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Notes to Accounts of Zenith Birla (India) Ltd.

Mar 31, 2015

1. There is no Shareholder holding more than 5% share of total share capital

2. 2,16,20,529 Equity Shares out of the Issued, Subscribed and Paid up Share capital(2,16,20,529) were allotted as Bonus Share in the last five years by capitalisation of Securities Premium and Reserves.

3. 1,36,70,315 Equity Shares out of the Issued, Subscribed and Paid up Share capital (1,36,70,315) were allotted during the last five years pursuant to a scheme of amalgamation without payment being received in cash.

4. 5,59,17,060 Equity Shares out of the Issued, Subscribed and Paid up Share capital (5 59 17 060) were allotted in the last five years on conversion /exercise of warrants and against Global Depository Receipts.

5. On 10-01-2011 the Company issued 1,08,10,000 Convertible Equity Share Warrants which were convertible into 1 Equity Share of Rs. 10 each at a price calculated in accordance with SEBI regulation. 25% of the issue price was payable at the time of allotment of warrants and the balance 75% at the time of allotment of Equity Shares. On 25-03-2011, 15,60,000 warrants were converted into Equity Shares.

(Rs. in Lacs) As at As at 31 March, 31 March, 2015 2014 6. Contingent Liabilities and Commitments (to the extend not provided for) Guarantees given by the Bank on behalf of the Company

Estimated amount of Contracts remaining to be executed on Capital Account and not provided for (net of advances)

Non provision of interest post NPA claims not acknowledged as debts 5,821.25 2,551.72

TOTAL 5,821.25 2,551.72

7. The title deeds for land (freehold and leasehold), building, residential flats, licenses, agreements, loan documents, and some of the bank accounts etc. are in the process of being transferred in the name of the Company on amalgamation of Tungabhadra Holdings Private Limited. Stamp duty and other levies arising out of the Scheme of Amalgamation, if any, shall be accounted on determination and completion of transfer formalities.

8. The outflow of the resources in respect of pending disputed matters in respect of Sales Tax and Excise Duty would depend on the ultimate outcome of the disputes lying before various authorities amounting to Rs. 294.11 lacs (previous year Rs. 294.11 lacs) however company has made the provision to the full extent. The Company has taken legal and other steps necessary to protect its position in respect of these claims.

9. Disclosure pursuant to Accounting Standard AS-15 "Employee Benefits"

A. The Company has recognized Rs. 134.94 lacs (Previous Year Rs. 105.16 lacs) in the statement of Profit and Loss for the year ended 31st March, 2015 under Defined Contribution Plan.

B. Defined Benefit Plans:

Contribution to Gratuity:

Provision for Gratuity has been made in the accounts based on an actuarial valuation carried out at the close of the year. The

10. (i) Assignment of Debts under Short Term loans and Advances represents debts for which the Company has entered into deeds of assignment for transfer of debts outstanding and receivable by the Company, to the purchaser of the debts.

(ii) In the opinion of the Board, Current Assets, Loans and Advances have a value on realisation in the ordinary course of business at least equal to the amount at which they are stated.

11. The Company has recognised exchange differences arising on long term foreign currency monetary items in line with para 46 of Accounting Standard 11, inserted vide notification No. 43R 22E dated 31st March, 2009 as per Companies (Accounting Standard) Amendment Rules, 2009 and further notification dated 29th December, 2011.

Pursuant to the above, effect of exchange difference on long term foreign currency monetary items, so far as they relate to acquisition of depreciable capital assets, have been adjusted to the cost of such assets and depreciated over their remaining useful lives. Accordingly net exchange loss relating to the financial year 2014-15 amounting to Rs. 55.03 lacs, has been adjusted to the cost of fixed assets.

There are no long term foreign currency monetary items which require exchange differences to be amortised.

12. In accordance with Accounting Standard - 17 "Segment Reporting", segment information has been given in the consolidated financial statement of the Company and therefore, no separate disclosure on segment information is given in these financial statements.

13. Balances of sundry Creditors, Debtors, Loans and advances, deposits etc. are as per books of accounts in absence of confirmation and reconciliation thereon.

14. The company has declared a lockout at its Khopoli Unit since November. 2013

15. The company has not provided interest to the extent of Rs. 58.22 crores on certain bank outstanding which were classified as non-performing assets during the previous year.

