Notes to Accounts of AGI Greenpac Ltd.

Mar 31, 2025

3.21 Provisions and contingencies

A provision is recognised in the financial statements
where there exists a present obligation as a result
of a past event, the amount of which can be reliably
estimated, and it is probable that an outflow of
resources would be necessitated in order to settle the
obligation. If the effect of the time value of money is
material, provisions are discounted using a current
pre-tax rate that reflects, when appropriate, the risks
specific to the liability. When discounting is used, the
increase in the provision due to the passage of time is
recognised as a finance cost. Provisions are reviewed
at each balance sheet date and adjusted to reflect
the current best estimates. Contingent liabilities
are not recognised but are disclosed in the notes
unless the outflow of resources is considered to be
remote. Contingent assets are neither recognised
nor disclosed in the financial statements.

3.22 Equity, reserves and dividend payments

Equity shares are classified as equity. Incremental
costs directly attributable to the issue of new shares/
buyback of shares are shown in equity as a deduction,
net of tax, from the proceeds.

Retained earnings include current and prior period
retained profits. All transactions with owners of the
Company are recorded separately within equity.

Dividend payable to equity shareholders are included
in other current financial liabilities when the dividends
have been approved in a general meeting prior to the
reporting date.

3.23 Earnings per share

Basic earnings or loss per share are calculated
by dividing the net profit or loss for the period
attributable to equity shareholders by the weighted
average number of equity shares outstanding during
the period. The weighted average number of equity
shares outstanding during the period is adjusted
for events such as bonus issue, bonus element in a
rights issue, buyback, share split, and reverse share
split (consolidation of shares) that have changed
the number of equity shares outstanding, without a
corresponding change in resources.

For the purpose of calculating diluted earnings or
loss per share, the net profit or loss for the period
attributable to equity shareholders and the weighted
average number of shares outstanding during the

period are adjusted for the effects of all dilutive
potential equity shares.

3.24 Fair value measurement

The Company measures financial instruments such
as investments in mutual funds, investment in
certain equity shares etc. at fair value at each balance
sheet date.

Fair value is the price that would be received to
sell an asset or paid to transfer a liability at the
measurement date.

All assets and liabilities for which fair value is
measured or disclosed in the financial statements are
categorised within the fair value hierarchy, described
as follows, based on the lowest level input that is
significant to the fair value measurement as a whole:

» Level 1 — Quoted (unadjusted) market prices in
active markets for identical assets or liabilities

» Level 2 — Valuation techniques for which the
lowest level input that is significant to the fair value
measurement is directly or indirectly observable

» Level 3 — Valuation techniques for which the
lowest level input that is significant to the fair value
measurement is unobservable.

For the purpose of fair value disclosures, the
Company has determined classes of assets and
liabilities on the basis of the nature, characteristics
and risks of the asset or liability and the level of the
fair value hierarchy as explained above.

3.25 Financial instruments

I. Financial assets

a. Initial recognition and measurement

All financial assets are recognised initially at
fair value plus, in case of financial assets not
recorded at fair value through profit or loss,
transaction costs that are attributable to the
acquisition of the financial asset, which are not
at fair value through profit and loss, are added to
fair value on initial recognition. Transaction costs
of financial assets carried at fair value through
profit or loss are expensed in statement of profit
and loss. However, trade receivables that do not
contain a significant financing component are
measured at transaction price.

b. Subsequent measurement

(i) Financial assets carried at amortised cost

A financial asset is subsequently measured at
amortised cost if it is held within a business
model whose objective is to hold the asset in
order to collect contractual cash flows and the

contractual terms of the financial asset give
rise on specified dates to cash flows that are
solely payments of principal and interest on the
principal amount outstanding.

(ii) Financial assets at fair value through other
comprehensive income (FVTOCI)

A financial asset is subsequently measured at fair
value through other comprehensive income if it
is held within a business model whose objective
is achieved by both collecting contractual
cash flows and selling financial assets and the
contractual terms of the financial asset give
rise on specified dates to cash flows that are
solely payments of principal and interest on the
principal amount outstanding.

(iii) Financial assets at fair value through profit or
loss (FVTPL)

A financial asset which is not classified in any
of the above categories are subsequently fair
valued through statement of profit and loss.

c. Impairment of financial assets

(i) The Company assesses on a forward looking
basis the expected credit losses (ECL) associated
with its assets measured at amortised cost
and assets measured at fair value through
other comprehensive income. The impairment
methodology applied depends on whether there
has been a significant increase in credit risk.
Note 45 details how the Company determines
whether there has been a significant increase in
credit risk.

