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Notes to Accounts of Venky's (India) Ltd.

Mar 31, 2015

1. Terms, rights and restrictions attached to equity shares :

The Company has only one class of equity shares having a par value of Rs.10/- per share.

Each shareholder is entitled to vote in proportion to his share of the paid up equity capital of the Company except upon voting by "Show of hands" where one shareholder is entitled to one vote.

The Company declares and pays dividend in Indian Rupees.

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 in proportion to their shareholdings.

2. There are no shares reserved for issue under options or contracts/commitments for the sale of shares/ disinvestment as at 31st March, 2015 and 31st March, 2014.

3. The Company has neither allotted any shares as fully paid up pursuant to contracts without payments being received in cash or by way of bonus shares nor bought back any shares for the period of five years immediately preceding 31st March, 2015 or 31st March, 2014.

4. The Company does not have any securities convertible into equity or preference shares as at 31st March, 2015 and 31st March, 2014.

5. For the year ended 31st March, 2014, the amount of per share dividend recognized as distribution to equity shareholders was Rupees 5/- towards final dividend. The total dividend appropriation for the year ended 31st March, 2014 amounted to Rupees 549.38 Lacs including dividend distribution tax of Rupees 79.80 Lacs.

6. The Board of Directors, in it's meeting on 29th May, 2015, proposed final dividend of Rupees 5/- per equity share. The total dividend appropriation for the year ended 31st March, 2015 amounts to Rupees 565.18 Lacs including dividend distribution tax of Rupees 95.60 Lacs. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

Details of securities, terms of repayments and rate of interest :

(i) Rupee loan-I (Secured) :

Rupee term loan from ICICI Bank Limited amounting to Rupees 469.54 Lacs outstanding as at 31st March, 2015 (previous year Rupees 939.11 lacs) carries an interest rate of sum of base rate as increased by appropriate term premia and spread per annum, subject to minimum rate of ICICI bank base rate 2.25%. The payment of interest shall be subject to statutory levies, if any. The loan is repayable in 9 half yearly equal installments commencing from 25th March, 2012. The loan is secured by an exclusive mortgage of land and buildings located at (a) Village Dikadla, Tehsil Samalkha, Dist. Panipat, State Haryana, (b) Plot no. 55, Sansarpur terrace, Dist. Kangra, State Himachal Pradesh and (c) Village Laider, Tehsil Bara, District Allahabad, State Uttar Pradesh and by way of hypothecation of movable fixed assets acquired/to be acquired out of said loan at these locations.

(ii) Rupee loan- II (Secured) :

Rupee term loan from IDBI Bank Limited amounting to Rupees 3,888.89 Lacs outstanding as at 31st March, 2015 (previous year Rupees 5,000.00 Lacs) carries an interest rate of sum of bank borrowing rate (BBR) as increased by 150 basis points per annum. The loan is repayable in 54 equal monthly installments commencing from 1th April, 2014. The loan is secured by way of second charge on movable fixed assets of the Company in form of plant & machinery, electrical installations, vehicles, furniture and fixtures, office equipments, etc and on the entire current assets of the Company.

(iii) Rupee loan - III (Secured) :

Rupee term loan from Axis Bank Limited amounting to Rupees 3,750.00 Lacs outstanding as at 31st March, 2015 (previous year Rupees 5,000.00 Lacs) carries an interest rate of sum of base rate as increased by 50 basis points per annum. The loan is repayable in 12 equal quarterly installments commencing from June, 2014. The loan is secured by an exclusive charge by way of hypothecation of plant and machinery and mortgage of land and buildings of the Feed Mill situated at Village Morwadi (Kikwi), Taluka Bhor Pune - 412206 and of the Animal Health Plant & Feed Mill unit located at Village - Osade, 19/2 Milestone, Pune - Panshet Road, Taluka - Velhe District Pune -411042.