16. Consortium of banks led by State Bank of India has taken action under Securitisation and reconstruction of financial assets and enforcement of Security interest Act 2002 in February,20l4 and called upon the company to repay the amount of Rs 193.19 Crores towards the dues as on 31.01.2014 within sixty days. Thereafter the consortium of banks have taken symbolic possession on 29.05.2014 of the immovable assets at the Khopoli unit.

17. Interest amounting to Rs. 7.06 crores on ICD's given by the company is not considered as income due to realisability not being certain.

18. Debit balances aggregating Rs. 56.19 crores considered unrealizable have been written off as a prudent measure

19. Exceptional item of Rs 6.52 Crores relate to writeoff of advance for discontinued project.

20. The accumulated losses till 31st March, 2015, has exceeded the share capital value including other reserves, thereby the net worth of the company has been completely eroded. However on account of strategic understanding with suppliers/customers the company is on the revival mode and is operating some of the units. In view of the same the going concern concept holds good.

21. Corresponding previous figures have been regrouped/recast and reclassified to make them comparable.


Mar 31, 2014

1. The title deeds for land (freehold and leasehold), building, residential flats, licenses, agreements, loan documents, and some of the bank accounts etc. are in the process of being transferred in the name of the Company on amalgamation of Tungabhadra Holdings Private Limited. Stamp duty and other levies arising out of the Scheme of Amalgamation, if any, shall be accounted on determination and completion of transfer formalities.

2. The outflow of the resources in respect of pending disputed matters in respect of Sales Tax and Excise Duty would depend on the ultimate outcome of the disputes lying before various authorities amounting to Rs. 294.11 lacs (previous year Rs. 294.11 lacs) however company has made the provision to the full extent. The Company has taken legal and other steps necessary to protect its position in respect of these claims.

3. Disclosure pursuant to Accounting Standard AS-15 "Employee Benefits"

A. The Company has recognized Rs. 105.16 lacs (Previous Year Rs. 71.70 lacs) in the statement of Profit and Loss for the year ended 31st March, 2014 under Defined Contribution Plan.

B. Defined Benefit Plans:

Contribution to Gratuity:

Provision for Gratuity has been made in the accounts based on an actuarial valuation carried out at the close of the year. The Company does not have any funding arrangement and the liability is discharged to the employees in the year of retirement / cessation of employment.

4. (i) Assignment of Debts under Short Term loans and Advances represents debts for which the Company has entered into deeds of assignment for transfer of debts outstanding and receivable by the Company, to the purchaser of the debts. (ii) In the opinion of the Board, Current Assets, Loans and Advances have a value on realisation in the ordinary course of business at least equal to the amount at which they are stated.

5. During the year 2006-07 the Company made a Follow on Public Issue and consequently raised an amount of Rs. 13,100 Lacs.

The shareholders of the company at the Annual General Meeting held on 17th September, 2012 approved variation in utilisation of follow on public offer proceeds, so that the company can also utilize the proceeds for. Manufacturing of SAW & ERW pipes at Chennai or at such other locations may be decided by the Board. Out of Rs. 13500 1acs, Rs. 8036 lacs will be utilized from the unutilized proceeds of public issue and balance Rs. 5464 lacs will be from unutilized proceeds of GDR issue. The detail of utilization of proceeds of Rs. 13500 lakh is given hereunder:

6 Disclosures in respect of Derivatives Instruments:

i) Derivative Instruments Outstanding as on 31st March, 2014 Rs. Nil

Foreign Currency Exposure that are not hedged by forward contracts as at 31st March, 2014.

7 The Company has recognised exchange differences arising on long term foreign currency monetary items in line with para 46 of Accounting Standard 11, inserted vide notification No. 43R 22E dated 31st March, 2009 as per Companies (Accounting Standard) Amendment Rules, 2009 and further notification dated 29th December, 2011.

Pursuant to the above, effect of exchange difference on long term foreign currency monetary items, so far as they relate to acquisition of depreciable capital assets, have been adjusted to the cost of such assets and depreciated over their remaining useful lives. Accordingly, net exchange loss relating to the financial year 2013-14 amounting to Rs. 213.56 lacs, has been adjusted to the cost of fixed assets.

There are no long term foreign currency monetary items which require exchange differences to be amortised.

8 In accordance with Accounting Standard - 17 "Segment Reporting", segment information has been given in the consolidated financial statement of the Company and therefore, no separate disclosure on segment information is given in these financial statements.

