard 17, Segment Reporting; segment information has been given in consolidated financial statements of Super house Ltd., and therefore, no separate disclosure on segment information is given in these financial statements.

10. Disclosure in terms of AS 28

The management has carried out an exercise of identifying the asset that may have been impaired, during the year, in respect of each cash generating unit. On the basis of review carried out by the management, there was no impairment loss on fixed assets during the year.

11. Disclosure in terms of AS 29

The company has recognized contingent liabilities as disclosed in Note 39 above and as such no provision is required to be made. No provision was outstanding as at the beginning and at the end of the year.

12. Confirmation of balances with sundry debtors / creditors, loans and advances and other parties have not been received in few cases.

13. Expenditure on Research & Development :

14. Previous Year Figures

The Financial Statements for the year ended 31st March, 2011 had been prepared as per the then applicable, pre-revised Schedule VI to the Companies Act, 1956. Consequent to the notification of revised Schedule VI under the Companies Act, 1956 the financial statements for the year ended 31st March, 2012 are prepared as per revised Schedule VI. Accordingly, the previous year figures have also been reclassified to conform to this year's classification. The adoption of revised Schedule VI for the previous year figures does not impact recognition and measurement principles followed for preparation of financial statements.


Mar 31, 2011

(Amount in Rupees)

2010-11 2009-10

1. Contingent Liabilities in respect of:

i. Guarantees issued by the Bank 1,41,99,488 1,09,29,896

ii. Corporate Guarantee(s) to bank(s) against credit facilities extended to wholly owned subsidiaries in U.K. and UAE 7,80,16,360 7,70,05,840

iii. Letter of Credit opened and outstanding 15,26,42,852 17,05,02,134

iv. Duty on Export obligation pending 13,48,33,212 11,69,53,857

v. Electricity demand pending litigation 15,83,688 15,83,688

vi. Forward Exchange Contracts 21,85,04,057 6,61,82,000

vii. Uncalled Liability on Shares partly paid 40,00,000 40,00,000

2. Management is of the view that the current assets, loans and advances, if realised in the ordinary course of business would not be less than the amount at which they are stated in the Balance Sheet. Provision for all known liabilities is adequate and not in excess of the amount considered necessary. No provision for losses in Subsidiary Companies has been considered.

3. Confirmation of balances with sundry debtors / creditors, loans and advances and other parties have not been received in few cases.

4. Sundry Debtors include Rs. 35,92,594 (Rs. 56,79,140), which are old and/or the matter is under dispute / litigation. Efforts are being made for recovery; hence no provision for bad and doubtful debts has been considered necessary.

5. Building and Plant and Machinery include Gross Block Rs. 1,79,88,995 (Rs. 1,79,88,995) and Rs. 10,07,184 (Rs. 10,07,184) respectively and Net block Rs. 1,54,24,701 (Rs. 1,57,17,921) and Rs. 7,23,264 (Rs. 7,56,904) respectively in respect of expenditure incurred on capital assets, owner- ship whereof does not vest with the company.

6. Certain Fixed Assets of the Company were revalued by the Approved Valuer, on the basis of fair market value as on 31.12.1994. Accordingly value of Fixed Assets of the Company was increased by Rs. 1559.30 Lacs (Leasehold Land Rs. 309.83 Lacs, Factory Building Rs. 640.83 Lacs and Plant and Machinery Rs. 608.64 Lacs) and the corresponding amount was credited to the Revalu- ation Reserve.

7. Disclosure in terms of AS 28

The management has carried out an exercise of identifying the asset that may have been im- paired, during the year, in respect of each cash generating unit. On the basis of review carried out by the management, there was no impairment loss on fixed assets during the year.

8. Disclosure in terms of AS 29

The company has recognised contingent liabilities as disclosed in Note No. B-2 above and as such no provision is required to be made. No provision was outstanding as at the beginning and at the end of the year.