(iv) Rupee loan - IV (Secured) :

Rupee term loan from State Bank of India amounting to Rupees 5,000.00 lacs outstanding as at 31st March, 2015 (previous year Rupees NIL) carries an interest rate of 2% above BR present effective rate 12% per annum with monthly rests (including tenor premium). The loan is repayable in 19 quarterly installments commencing from June, 2015. The loan is secured by way of hypothecation on moveable assets of the Company situated at (a) Morwadi, Kikwi, Bhor, Pune. (b) AHP and Feed Mill, Osade, Velhe, Pune. (c) Sountli, PO Shahzadpur, Tehsil Naraingarh, District Ambala, State Haryana, (c) Patvi, Tehsil Naraingarh, District Ambala, State Haryana. (d) Dhamouli/ Patheri, Tehsil Naraingarh, District Ambala, State Haryana. (e) Dikadala and Jorasi, Tehsil Samalakha, District Panipat, Haryana. (f) Larsauli, Tehsil Ganapur, District Sonepat, State Haryana.

7. Packaging Division, Gadapur, PO Jodhewal, Basti. (h) Srini, Naugaon, Pargana Pachwa doon, District Dehradun, State Uttaranchal and also by way of mortgage proposed to be created on these immovable properties.

(v) External commercial borrowings - I (Secured) :

The Company has availed external commercial borrowing (ECB - I) from ICICI Bank Limited amounting to Rupees 9,399.43 Lacs outstanding as at 31st March, 2015 (previous year Rupees 9,557.46 Lacs) into two tranches for financing its expansion plans. ECB - I is repayable in 11 half yearly predetermined installments commencing from 3rd April, 2013 and is denominated in US$. It carries an interest rate of 6 month USD LIBOR plus 4.5 percent per annum. Taking the currency risks in the cash flows arising out of fluctuations of USD LIBOR rates and also the currency fluctuations, the Company has entered into hedge agreements with its bankers. Further the repayment of said liability in respect of the ECB-I is also fixed at predetermined exchange rate pursuant to the hedge agreements. ECB-I is secured by an exclusive mortgage of land, buildings and immovable plant and machinery at processing plant situated at Baur Kamshet, Pune, Feed Mill and Oilseed plant at Solapur, poultry farm at Village Bhigwan and SPF plant at Pasure Bhor. Further ECB - I is secured by an exclusive hypothecation of movable assets of the company acquired/to be acquired from the loan facilities extended by the bank.

(vi) External commercial borrowings - II (Secured) :

The Company has availed external commercial borrowing (ECB - II) from ICICI Bank Limited amounting to Rupees 6,747.53 Lacs outstanding as at 31st March, 2015 (previous year Rupees 6,468.69 Lacs) for financing it's expansion plans. ECB - II is repayable in 11 half yearly predetermined installments commencing from 5th August, 2015 and is denominated in US$. It carries an interest rate of 6 month USD LIBOR plus 4.25 percent per annum. Taking the currency risks in the cash flows arising out of fluctuations of USD LIBOR rates and also the currency fluctuations, the Company has entered into hedge agreements with its bankers. Further the repayment of said liability in respect of the ECB - II is also fixed at predetermined exchange rate pursuant to the hedge agreements subject to caps. ECB - II is secured by an exclusive charge on the properties of the Company situated at Village Tondal, Taluka Purandar, District Pune and at Village Kouthadi, Taluka Daund, District Pune and extension of charge on land and buildings at Khadki and processing plant situated at Village Baur, Kamshet already charged to ICICI Bank Limited.

The details of securities :

(i) Loan repayable on demand :

The cash credit facilities except cash credit taken from ICICI Bank are secured by way of first charge on the entire current assets of the Company on pari passu basis.

(ii) External commercial borrowings :

The short-term loan from ICICI Bank Limited in USD amounting to Rupees 1,988.27 lacs and cash credit facilities in Rupees amounting to Rupees 374.68 lacs outstanding as at 31st March, 2015 (previous year Rupees Nil) is secured on first charge by way of hypothecation of the company's entire stocks of raw materials, semi-finished and finished goods, consumables stores and spares and such other movables including book debts, bills whether documentary or clean, outstanding monies, receivables, both present and future, in a form and manner satisfactory to the bank, ranking pari passu with other participating consortium banks.

(iii) Short term loans :

(i) The short-term loans from State Bank of India, Industrial Development Bank of India and HDFC Bank amounting to Rupees 12,943.00 lacs (previous year Rupees 7,575.00 lacs) are secured by way of hypothecation of first charge on all current assets of the company on pari passu basis.