9 Balances of Sundry Creditors, Debtors, Loans and advances, deposits etc. are as per books of accounts in absence of confirmation and reconciliation thereon.

10.The company has declared a lockout of its khopoli unit in November, 2013.

11. After a detailed assesment,the compnany has written off old and damaged stock aggregating to Rs. 20.02 crores, lying at various units of the company, as realisable value had significantly eroded.

12. The companyhas not provided interest to the extent of Rs. 25.52 crores on certain bank outstanding which were classified as non performing assets during the year.

13. Consortium of banks led by State Bank of India has taken action under Securitisation & Reconstruction of Financial Assets and Enforcement of Security Interest Act, 2002 in February 2014 and called upon the company to repay the amount of Rs.193.19 crores towards the dues as on 31.01.2014, within 60 days.Thereafter,the consortium of banks have taken symbolic possession on 29.05.2014 of the immovable assets at the khopoli unit.

14. Interest amounting to Rs. 8.77 crores on ICDs given by the company is not considered as income due to realisability not being certain.

15. Debit balance aggregating Rs. 47.00 crores, considered unrealisable have been written off as a prudent measure.

16. Exceptional item of Rs. 56.02 crores relate to write off of the advances of discontinued projects.

17. Corresponding Previous year figures have been regrouped / recast and reclassified wherever necessary to make them comparable.


Mar 31, 2013

1. The title deeds for land (freehold and leasehold), building, residential flats, licenses, agreements, loan documents, and some of the bank accounts etc. are in the process of being transferred in the name of the Company on amalgamation of Tungabhadra Holdings Private Limited. Stamp duty and other levies arising out of the Scheme of Amalgamation, if any, shall be accounted on determination and completion of transfer formalities.

2. The outflow of the resources in respect of pending disputed matters in respect of Sales Tax and Excise Duty would depend on the ultimate outcome of the disputes lying before various authorities amounting to Rs. 294.11 lacs (previous year Rs. 478.50 lacs). however company has made the provision to the ful extent. The Company has taken legal and other steps necessary to protect its position in respect of these claims.

3. Disclosure pursuant to Accounting Standard AS-15 "Employee Benefits"

A. The Company has recognized Rs. 71.70 lacs (Previous Year Rs. 86.67 lacs) in the statement of Profit and Loss for the year ended 31st March, 2013 under Defined Contribution Plan.

B. Defined Benefit Plans:

Contribution to Gratuity:

Provision for Gratuity has been made in the accounts based on an actuarial valuation carried out at the close of the year. The Company does not have any funding arrangement and the liability is discharged to the employees in the year of retirement / cessation of employment.

4. (i) Assignment of Debts under Short Term loans and Advances represents debts for which the Company has entered into deeds of assignment for transfer of debts outstanding and receivable by the Company, to the purchaser of the debts.

(ii) In the opinion of the Board, Current Assets, Loans and Advances have a value on realisation in the ordinary course of business at least equal to the amount at which they are stated.

5. During the year 2006-07 the Company made a Follow on Public Issue and consequently raised an amount of Rs. 13100 Lacs.

The shareholders of the company at the Annual General Meeting held on 17th September, 2012 approved variation in utilisation of follow on public offer proceeds, so that the company can also utilize the proceeds for. Manufacturing of SAW & ERW pipes at Chennai or at such other locations may be decided by the Board. Out of Rs. 135001acs, Rs. 8036 lacs will be utilized from the unutilized proceeds of public issue and balance Rs. 5464 lacs will be from unutilized proceeds of GDR issue. The detail of utilization of proceeds of Rs. 13500 lakh is given hereunder:

6. The Company has recognised exchange differences arising on long term foreign currency monetary items in line with para 46 of Accounting Standard 11, inserted vide notification No. 43R 22E dated 31st March, 2009 as per Companies (Accounting Standard) Amendment Rules, 2009 and further notification dated 29th December, 2011.

Pursuant to the above, effect of exchange difference on long term foreign currency monetary items, so far as they relate to acquisition of depreciable capital assets, have been adjusted to the cost of such assets and depreciated over their remaining useful lives. Accordingly, net exchange loss relating to the financial year 2012-13 amounting to Rs. 170.30 lacs, has been adjusted to the cost of fixed assets.

There are no long term foreign currency monetary items which require exchange differences to be amortised.

7. Bank Balance includes Rs. 7889.29 lacs with a bank for which statement of accounts/confirmation as at 31/03/2013 is awaited.