(ii) Investments in subsidiaries, associates and
joint ventures are carried at cost/deemed cost
applied on transition to Ind AS, less accumulated
impairment losses, if any. Where an indication
of impairment exists, the carrying amount of
investment is assessed and an impairment
provision is recognised, if required immediately
to its recoverable amount, being the higher
of value in use or fair value less costs to sell.
On disposal of such investments, difference
between the net disposal proceeds and carrying
amount is recognised in the statement of profit
and loss.

d. De-recognition of financial assets

A financial asset is derecognised when:

- The Company has transferred the right to
receive cash flows from the financial assets or

- Retains the contractual rights to receive
the cash flows of the financial assets, but
assumes a contractual obligation to pay the
cash flows to one or more recipients.

Where the entity transfers the financial asset, it
evaluates the extent to which it retains the risk
and rewards of the ownership of the financial
assets. If the entity transfers substantially
all the risks and rewards of ownership of the
financial asset, the entity shall derecognise
the financial asset and recognise separately as
assets or liabilities any rights and obligations
created or retained in the transfer. If the entity
retains substantially all the risks and rewards of
ownership of the financial asset, the entity shall
continue to recognise the financial asset.

Where the entity has neither transferred a
financial asset nor retains substantially all risks
and rewards of the ownership of the financial
asset, the financial asset is derecognised if the
Company has not retained control of the financial
assets. Where the Company retains control
of the financial assets, the asset is continued
to be recognised to the extent of continuing
involvement in the financial asset.

II. Financial liabilities

a. Initial recognition and subsequent
measurement

All financial liabilities are recognized initially
at fair value and in case of borrowings and
payables, net of directly attributable cost.

Financial liabilities are subsequently carried
at amortized cost using the effective interest
method. For trade and other payables maturing
within one year from the balance sheet date,
the carrying amounts approximate fair value
due to the short maturity of these instruments.
Changes in the amortised value of liability are
recorded as finance cost.

III. Fair value of financial instruments

In determining the fair value of its financial
instruments, the Company uses a variety of
methods and assumptions that are based
on market conditions and risks existing at
each reporting date. The methods used to
determine fair value include discounted cash
flow analysis, available quoted market prices. All
methods of assessing fair value result in general
approximation of value, and such value may vary
from actual realization on future date.

IV. Offsetting of financial instruments

Financial assets and financial liabilities are offset
and the net amount is reported in the balance
sheet if there is a currently enforceable legal right
to offset the recognised amounts and there is an
intention to settle on a net basis, to realise the
assets and settle the liabilities simultaneously.

3.26 Derivative financial instruments

The Company enters into a variety of derivative
financial instruments to manage its exposure to
interest rate and foreign exchange rate risks, including
foreign exchange forward contracts, interest rate
swaps and cross currency swaps. Further details
of derivative financial instruments are disclosed in
note 45.

Derivatives are initially recognised at fair value at the
date the derivative contracts are entered into and
are subsequently re-measured to their fair value at
the end of each reporting period. The resulting gain
or loss is recognised in statement of profit and loss
immediately unless the derivative is designated and
effective as a hedging instrument, in which event
the timing of the recognition in the statement of
profit and loss depends on the nature of the hedging
relationship and the nature of the hedged item.

3.27 Segment reporting

Operating segments are reported in a manner
consistent with the internal reporting provided to
the chief operating decision maker. The Company
has mainly two operating/reportable segments:
Packaging Products segment and Investment
Property segment. In identifying these operating
segments, management generally follows the
company''s service lines representing its main
products and services. Each of these operating
segments is managed separately as each requires
different technologies, marketing approaches and
other resources.

All inter-segment transfers are carried out at arm''s
length prices based on prices charged to unrelated
customers in standalone sales of identical goods
or services.

For management purposes, the Company uses
the same measurement policies as those used in
its financial statements. In addition, unallocated
assets which are not directly attributable to the
business activities of any operating segment are
not allocated to a segment.

3.28 Significant accounting judgements, estimates
and assumptions

The preparation of the Company''s financial
statements requires management to make
judgments, estimates and assumptions that affect
the reported amounts of revenues, expenses, assets
and liabilities, and the accompanying disclosures, and
the disclosure of contingent liabilities. Uncertainty
about these assumptions and estimates could result
in outcomes that require a material adjustment to
the carrying amount of assets or liabilities affected in
future periods.