9. The Ministry of Corporate Affairs, Government of India vide its General Notification No. S.O. 301 (E) dated 8th February 2011 issued under Section 211 (3) of the Companies Act, 1956 has ex- empted certain classes of companies from disclosing certain information in their profit and loss account. The Company being an 'export oriented company' is entitled to the exemption. Accord- ingly, disclosures mandated by paragraphs 3(i)(a), 3(ii)(a), 3(ii)(b) and 3(ii)(d) of Part II, Schedule VI to the Companies Act, 1956 have not been provided.

10. The Ministry of Corporate Affairs, Government of India, vide General Circular No. 2 and 3 dated 8th February 2011 and 21st February 2011 respectively has granted a general exemption from compliance with Section 212 of the Companies Act, 1956 subject to fulfillment of conditions stipu- lated in the circular. The Company has satisfied the conditions stipulated in the circular and hence is entitled to the exemption. Necessary information relating to the subsidiaries has been included in the Consolidated Financial Statements.

11. Annual Accounts of the subsidiary companies and related detailed information will be made avail- able to the investors, of the company and subsidiary companies, seeking such information. The Annual Accounts of the subsidiary companies are also kept at head office of the company and that of subsidiary companies for inspection of investors of the company and subsidiary compa- nies.

12. Additions to Fixed Assets and Capital Work in Progress includes Rs. 13,22,152 (Rs. 15,11,120) being borrowing costs capitalized in accordance with the AS 16 'Borrowing Costs' issued by ICAI.

13. The company has an investment of Rs. 3,322 in the Shares of Superhouse RO SRL, Romania (SRL) a wholly owned subsidiary of the company. Further the company has interest free loans, advances and other receivables amounting to Rs. 27,23,506 recoverable from SRL. The Net worth of SRL has substantially eroded due to operational losses. Considering the fact that invest- ment is of a strategic nature and business of SRL is in the initial stage, no provision is considered necessary by the management at present, for any diminution in value of investment and also for losses that may arise in respect of advances and other receivables from SRL.

14. Other Liability includes Rs. 1,15,59,232 (Rs. 66,70,490) and Provisions includes Rs. 5,30,928 (Rs. 6,79,016) being amount payable to directors.

15. In accordance with Accounting Standard-17 'Segment Reporting; segment information has been given in the consolidated financial statements of Superhouse Limited, and therefore, no separate disclosure on segment information is given in these financial statements.

16. The company has requested confirmation from Suppliers regarding their registration (filing of Memorandum) under the Micro, Small and Medium Enterprises Development Act, 2006 (the Act). According to the information available with the company there was no amount (principal and/or interest) due to any micro/small enterprises (SME as defined in the Act) as at the end of the year. There is no delay in payment to SME during the year. No interest was paid/payable on account of delay in payment to SME during the year in terms of the Section 16 of the Act.

17. The related party disclosure in accordance with AS 18 'Related Party Disclosures' issued by ICAI, is given below :

A. Relationship

i. Subsidiary (Wholly owned) Company :

a) Superhouse (U.K.) Ltd., UK

b) Superhouse (USA) International Inc., USA

c) Superhouse Middle East FZC, Azman

d) Superhouse Ro SRL, Romania

ii. Joint Ventures & Associates :

Joint Venture : Nil

Associates :

a) Unnao Tanneries Pollution Control Company

(A company registered under Section 25 of the Companies Act, 1956)

b) Tritan Leather Works Pvt. Ltd,

c) M/s Prime International (a partnership firm)

d) M/s Shoe House (a partnership firm)

e) Steven Construction Ltd.

f) Chowdhary Overseas Ltd.

g) Amin International Ltd.

h) Aleena International

i) Rojus Enterprises Ltd.

j) Moderiba Hygene Solution Ltd.

k) Superhouse Accessories Ltd.