(ii) The short-term loan from ICICI Bank Limited amounting to Rupees 7,326.89 lacs outstanding as at 31st March, 2015 (previous year Rupees 4,959.93 lacs) is secured by an extension of charge on land and buildings located at (a) Village Dikadla, Tehsil Samalkha, Dist. Panipat, State Haryana, (b) Plot No.55, Sansarpur terrace, Dist. Kangra, State Himachal Pradesh, (c) Village Laider, Tehsil Bara, District Allahabad, State Uttar Pradesh, (d) Processing Plant at Baur Kamshet, Pune, (e) Feed Mill and Oilseed Plant at Solapur, (f) Poultry farm at Village Bhigwan and (g) SPF Plant at Pasure Bhor and by way of hypothecation of movable fixed assets acquired/ to be acquired out of Rupee term loan and external commercial borrowings obtained from ICICI Bank Limited at these locations.

8. BUSINESS ACQUISITION

With an aim to consolidate poultry operations in Northern India, thereby increasing operational efficiency due to synergy and to strengthen the geographical presence of the Company in Northern India, during the year under report, the Company has acquired North based poultry and packaging divisions of Venkateshwara Hatcheries Private Limited (articulated as 'North Poultry Division' or 'NPD', 'North Packaging Division' or 'NPAD') situated at Naraingarh - Haryana, Nalagarh - Himanchal Pradesh and Ludhiana -Punjab with effect from 31st March, 2014 ('the effective date'). These divisions are engaged into production of commercial layer chicks and packing boxes for day old chicks and eggs. The aggregate cost of acquisition is around Rupees 7,501.82 Lacs and the same will be completed by using a combination of slump sale and itemized sale methods.

The total purchase consideration agreed for the business transfer by way of slump sale is Rupees 4,168 Lacs. Pursuant to business transfer, the Company has valued land, buildings and plant & machinery by an independent valuer as at the effective date of transfer for the purpose of allocation of purchase consideration. The goodwill arising on acquisition of NPD and NPAD amounting to Rupees 1,584.68 Lacs has been treated as an intangible asset. The details of assets purchased and liabilities acquired on said business acquisition by way of slump sale are as follows :

(b) Plan description : Gratuity and compensated absences plan (i) Gratuity (Funded)

The Company makes annual contributions to the gratuity fund managed by ICICI Prudential Life Insurance Company Ltd., a funded defined benefit plan for qualifying employees. The scheme provides for lumpsum payment to vested employees at retirement, death while in employment or on termination of employment of an amount equivalent to 15 days salary payable for each completed year of service or part thereof in excess of 6 months. Vesting occurs only upon completion of 5 years of service, except in case of death or permanent disability. The present value of the defined benefit obligation and the related current service cost are measured using the projected unit credit method with actuarial valuation being carried out at balance sheet date by an independent actuary appointed by the Company.

(ii) Compensated absences (Non Funded)

The present value of the defined benefit obligation and the related current service cost are measured using the projected unit credit method with actuarial valuation being carried out at balance sheet date by an independent actuary appointed by the Company.

9. SEGMENT REPORTING

Business segment

The primary segment reporting format is determined to be business segment as the Company's risk and rate of return are affected predominantly by differences in the products produced. Secondary information is reported geographically. The operating businesses are organised and managed separately according to the nature of the products, with each segment representing a strategic business unit that offers different products and serves different markets.

The "Poultry and Poultry Products" segment produces and sells chicks, grownup commercial broiler and layer, processed chicks, S.P.F. eggs, poultry feed and other miscellaneous poultry products. The " Animal Health Products" segments produces and sells medicines and other health products for birds. The "Oilseed segment" produces and sells edible refined soya oil and soya de-oiled cake.

Transfer price between segments are measured on the basis of price charged for inter segment transfers. Segment revenue includes transfer between inter segments. Those transfers are eliminated in total revenue.Corporate expenses are allocated to other segments at cost.

Geographical segment

The Company's secondary segments are the geographic distribution of activities. Revenue and receivables are specified by location of customers while the other geographic information is specified by location of the assets.