3.29 Non-Current Assets Held for Sale and
Discontinued operations:

Non-current assets or disposal groups comprising
of assets and liabilities are classified as ''held for sale''
when all the following criteria are met:

(i) Decision has been made to sell,

(ii) The assets are available for immediate sale in its
present condition,

(iii) The assets are being actively marketed and

(iv) Sale has been agreed or is expected to be
concluded within 12 months of the balance
sheet date.

Subsequently, such non-current assets and disposal
groups classified as ''held for sale'' are measured at
the lower of its carrying value and fair value less costs
to sell.

Non-current assets held for sale are not depreciated
or amortised.

Discontinued operation is a component of the
Company that has been disposed of or classified as
held for sale.

3.30 Estimates and assumptions

The key assumptions concerning the future and other
key sources of estimation uncertainty at the reporting
date, that have a significant risk of causing a material
adjustment to the carrying amounts of assets and
liabilities within the next financial year, are described
below. The Company based its assumptions and
estimates on parameters available when the financial
statements were prepared. Existing circumstances
and assumptions about future developments,
however, may change due to market changes or
circumstances arising that are beyond the control
of the Company. Such changes are reflected in the
assumptions when they occur.

(i) Estimation of defined benefit obligation

The cost of the defined benefit plan and other
post-employment benefits and the present
value of such obligation are determined using
actuarial valuations. An actuarial valuation
involves making various assumptions that may
differ from actual developments in the future.
These include the determination of the discount
rate, future salary increases, mortality rates and
attrition rate. Due to the complexities involved
in the valuation and its long-term nature, a
defined benefit obligation is highly sensitive to
changes in these assumptions. All assumptions
are reviewed at each reporting date.

(ii) Estimation of current tax and deferred tax

Management judgment is required for the
calculation of provision for income - taxes and
deferred tax assets and liabilities. The Company
reviews at each balance sheet date the carrying
amount of deferred tax assets. The factors used
in estimates may differ from actual outcome
which could lead to adjustment to the amounts
reported in the financial statements.

(iii) Useful lives of depreciable assets

Management reviews its estimate of the useful
lives of depreciable assets at each reporting
date, based on the expected utility of the assets.
Uncertainties in these estimates relate to
technological obsolescence that may change the
utility of certain property, plant and equipment.

(iv) Impairment of trade receivables

Trade receivables do not carry any interest and
are stated at their normal value as reduced
by appropriate allowances for estimated
irrecoverable amounts. Individual trade
receivables are written off when management
deems them not to be collectible. Impairment is
recognised based on the expected credit losses,
which are the present value of the cash shortfall
over the expected life of the financial assets.

(v) Fair value measurement

Management uses valuation techniques to
determine the fair value of financial instruments
(where active market quotes are not available) and
non-financial assets. This involves developing
estimates and assumptions consistent with

how market participants would price the
instrument. Management bases its assumptions
on observable data as far as possible but this is
not always available. In that case management
uses the best information available. Estimated
fair values may vary from the actual prices that
would be achieved in an arm''s length transaction
at the reporting date (refer note 46).

(vi) Impairment of Goodwill

Goodwill is tested for impairment on an annual
basis and whenever there is an indication that
the recoverable amount of a cash generating
unit is less than its carrying amount based on a
number of factors including operating results,
business plans, future cash flows and economic
conditions. The recoverable amount of cash
generating units is determined based on higher
of value-in-use and fair value less cost to sell.
The goodwill impairment test is performed at
the level of the cash-generating unit or groups
of cash-generating units which are benefitting
from the synergies of the acquisition and which
represents the lowest level at which goodwill is
monitored for internal management purposes.

Market related information and estimates are
used to determine the recoverable amount. Key
assumptions on which management has based
its determination of recoverable amount include
estimated long term growth rates, weighted
average cost of capital and estimated operating
margins. Cash flow projections take into account
past experience and represent management''s
best estimate about future developments.

(c) Terms and rights attached to equity shares

The Company has issued only one class of equity shares having par value of H 2 per share. Each holder of equity
share is entitled to one vote per share. The Company declares and pays dividend in Indian Rupees. The dividend
proposed by the board of directors is subject to the approval of the shareholders in the ensuing Annual General
Meeting. In the event of liquidation of the Company, the holder of equity shares will be entitled to receive remaining
assets of the Company, after settling of all liabilities. The distribution will be in proportion to the number of equity
shares held by the shareholders.