I) Creemos International Ltd.

m) Knowledgehouse Ltd.

iii. Key Management Personnel & Relatives :

a) Mr. Mukhtarul Amin - Chairman & Managing Director

b) Mr. Vinay Sanan - Executive Director

c) Mr. A.K. Agarwal - Director (Finance)

d) Mr. Zafarul Amin - Jt. Managing Director (Son of Mr. Mukhtarul Amin)

e) Mr. Mohd. Shadab - Director

f) Mrs. Shahina Mukhtar - Director (Wife of Mr. Mukhtarul Amin)

g) Mr. Deepak Sanan (Son of Mr. Vinay Sanan)

Defined Benefit Plan :

The employees' Gratuity Fund Scheme, which is a defined benefit plan, is managed by the trust maintained with LIC. The present value of obligation is determined based on actuarial valuation using Projected Unit Credit Method, which recognises each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

18. Previous year's figures have been regrouped wherever necessary.

19. Figure in the brackets pertains to previous year.

20. The statement on particulars required to be furnished as per the provisions of part IV of Schedule VI to the Companies Act, 1956 is attached


Mar 31, 2010

(Amount in Rupees)

2009-10 2008-09

1. Contingent Liabilities in respect of:

i. Guarantees issued by the Bank 1,09,29,896 92,01,500

ii. Corporate Guarantee(s) to bank(s) against credit facilities extended to wholly owned subsidiaries in

U.K. and UAE 7,70,05,840 8,53,34,040

iii. Letter of Credit opened and outstanding 17,05,02,134 8,07,10,961

iv. Duty on Export obligation pending 11,69,53,857 10,41,29,113

v. Electricity demand pending litigation 15,83,688 33,89,233

vi. Forward Exchange Contracts 6,61,82,000 17,58,06,681

vii. Uncalled Liability on Shares partly paid 40,00,000 40,00,000

b) All the Derivative Instruments have been acquired for hedging purposes.

2. Management is of the view that the current assets, loans and advances, if realised in the ordinary course of business would not be less than the amount at which they are stated in the Balance Sheet. Provision for all known liabilities is adequate and not in excess of the amount considered necessary. No provision for losses in Subsidiary Companies has been considered.

3. Confirmation of balances with sundry debtors / creditors, loans and advances and other parties have not been received in few cases.

4. Sundry Debtors include Rs. 56,79,140 (Rs. 89,09,369), which are old and/or the matter is under dispute / litigation. Efforts are being made for recovery; hence no provision for bad and doubtful debts has been considered necessary.

5. Building and Plant and Machinery include Gross Block Rs. 1,79,88,995 (Rs. 1,89,94,054) and Rs. 10,07,184 (Rs. 10,07,184) respectively and Net block Rs. 1,57,17,921 (Rs. 1,67,79,546) and Rs. 7,56,904 (Rs. 7,90,544) respectively in respect of expenditure incurred on capital assets, owner- ship whereof does not vest with the company.

6. Certain Fixed Assets of the Company were revalued by the Approved Valuer, on the basis of fair market value as on 31.12.1994. Accordingly value of Fixed Assets of the Company was increased by Rs. 1559.30 Lacs (Leasehold Land Rs. 309.83 Lacs, Factory Building Rs. 640.83 Lacs and Plant and Machinery Rs. 608.64 Lacs) and the corresponding amount was credited to the Revalu- ation Reserve.

7. Disclosure in terms of AS 28

The management has carried out an exercise of identifying the asset that may have been im- paired, during the year, in respect of each cash generating unit. On the basis of review carried out by the management, there was no impairment loss on fixed assets during the year.

8. Disclosure in terms of AS 29

The company has recognised contingent liabilities as disclosed in Note No. B-2 above and as such no provision is required to be made. No provision was outstanding as at the beginning and at the end of the year.

9. The Ministry of Corporate Affairs, the Government of India vide its Order No. 46/76/2010-CL-111 dated 26th March, 2010 issued under Section 211 (4) of the Companies Act, 1956 has exempted the company from the disclosure of quantitative details in compliance of paras 3(i)(a), 3(ii)(a) (1) & (2), 3(ii)(b) and 3(ii)(d) of the part II of Schedule VI to the Companies Act, 1956.