(Rupees in Lacs)

10. RELATED PARTIES DISCLOSURES

I. NAMES OF RELATED PARTIES AND DESCRIPTION OF RELATIONSHIP

a. Key management personnel and their relatives

1 Mrs. Anuradha J. Desai

2 Mr. B. Venkatesh Rao

3 Mr. B. Balaji Rao

4 Mr. Jitendra M. Desai

b. Where Control exists

(i) Party that exercises control

1 Venkateshwara Hatcheries Private Limited - Holding Company

(ii) Fellow Subsidiaries

1 Eastern Hatcheries Private Limted

2 Bala Industries and Entertainment Private Limited

c. Enterprises over which key management personnel and their relatives have Significant influence and enterprises having a key management personnel in common where transactions have taken place during the year

1 Venco Research and Breeding Farm Private Limited

2 Uttara Foods and Feeds Private Limited

3 B. V. Bio-Corp Private Limited

4 Venkateshwara Research and Breeding Farm Private Limited

5 Uttara Impex Private Limited

6 All India Poultry Development and Services Private Limited

7 Venkateshwara Foods & Feeds (Firm)

11. Previous year's figures have been regrouped/recast/rearranged wherever necessary in order to conform to current year's presentation.


Mar 31, 2014

1. BUSINESS ACQUISITION

With an aim to consolidate poultry operations in Northern India, thereby increasing operational efficiency due to synergy and to strengthen the geographical presence of the Company in Northern India, during the year under report, the Company has acquired North based poultry and packaging divisions o< Venkateshwara Hatcheries Private Limited (articulated as ''North Poultry Division'' or ''NPD'', ''North Packaging Division'' or ''NPAD'') situated at Naraingarh - Haryana, Nalagarh - Himanchal Pradesh and Ludhiana - Punjab with effect from 31st March, 2014 (''the effective date''). These divisions are engaged into production of commercial layer chicks and packing boxes for day old chicks and eggs. The aggregate cost o acquisition is around Rupees 7,501.82 Lacs and the same will be completed by using a combination ol slump sale and itemized sale methods.

The total purchase consideration agreed for the business transfer by way of slump sale is Rupees 4,166 Lacs. Pursuant to business transfer, the Company has valued land, buildings and plant & machinery b- an independent value as at the effective date of transfer for the purpose of allocation of purchase consideration. The goodwill arising on acquisition of NPD and NPAD amounting to Rupees 1,584.66 Lacs has been treated as an intangible asset. The details of assets purchased and liabilities acquirec on said business acquisition by way of slump sale are as follows.


Mar 31, 2013

1.1.1 DERIVATIVE FINANCIAL INSTRUMENTS AND UNHEDGED FOREIGN CURRENCY EXPOSURE

In line with the Company''s risk management policy, the various financial risks mainly relating to changes in the exchange rates and interest rates are hedged by the Company using a cross currency swaps.

a. Particulars of the derivative contracts entered into for hedging purpose outstanding at the balance sheet date :

(b) Plan description : Gratuity and Compensated absences plan

(i) Gratuity (Funded)

The Company makes annual contributions to the Gratuity Fund managed by ICICI Prudential Life Insurance Company Ltd, a funded defined benefit plan for qualifying employees. The scheme provides for lumpsum payment to vested employees at retirement, death while in employment or on termination of employment of an amount equivalent to 15 days salary payable for each completed year of service or part thereof in excess of 6 months. Vesting occurs only upon completion of 5 years of service, except in case of death or permanent disability. The present value of the defined benefit obligation and the related current service cost are measured using the projected unit credit method with actuarial valuation being carried out at balance sheet date by an independent actuary appointed by the Company.

(ii) Compensated absences (Non Funded)

The present value of the defined benefit obligation and the related current service cost are measured using the projected unit credit method with actuarial valuation being carried out at balance sheet date by an independent actuary appointed by the Company.

2 SEGMENT REPORTING Business segments

The primary segment reporting format is determined to be business segments as the Company''s risk and rate of return are affected predominantly by differences in the products produced. Secondary information is reported geographically. The operating businesses are organised and managed separately according to the nature of the products, with each segment representing a strategic business unit that offers different products and serves different markets.

The "Poultry and poultry products" segment produces and sells Chicks, Grownup commercial broiler and layer, processed chicks, S.P.F. Eggs, poultry feed and other miscellaneous poultry products. The " Animal Health Products" segments produces and sells medicines and other health products for birds. The "Oilseed segment" produces and sells edible refined Soya oil and Soya de-oiled cake.

Transfer prices between segments are measured on the basis of price charged for inter segment transfers.

Segment revenue includes transfer between inter segments. Those transfers are eliminated in total revenue.