(e) The Company has not issued any equity shares as bonus or for consideration other than cash during the period of
five years immediately preceding 31 March 2025.

(f) The above figure of subscribed and paid up capital includes application and allotment money received on forfeited
shares amounting to H 0.04 lakh (Previous year H 0.04 lakh).

(g) During the year 2020-21, pursuant to the Buyback Offer dated 21st September 2020, the Company, has bought
back 75,99,014 Equity Shares. As a result, the Paid-up Capital of the Company stands reduced from H 1,445.93
lakh to H 1,293.95 lakh and from Securities Premium Account H 151.98 lakh was transferred to Capital Redemption
Reserve on buyback and cancellation of equity shares. The premium on buy back , buyback expenses and tax on
distributable profit (as per section 115 QA of the income tax act 1961) of H 7,688.00 lakh was utilised from Securities
Premium Account.

Notes:

1. Loans are secured by way of hypothecation of first pari-passu charge on movable fixed assets (both present and
future) pertaining to the glass plants of the Company situated at Sanathnagar and Bhongir in Telangana. Further,
this is secured by first pari-passu charge by way of mortgage of deposit of title deeds of immovable properties
(both present and future) of glass plants of the Company situated at Sanathnagar and Bhongir in Telangana.

» Term Loans aggregating to Nil (previous year H 2,000.97 lakh) has been fully repaid.

» Term Loans aggregating to H6,161.86 lakh (previous year H 10,004.82 lakh) are repayable in 3 half yearly instalments
from June 2025 to June 2026.

» Term Loans aggregating to H 5,300.00 lakh (previous year H 6,800.00 lakh) are repayable in total 12 quarterly
instalments from June 2025 to March 2028.

» Term Loans aggregating to H 14,499.73 lakh (previous year H 15,700.00 lakh) are repayable in total 18 quarterly
instalments from June 2025 to Sept 2029.

» Term Loans aggregating to H 9,250.00 lakh (previous year H 9,812.50 lakh) are repayable in total 20 quarterly
instalments from June 2025 to March 2030.

» Term Loans aggregating to H 9,000.00 lakh (previous year H 9,750.00 lakh) are repayable in total 11 half yearly
instalments from Sept 2025 to Sept 2030.

2. Loan is secured by first pari-passu charge on fixed assets of the Company located at Sitarampur, Isnapur, PO Medak
District, Hyderabad, Telangana.

» Term Loans aggregating to H 4,000.00 lakh (previous year H 5,500.00 lakh) are repayable in total 4 half yearly
instalments from June 2025 to December 2026.

3. Deferred payment liabilities from Telanagan State Government (unsecured) is in respect of value added tax and
central sales tax liabilities pertaining to the years 1999-2000 to 2012-2013 and are repayable by the end of financial
year 31 March 2030.

Deferred payment liabilities aggregating to H 1,790.58 lakh (previous year H 2,023.48 lakh) are repayable in yearly
instalments from June 2025 to March 2030.

Details of security and term of repayment of each type of borrowing:

Secured borrowings

a) Cash credit facilities:

Cash credit facilities from banks is repayable on demand and is secured by hypothecation of all current assets
including stocks and book debts, present and future, and further secured by second pari-passu charge on all the
movable fixed assets (both present and future) of the Company situated at Sanathnagar plant and Bhongir plant.

b) Working capital loan facilities:

Working capital demand loan from banks repayable within 30 days from disbursement and is secured by
hypothecation of all current assets including stocks and book debts including advance to suppliers present and
future, and further secured by second pari-passu charge on all the movable fixed assets excluding vehicles (both
present and future) of the Company situated at Sanathnagar plant and Bhongir plant including speciality division.
The interest rate for the working capital demand loan is 1 Month MCLR.

c) The company has been sanctioned a working capital limit in excess of H 5 crore, in aggregate, at points of time
during the year, from bank on the basis of security of current assets. The Company has filed quarterly returns
or statements with the banks in lieu of the sanctioned working capital facilities, which are in agreement with the
books of account other than those as set out below.