10. The Ministry of Corporate Affairs, the Government of India vide its Order No. 47/169/2010-CL-lll dated 17th March, 2010 issued under Section 212 (8) of the Companies Act, 1956 has exempted the company from attaching the Balance Sheet and Profit and Loss Account of subsidiaries under Section 212 (1) of the Companies Act, 1956. As per the Order, key details of each subsidiary are attached along with the Statement under Section 212 of the Companies Act, 1956.

11. Annual Accounts of the subsidiary companies and related detailed information will be made avail- able to the investors, of the company and subsidiary companies, seeking such information. The Annual Accounts of the subsidiary companies are also kept at head office of the company and that of subsidiary companies for inspection of investors of the company and subsidiary compa- nies.

12. Additions to Fixed Assets and Capital Work in Progress includes Rs. 15,11,120 (Rs. 49,18,382) being borrowing costs capitalized in accordance with the AS 16 Borrowing Costs issued by ICAI.

13. The company has an investment of Rs. 3,322 in the Shares of Superhouse RO SRL, Romania (SRL) a wholly owned subsidiary of the company. Further the company has interest free loans, advances and other receivables amounting to Rs. 27,23,506 recoverable from SRL. The Net worth of SRL has substantially eroded due to operational losses. Considering the fact that invest- ment is of a strategic nature and business of SRL is in the initial stage, no provision is considered necessary by the management at present, for any diminution in value of investment and also for losses that may arise in respect of advances and other receivables from SRL.

14. Other Liability includes Rs. 66,70,490 (Rs. 18,26,359) and Provisions includes Rs. 6,79,016 (Rs. 16,19,400) being amount payable to directors.

15. The company has requested confirmation from Suppliers regarding their registration (filing of Memorandum) under the Micro, Small and Medium Enterprises Development Act, 2006 (the Act). According to the information available with the company there was no amount (principal and/or interest) due to any micro/small enterprises (SME as defined in the Act) as at the end of the year. There is no delay in payment to SME during the year. No interest was paid/payable on account of delay in payment to SME during the year in terms of the Section 16 of the Act.

16. The related party disclosure in accordance with AS 18Related Party Disclosuresissued by ICAI, is given below.

A. Relationship

i. Subsidiary (Wholly owned) Company :

a) Superhouse (U.K.) Ltd., UK

b) Superhouse (USA) International Inc., USA

c) Superhouse Middle East FZC, Azman

d) Superhouse Ro SRL, Romania ii. Joint Ventures & Associates :

Joint Venture : Nil Associates :

a) Unnao Tanneries Pollution Control Company

(A company registered under Section 25 of the Companies Act, 1956)

b) Tritan Leather Works Pvt. Ltd.

c) M/s Prime International (a partnership firm)

d) M/s Shoe House (a partnership firm)

e) Steven Construction Ltd. (formerly Superhouse Overseas Ltd.)

f) Chowdhary Overseas Ltd.

g) Amin International Ltd. h) Aleena International

i) Rojus Enterprises Ltd. (formerly Nigar Enterprises Ltd.) iii. Key Management Personnel & Relatives :

a) Mr. Mukhtarul Amin - Chairman & Managing Director

b) Mr. Vinay Sanan - Executive Director

c) Mr. A.K. Agarwal - Director (Finance)

d) Mr. Zafarul Amin - Jt. Managing Director (Son of Mr. Mukhtarul Amin)

e) Mr. Mohd. Shadab - Director

f) Mrs. Shahina Mukhtar - Director (Wife of Mr. Mukhtarul Amin)

g) Mr. Deepak Sanan (Son of Shri Vinay Sanan)

17. Previous years figures have been regrouped wherever necessary.

18. Figure in the brackets pertains to previous year.

19. The statement on particulars required to be furnished as per the provisions of part IV of Schedule VI to the Companies Act, 1956 is attached

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