8. In accordance with Accounting Standard – 17 "Segment Reporting", segment information has been given in the consolidated financial statement of the Company and therefore, no separate disclosure on segment information is given in these financial statements.

9. Previous year figures have been reclassified to conform to this year''s classification.


Mar 31, 2012

1.1 2,16,20,529 Equity Shares out of the Issued, Subscribed and Paid up (2,16,20,529) Share capital were allotted as Bonus Share in the last five years by capitalization of Securities Premium and Reserves.

1.2 1,36,70,315 Equity Shares out of the Issued, Subscribed and Paid (1,36,70,315) up Share capital were allotted during the last five years pursuant to a scheme of amalgamation without payment being received in cash.

1.3 5,59,17,060 Equity Shares out of the Issued, Subscribed and Paid (5,59,17,060) up Share capital were allotted in the last five years on conversion/exercise of warrants and against Global Depository Receipts.

1.4 On 10-01-2011 the Company issued 1,08,10,000 Convertible Equity Share Warrants which were convertible into 1 Equity Share of Rs. I0 each at a price calculated in accordance with SEBI regulation. 25% of the issue price was payable at the time of allotment of warrants and the balance 75% at the time of allotment of Equity Shares. On 25-03-2011, 15.60.000 warrants were converted into Equity Shares. The remaining 92.50.000 warrants are convertible into Equity Share before 09-07-2012.

Note:

Term Loan from Axis Bank Ltd. is secured by mortgage of property located at 2nd Floor, Bldg., No. 2, Vedant Commercial Complex, Vartak Nagar, Thane (W) Including all rent receivable from the said property.

Term Loan from Foreign Institution is secured by

(i) First charge (hypothecation) of all movable assets, including Plant and Machinery purchased out of this Term Loan with a second charge of these assets to existing working capital bankers, and

(ii) Second charge (hypothecation) on overall existing movable and immovable assets including Plant and Machinery.

(*) There are no Micro and Small enterprises to whom the Company owes amounts which are outstanding as at 31st March 2012. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 (MSME) has been determined on the basis of and to the extent information is available with the Company. No interest is paid / payable during the year to any enterprise registered under the MSME.

* includes Rs. 410 lacs advances against sales of land, Rs. 253.83 lacs Export obligation steel etc.

There is no amount due and outstanding as on 31st March, 2012, to be credited to Investors Education and Protection Fund.

SHORT TERM PROVISIONS

* includes Rs. 64.63 lacs provision for interest on dividend tax

Buildings include (a) Ownership Flats, Roads, Drains and Pipelines and cost of shares in cooperative housing societies.

(b) Rs. 0.91 lac (previous year Rs. 0.91 lacs) being the cost of two flats on 30 years lease for which the Society is yet to be formed.

(c) Refer Note No. 33 is regard to pending transfer of title.

* includes Rs. 2141.05 lacs assignment of debts and Rs. 1775 lacs advances recoverable etc.

2. The title deeds for land (freehold and leasehold), building, residential flats, licenses, agreements, loan documents, and some of the bank accounts etc. are in the process of being transferred in the name of the Company on amalgamation of Tungabhadra Holdings Private Limited. Stamp duty and other levies arising out of the Scheme of Amalgamation, if any, shall be accounted on determination and completion of transfer formalities.

3. The outflow of the resources in respect of pending disputed matters in respect of Sales Tax and Excise Duty would depend on the ultimate outcome of the disputes lying before various authorities amounting to Rs. 478.50 lacs (previous year Rs. 491.39 lacs). The Company has taken legal and other steps necessary to protect its position in respect of these claims.

4. Disclosure pursuant to Accounting Standard AS-15 "Employee Benefits"

A. The Company has recognized Rs. 86.67 lacs (Previous Year Rs. 74.94 lacs) in the statement of Profit and Loss for the year ended 3Ist March, 20I2 under Defined Contribution Plan.

B. Defined Benefit Plans:

Contribution to Gratuity:

Provision for Gratuity has been made in the accounts based on an actuarial valuation carried out at the close of the year. The Company does not have any funding arrangement and the liability is discharged to the employees in the year of retirement / cessation of employment.

Note: Related Party relationship is as identified by the Company based on available information and relied upon by the auditors.

5. (i) Assignment of Debts under Short Term loans and Advances represents debts for which the Company has entered into deeds of assignment for transfer of debts outstanding and receivable by the Company, to the purchaser of the debts.