Note 45 - Financial instruments and risk review

Capital management

The Company manages its capital to be able to continue as a going concern while maximising the returns to shareholders
through optimisation of the debt and equity balance. The capital structure consists of debt which includes the borrowings
as disclosed in note 22 and 28 and net cash and cash equivalents as disclosed in note 15 and equity attributable to
equityholders of the Company, comprising issued share capital, reserves and retained earnings as disclosed in the
Statement of changes in equity. For the purpose of calculating gearing ratio, debt is defined as non current and current
borrowings (excluding derivatives). Equity includes all capital and reserves of the Company attributable to equity holders
of the Company. The Company is not subject to externally imposed capital requirements. The Board reviews the capital
structure and cost of capital on an annual basis but has not set specific targets for gearing ratios. The risks associated
with each class of capital are also considered as part of the risk reviews presented to the Audit Committee and the Board
of Directors.

Financial risk management objective

The Company is exposed to various risks in relation to financial instruments. The main types of risks are market risk,
credit risk and liquidity risk. The Company is not engaged in speculative treasury activities but seeks to manage risk and
optimise interest and commodity pricing through proven financial instruments.

The use of any derivative is approved by the management, which provide guidelines on the acceptable levels of interest
rate risk, credit risk, foreign exchange risk and liquidity risk and the range of hedging requirement against these risks.

Credit risk:

Credit risk is the risk that a counter party will not meet its obligations under a financial instrument or customer contract,
leading to financial loss. The Company is exposed to credit risk for receivables, cash and cash equivalents, short term
investments, financial guarantee and derivative financial instruments.

Cash and cash equivalents and short term investments

The Company considers factors such as track record, size of institution, market reputation and service standard to
select the banks with which deposits are maintained. Generally the balances are maintained with the institutions with
which the Company has also availed borrowings. The Company does not maintain significant deposit balances other
than those required for its day to day operations.

Trade receivables

The Company extends credits to customer in normal course of the business. The Company considers the factors such
as credit track record in the market of each customer and past dealings for extension of credit to the customer. The
Company monitors the payment track record of each customer and outstanding customer receivables are regularly
monitored. The Company evaluates the concentration of risk with respect to trade receivables as low, as its customers
are located at several jurisdiction and industries and operate in large independent markets. The Company also takes
advances and security deposits from customers which mitigate the credit risk to an extent.

The average credit period taken on sales of goods is 30 to 90 days. Generally, no interest has been charged on
the receivables. Allowances against doubtful debts are recognised against trade receivables based on estimated
irrecoverable amounts determined by reference to past default experience of the counterparty and an analysis of the
counterparty''s current financial position.

Before accepting any new customer, the Company uses an internal credit system to assess the potential customer''s
credit quality and defines credit limits by customer. Limits attributed to customers are reviewed periodically. There are
three customers who represent more than 10 per cent of total net revenue from operations during the year.

The Company does not hold any collateral or other credit enhancements over any of its trade receivables nor does it
have a legal right of offset against any amounts owed by the Company to the counterparty.

Expected credit loss:

The Company has used a practical expedient by computing the expected credit loss allowance for trade receivables
based on a provision matrix. The provision matrix takes into account historical credit loss experience and adjusted for
forward-looking information. The expected credit loss allowance is based on the ageing of the days the receivables are
due and the rates as given in the provision matrix. The provision matrix at the end of the reporting period is as follows:

Financial guarantee

The Company has not given any financial guarantee.

Liquidity risk:

Liquidity risk reflects the risk that the Company will have insufficient resources to meet its financial liabilities as they
fall due.

The Company''s objective is to maintain optimum levels of liquidity to meet its cash and collateral requirements. The
Company relies on a mix of borrowings, capital infusion and excess operating cash flows to meet its needs for funds.
The current committed lines of credit are sufficient to meet its short to medium term expansion needs. The Company
monitors rolling forecasts of its liquidity requirements to ensure that it has sufficient cash to meet operational needs
while maintaining sufficient headroom on its undrawn committed borrowing facilities so that it does not breach
borrowing limits.

The table below provides undiscounted cash flows towards non-derivative financial liabilities into relevant maturity
based on the remaining period at the balance sheet date to the contractual maturity date and, where applicable, their
effective interest rates.

Market risk

The Company''s activities expose it primarily to the financial risks of changes in foreign currency exchange rates and
interest rates. The Company enters into a variety of derivative financial instruments to manage its exposure to foreign
currency risk, including:

Forward foreign exchange contract to hedge the exchange rate risk arising on the export and imports of its products.