Corporate Expenses are allocated to other segments at cost.

Geographical segments

The Company''s secondary segments are the geographic distribution of activities. Revenue and receivables are specified by location of customers while the other geographic information is specified by the location of the assets.

3 RELATED PARTIES DISCLOSURES

I. NAMES OF RELATED PARTIES AND DESCRIPTION OF RELATIONSHIP

a. Key Management Personnel and their relatives

1 Mrs. Anuradha J. Desai

2 Mr. B. Venkatesh Rao

3 Mr. B. Balaji Rao

4 Mr. Jitendra M. Desai

b. Where control exists Party that exercises control

1 Venkateshwara Hatcheries Private Limited - Holding Company

c. Fellow subsidiaries where transactions have taken place during the year

1 Eastern Hatcheries Private Limited

2 Bala Industries and Entertainment Private Limited

d. Enterprises over which Key Management Personnel and their relatives have significant influence and enterprises having a Key Management Personnel in common where transactions have taken place during the year

1 Venco Research and Breeding Farm Private Limited

2 Uttara Foods and Feeds Private Limited

3 B. V. Bio-Corp Private Limited

4 Venkateshwara Research and Breeding Farm Private Limited

5 Uttara Impex Private Limited

6 All India Poultry Development and Services Private Limited

7 Venkateshwara Foods & Feeds (Firm)

4 Previous year''s figures have been regrouped/recast/rearranged wherever necessary in order to conform to current year''s presentation.


Mar 31, 2012

(a) Terms, rights and restrictions attached to equity shares

The Company has only one class of equity shares having a par value of Rupees 10/- per share.

Each shareholder is entitled to vote in proportion to his share of the paid up equity capital of the Company except upon voting by "Show of hands" where one shareholder is entitled to one vote.

The Company declares and pays dividend in Indian Rupees.

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 in proportion to their shareholdings.

(b) There are no shares reserved for issue under options or contracts/commitments for the sale of shares/ disinvestment as at 31 March 2012 and 31 March 2011.

(c) The Company has neither allotted any shares as fully paid up pursuant to contracts without payments being received in cash or by way of bonus shares nor bought back any shares for the period of five years immediately preceding 31 March 2012 or 31 March 2011.

(d) The Company do not have any securities convertible into equity or preference shares as at 31 March 2012 and 31 March 2011.

(e) For the year ended 31 March 2011, the amount of per share dividend recognized as distribution to equity shareholders was Rupees 5/- towards final dividend. The total dividend appropriation for the year ended 31 March 2011 amounted to Rupees 545.76 lakhs including dividend distribution tax of Rupees 76.18 lakhs.

(f) The Board of Directors, in it's meeting on 29 May 2012, declared final dividend of Rupees 5/- per equity share. The total dividend appropriation for the year ended 31 March 2012 amounts to Rupees 545.76 Lakhs including dividend distribution tax of Rupees 76.18 Lakhs. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

Details of securities, terms of repayments and rate of interest :

(i) Rupee loan (Secured) :

Rupee term loan carries an interest rate of sum of base rate as increased by appropriate term premia and spread per annum, subject to minimum rate of ICICI bank base rate 2.25%. The payment of interest shall be subject to statutory levies, if any. The loan is repayable in 9 half yearly equal instalments commencing from 25 March 2012. The loan is secured by an exclusive mortgage of land and buildings located at village Dikadla, Tehsil Samalkha, Dist. Panipat, State Haryana, plot no. 55, Sansarpur terrace, Dist. Kangra, State Himachal Pradesh and village Laider, Tehsil Bara, District Allahabad, State Uttar Pradesh and by way of hypothecation of movable fixed assets acquired / to be acquired out of said loan at these locations.

(ii) External commercial borrowings (Secured) :

The Company has availed External commercial borrowing (ECB) from ICICI bank into two tranches for financing its expansion plans. ECB is repayable in 11 half yearly predetermined installments commencing from 03 April 2013 and is denominated in US$. It carries an interest rate of 6 month USD LIBOR plus 4.5 percent Taking into considerations, the currency risks in the cash flows arising out of fluctuations of USD LIBOR rates and also the currency fluctuations, the Company has entered into hedge agreements with its bankers. As per the hedge agreements, the effective rate of interest is fixed at 12% and 12.60% p.a. respectively for two tranches. Further the repayment of said liability in respect of the ECB is also fixed at predetermined exchange rate pursuant to the hedge agreements. ECB is secured by an exclusive mortgage of land, buildings and immovable plant and machinery at Processing plant situated at Baur Kamshet, Pune, Feed Mill and Oilseed plant at Solapur, poultry farm at village Bhigwan and SPF plant at Pasure Bhor. Further ECB is secured by an exclusive hypothecation of movable assets of the company acquired/to be acquired from the loan facilities extended by the bank.