(ii) In the opinion of the Board, Current Assets, Loans and Advances have a value on realization in the ordinary course of business at least equal to the amount at which they are stated.

6. During the year 2006-07 the Company made a Follow on Public Issue and consequently raised an amount of Rs. 120.95 Crore.

Pending full utilization, the balance amount is held in Current/Fixed deposit /loan accounts.

7. Disclosures in respect of Derivatives Instruments:

i) Derivative Instruments Outstanding as on 31st March, 2011 Rs. Nil

ii) Foreign Currency Exposure that are not hedged by forward contracts as at 31st March, 2012.

8. The Company has recognized exchange differences arising on long term foreign currency monetary items in line with para 46 of Accounting Standard II, inserted vide notification No. 43R 22E dated 3Ist March, 2009 as per Companies (Accounting Standard) Amendment Rules, 2009 and further notification dated 29th December, 2011.

Pursuant to the above, effect of exchange difference on long term foreign currency monetary items, so far as they relate to acquisition of depreciable capital assets, have been adjusted to the cost of such assets and depreciated over their remaining useful lives. Accordingly, net exchange loss relating to the financial year 2011-12 amounting to Rs. 387.82 lacs, has been adjusted to the cost of fixed assets.

There are no long term foreign currency monetary items which require exchange differences to be amortized.

9. In accordance with Accounting Standard - 17 "Segment Reporting", segment information has been given in the consolidated financial statement of the Company and therefore, no separate disclosure on segment information is given in these financial statement.

10. The financial statement for the year ended 31st March, 2011 had been prepared as per the applicable, pre-revised Schedule VI to the Companies Act, 1956. Consequent to the notification under the Companies Act. 1956, the financial statements for the year ended 31st March, 2012 are prepared under the revised Schedule VI. Accordingly, the previous year figures have also been reclassified to conform to this year's classification.

* includes Rs. 2141.05 lacs assignment of debts and Rs. 1775 lacs advances recoverable etc.

11. Contingent Liabilities and Commitments (to the extend not provided for)

1. Guarantees given by the Bank on behalf of the Company 3,973.60 1,098.11

2. Estimated amount of Contracts remaining to be executed on Capital Account and not provided for (net of advances) 4,151.43 3,926.00

TOTAL 8,125.03 5,024.11

Note: -

a) Item No. 3 to 5 are translated at exchange rate as on 31st March, 2012 - US Dollars = Rs. 51.16.

b) Item No. 6 to 10 are translated at annual average exchange rate - US Dollars = Rs. 47.90.


Mar 31, 2010

(Rs.In Lacs)

March 31, March 31, 1. Contingent Liabilities not provided for 2010 2009 in respect of :-

a) Disputed Sales Tax Demands - 12.49

2. Estimated amount of contracts remaining to be executed on capital account - Net of Advance 2099.69 2423.79

3. The charge by way of hypothecation of inventories in favour of Bankers also extends to the guarantees aggregating to Rs. 31 lacs (previous year Rs. 1743.53 lacs) given by the Bank on behalf of the Company.

4. The outflow of the resources in respect of pending disputed matters in respect of Sales Tax and Excise Duty would depend on the ultimate outcome of the disputes lying before various authorities amounting to Rs. 491.39 lacs (previous year Rs. 491.39 lacs). The Company has taken legal and other steps necessary to protect its position in respect of these claims.

5. There are no Micro and Small enterprises to whom the Company owes amounts which are outstanding as at 31 st March 2010. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 (MSME) has been determined on the basis of and to the extent information is available with the Company. No interest is paid / payable during the year to any enterprise registered under the MSME.

6. Scheme of Arrangement between Birla Precision Technologies Limited (BPTL) and Tungabhadra Holdings Private Limited (THPL) with Zenith Birla (India) Limited ("the Company").

In accordance with the Scheme of Arrangement (the Scheme) between the Company with BPTL and THPL as approved by the members, at a court convened meeting held on May 29, 2009, the Honorable High Court of Judicature at Mumbai, vide its Order dated, January 8, 2010, sanctioned the following:

(a) (i) The Tool Division of the Company, being all its assets and properties, both movable and immovable, industrial and other licenses, trademarks, all other interests, rights and powers of every kind, etc., and all its debts, liabilities, duties and obligations, has been transferred to and vested in BPTL retrospectively with effect from April 01,2008 (the appointed date). The Scheme has accordingly been given effect to in these accounts.