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

Contingent liabilities

Claims against the company not acknowledged as debt;

Income-tax matters in dispute 10.84 10.84

Non agriculture tax in dispute 4.24 4.24

Sales tax demands in dispute 219.14 181.63

Electricity demands in dispute 186.89 5.41

Labour wages in dispute 148.39 130.09

Other demands in dispute 40.77 40.77

Commitments

Estimated amount of contracts remaining to be executed on 1,454.66 1,771.02 capital account and not provided for (net of advances)

1.1.1 DERIVATIVE FINANCIAL INSTRUMENTS AND UNHEDGED FOREIGN CURRENCY EXPOSURE

In line with the Company's risk management policy, the various financial risks mainly relating to changes in the exchange rates and interest rates are hedged by the Company using a cross currency swaps.

(b) Plan description : Gratuity and Compensated absences plan

(i) Gratuity (Funded)

The Company makes annual contributions to the Gratuity Fund managed by ICICI Prudential Life Insurance Company Ltd, a funded defined benefit plan for qualifying employees. The scheme provides for lumpsum payment to vested employees at retirement, death while in employment or on termination of employment of an amount equivalent to 15 days salary payable for each completed year of service or part thereof in excess of 6 months. Vesting occurs only upon completion of 5 years of service, except in case of death or permanent disability. The present value of the defined benefit obligation and the related current service cost are measured using the projected unit credit method with actuarial valuation being carried out at balance sheet date by an independent actuary appointed by the Company.

(ii) Compensated absences (Non Funded)

The present value of the defined benefit obligation and the related current service cost are measured using the projected unit credit method with actuarial valuation being carried out at balance sheet date by an independent actuary appointed by the Company.

(d) The estimates of future salary increases, considered in actuarial valuation, taking into account inflation, seniority, promotion and other relevant factors.

2 SEGMENT REPORTING Business segments

The primary segment reporting format is determined to be business segments as the Company's risk and rate of return are affected predominantly by differences in the products produced. Secondary information is reported geographically. The operating businesses are organised and managed separately according to the nature of the products, with each segment representing a strategic business unit that offers different products and serves different markets.

The "Poultry and poultry products" segment produces and sells Chicks, Grownup commercial broiler and layer, processed chicks, S.P.F. Eggs, poultry feed and other miscellaneous poultry products. The " Animal Health Products" segments produces and sells medicines and other health products for birds. The "Oilseed segment" produces and sells edible refined Soya oil and Soya de-oiled cake.

Transfer prices between segments are measured on the basis of price charged for inter segment transfers.

Segment revenue includes transfer between inter segments. Those transfers are eliminated in total revenue.

Corporate Expenses are allocated to other segments at cost.

Geographical segments

The Company's secondary segments are the geographic distribution of activities. Revenue and receivables are specified by location of customers while the other geographic information is specified by the location of the assets.

B. Secondary Segment Information: Geographical segments

The Company's secondary segments are the geographic distribution of activities. Revenue and receivables are specified by location of customers while the other geographic information is specified by the location of the assets. Since all the assets are located in India and revenue from customers located out of India are less than 10% of total revenue, there are no reportable geographical segments.

3 RELATED PARTIES DISCLOSURES

I NAMES OF RELATED PARTIES AND DESCRIPTION OF RELATIONSHIP

a . Key Management Personnel and their relatives

1 Mrs. Anuradha J. Desai

2 Mr. B. Venkatesh Rao

3 Mr. B. Balaji Rao

4 Mr. Jitendra M. Desai

b. Party that exercises control

Venkateshwara Hatcheries Private Limited - Holding Company

c. Enterprises over which Key Management Personnel and their relatives have significant influence and enterprises having a Key Management Personnel in common where transactions have taken place during the year

1 Venco Research and Breeding Farm Private Limited

2 Uttara Foods and Feeds Private Limited

3 BV Bio-Corp Private Limited

4 Venkateshwara Research and Breeding Farm Private Limited

5 Uttara Dairy & Foods Products Private Limited

6 Eastern Hatcheries Private Limited

7 Bala Industries and Entertainment Private Limited

8 Venkateshwara Engineering Industries Private Limited

9 Uttara Impex Private Limited

10 All India Poultry Development and Services Private Limited

11 Venkateshwara Foods & Feeds (Firm)


Mar 31, 2011

As at As at 31st March, 2011 31st March, 2010 Rs. in Lakhs Rs. in Lakhs

1 Contingent Liabilities

a) Income-tax matters in dispute 10.84 10.84

b) Non agriculture tax in dispute 4.24 4.24 Net of tax 2.83 2.80

c) Sales tax demands in dispute 181.63 262.85

Net of tax 121.30 173.51 (Including demand of Rs. 46.88 lakhs guaranteed by bank)

d) Labour wages in dispute 130.09 66.27

Net of tax 86.88 43.74

e) Bank Guarantee 118.44 168.73

f) Others 46.18 37.14

Installed capacity is as certified by the management and accepted by the auditors, being a technical matter.

The installed capacities have been stated on triple shift basis except for the Animal Health Products and Health Care Division which have been stated on a single shift basis.

Unless otherwise stated, actual production does not include production meant for captive consumption.

* * Excluding chicks hatched / Nutritional health products processed for others

2 Related Parties Disclosures

I Names of related parties and description of relationship

A. Key Management Persons and relatives

1 Mrs. Anuradha J. Desai

2 Mr. B. Venkatesh Rao

3 Mr. B. Balaji Rao

4 Mr. Jitendra M. Desai

B. Where Control Exists

Venkateshwara Hatcheries Private Limited - Holding Company

C. Enterprises Over Which Key Management Person Have Significant Influence And Enterprises Having A Key Management Person In Common Where Transactions Have Taken Place During The Year

1 Venco Research and Breeding Farm Private Limited

2 Uttara Foods and Feeds Private Limited

3 BV Bio-Corp Private Limited

4 Venkateshwara Research and Breeding Farm Private Limited

5 Uttara Dairy & Foods Products Private Limited

6 Eastern Hatcheries Private Limited

7 Bala Industries and Entertainment Private Limited (Formerly known as V J Equipments Private Limited)

8 Venkateshwara Engineering Industries Private Limited (Formerly known as V R Equipments Limited)

9 Uttara Impex Private Limited

10 All India Poultry Development and Services Private Limited

11 Venkateshwara Foods & Feeds (Firm)

3 Employee Benefits

(a) Disclosure in respect of defined contribution plans.

Payments to and provisions for employees includes Rs. 330.36 lakhs (Previous year Rs. 292.00 lakhs) recognized as an expense in respect of defined contribution plans.

(b) Plan Description

The Company makes annual contributions to the Gratuity Fund managed by ICICI Prudential Life Insurance Company Ltd, a funded defined benefit plan for qualifying employees. The scheme provides for lumpsum payment to vested employees at retirement, death while in employment or on termination of employment of an amount equivalent to 15 days salary payable for each completed year of service or part thereof in excess of 6 months. Vesting occurs only upon completion of 5 years of service, except in case of death or permanent disability. The present value of the defined benefit obligation and the related current service cost are measured using the projected unit credit method with actuarial valuation being carried out at balance sheet date.

4 Under Micro, Small and Medium Enterprises Development Act, 2006 which came into force from 2 October 2006, certain disclosures are required to be made relating to Micro, Small & Medium Enterprises. Accordingly, information relating to disclosure under the said Act has been given only to the extent such information is readily available with the Company. This information has been relied upon by the auditors.

5 Capital work in progress includes an amount of Rs. 200 lakhs which represents advances paid to builders for purchase of properties. The agreements in respect of the above are yet to be executed.

6 There are no amounts due and outstanding to be credited to Investors Education and Protection Fund.

7 Approval is due by the shareholders in the forthcoming Annual General Meeting with respect to donation of Rs. 126.53 lakhs which is higher than the approved limit of Rs. 100 lakhs.

8 Previous year's figures have been regrouped / recast / rearranged wherever necessary in order to conform to current year's presentation.

 
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