(ii) On account of the said demerger the Company has transferred all the assets and liabilities of the Tool Division to BPTL at their book values as at April 01, 2008. As stipulated in the scheme of Arrangement, difference arising out of this transfer has been adjusted in the following manner:

(a) First against General Reserve Account

(b) Then against Profit and Loss Account

(c) The balance if any, to be debited to the Goodwill Account.

(b) (i) The undertakings of THPL being all its assets and properties, both movable and immovable, industrial and other licenses, trademarks, all other interests, rights and powers of every kind, etc., and all its debts, liabilities, duties and obligations, has been transferred to and vested in the Company retrospectively with effect from April 01,2008 (the appointed date). The Scheme has accordingly been given effect to in these accounts.

The operations of THPL include manufacturing and trading in Steel Pipes.

(ii) The amalgamation of THPL with the Company has been accounted for under the "Pooling of interests" method as prescribed by Accounting Standard (AS-14) under Companies Accounting Standard Rules, 2006. Accordingly, the assets, liabilities and reserves of THPL have been taken over at their book values as at April 01, 2008. As stipulated in the scheme, all reserves of THPL have been transferred to respective reserves of the Company.

(iii) In terms of the scheme, the Equity Shares allotted as above rank for dividend, voting rights and in all other respects, pari-passu with the existing Equity Shares of the Company.

(iv) The income accruing and expenses incurred by THPL during the period from April 01, 2008 to March 31, 2009 resulting in a Net Deficit of Rs.27.20 lacs, has also been incorporated in these accounts. During the period between the appointed date and the effective date (i.e. January 8, 2010), as THPL carried on the existing business in "trust" on behalf of the Company, vouchers, documents, etc, for the period are in the name of THPL. The title deeds for leasehold land, building, residential flats, licenses, agreements, loandocuments, etc., are in the process of being transferred in the name of the Company. Stamp duty and other levies out of the Scheme of Arrangement, if any, shall be accounted on determination and completion of transfer formalities.

7. (i) Advances recoverable in cash or in kind or for value to be received includes:

(a) Rs. 2148.85 lacs (previous year Rs Nil) for which the Company has entered into deeds of assignment for transfer of debts outstanding and receivable by the Company, to the purchaser of the debts.

(b) Rs.9173.23 lacs (previous year Rs 10361.24 lacs) on account of Inter Corporate and Other loans and advances.

(ii) In the opinion of the Board, Current Assets, Loans and Advances have a value on realisation in the ordinary course of business at least equal to the amount at which they are stated.

8. The Company has recognised exchange differences arising on long term foreign currency monetary items in line with para 46 of Accounting Standard 11, inserted vide notification No. 43R 22E dated 31st March, 2009 as per Companies (Accounting Standard) Amendment Rules, 2009.

Pursuant to the above, effect of exchange difference on long term foreign currency monetary items, so far as they relate to acquisition of depreciable capital assets, have been adjusted to the cost of such assets and depreciated over their remaining useful lives. Accordingly, net exchange gain relating to the financial year 2009-10 amounting to Rs. 500.07 lacs, has been adjusted to the cost of fixed assets.

There are no long term foreign currency monetary items which require exchange differences to be amortised.

9. In accordance with Accounting Standard - 17 "Segment Reporting", segment information has been given in the consolidated financial statement of the Company and therefore, no separate disclosure on segment information is given in these financial statement.

10. A. Subsequent to adoption of the Financial Statements by the Board of Directors on 31st May, 2010, the Board has,on 24* June, 2010, decided to recommend dividend for the year 2009-10, resulting in a consequent revision of the Financial Statements to the extent such recommendation of dividend, would have an effect on the Reserves and Surplus and Provisions, for the year ended 31st March, 2010.

B. The Board of Directors have recommended final dividend of Rs. 2/- per share including on 5,43,57,060 Equity Shares represented by 18,11,902 Global Depository Receipts allotted on 28* May, 2010, subject to the approval of the members of the Company at the ensuing Annual General Meeting. This includes Rs. 1.40 per share, as special dividend, for commemorating the Companys Golden Jubilee year.

11. Previous year figures have been re grouped /recast, wherever necessary. In view of the demerger of the Tools division and amalgamation of THPL the figures of current year are not comparable with corresponding figures of previous year.

12. Significant Accounting Policies followed by the Company are stated in the Annexure "A" appended to the Schedule.

 
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