Forward foreign exchange derivative contract to hedge the exchange rate risk arising on translation of payment of
foreign currency loan.

Forward foreign exchange interest rate swap contract to hedge the exchange rate risk arising on translation of payment
on interest.

Currency risk

The Company undertakes various transactions denominated in foreign currencies, consequently, exposure to exchange
rate fluctuations arise. Exchange rate exposures are managed within approved policy parameters utilising forward
foreign exchange contracts.

The Company transacts business primarily in Indian Rupee, USD, EUR and GBP. The Company has obtained foreign
currency loans and has foreign currency payables and receivables and is therefore, exposed to foreign exchange risk.
Certain transactions of the Company act as a natural hedge as a portion of both assets and liabilities are denominated
in similar foreign currencies. For the remaining exposure to foreign exchange risk, the Company adopted a policy of
selective hedging based on risk perception of the management. Foreign exchange hedging contracts are carried at
fair value.

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

This is mainly attributable to the exposure outstanding on foreign currency receivables and payables in the Company
at the end of each reporting period.

Interest rate risk

The Company''s exposure to the risk of changes in market interest rates relates primarily to long term debts. Its objective
in managing its interest rate risk is to ensure that it always maintain sufficient head room to cover interest payment from
anticipated cash flows which is regularly reviewed by the board/nominated committee as well.

The following table demonstrates the sensitivity in the interest rate with all other variables held constant. The impact on
the Company''s profit before tax and other comprehensive income due to changes in the interest rates is given below:

Commodity risk

The Company is exposed to the movement in the price of key raw material and other traded goods in the domestic
and international markets. The Company has in place policies to manage exposure to fluctuation the prices of key raw
materials used in operations. The Company enter into contracts for procurement of raw material and traded goods, most
of the transactions are short term fixed price contract and a few transactions are long term fixed price contracts.

Other financial instruments

The carrying amount of the financial assets and liabilities carried at amortised cost is considered a reasonable
approximation of fair value.

Note 47 - Segment reporting

Identification of segment:

The company operating business are organised and managed separately according to the nature of the products and
services provided, with each segment representing a strategic business unit that offers different products and serves
different markets.

The Company has identified business segment as per the applicable Ind AS- the same is as under:

a) Packaging Product Division: consisting of container and speciality glass business, PET bottles business and security
caps and closure business.

b) Investment Property: consisting of land & buildings owned by the Company and given on lease.

c) Other activities.

The activities of the company are primarily limited with in the Indian Territories having no variation in risk and returns.
Consequently, information in respect of geographical segment is not given.

A. Defined contribution plan

The Company operates defined contribution retirement benefit plans for all eligible employees. The assets
of the plans are held separately from those of the Company''s in funds under the control of trustees of
Somany Provident Fund Institution (PF Trust). During the previous year, the PF Trust had surrendered the
recognition granted to it. Accordingly, the entire corpus in respect of all the active and inactive employees
had been transferred to the office of Regional Provident Fund Commissioner (RPFC) Kukatpally, Hyderabad.
Where employees leave the plans prior to full vesting of the contributions, the contributions payable by the
Company are reduced by the amount of forfeited contributions.

The Company''s contribution to Provident Fund and Superannuation Fund aggregating to H 828.16 lakh (net
of amount capitalised and reimbursement received from government) (previous year H 520.97 lakh) has
been recognised in the Statement of Profit and Loss under the head Employee Benefits Expense.

B. Defined benefit plans
Gratuity

The Company operates a gratuity plan covering qualifying employees. The benefit payable is the greater of the
amount calculated as per the Payment of Gratuity Act, 1972 or the Company Scheme applicable to the employee.
The benefit vests upon completion of five years of continuous service and once vested it is payable to employees
on retirement or on termination of employment. In case of death while in service, the gratuity is payable irrespective
of vesting. The Company makes annual contribution to the group gratuity Scheme administered by the Birla Sun
Life Insurance Company Limited.

Note 50 - Ind AS 116 Leases

The company recorded the lease liability at the present value of the future lease payments discounted at the incremental
borrowing rate and the right of use asset.

Leases for which the Company is a lessor is classified as a finance or operating lease. Whenever the terms of the lease
transfer substantially all the risks and rewards of ownership to the lessee, the contract is classified as a finance lease. All
other leases are classified as operating leases. For operating leases, rental income is recognized on a straight line basis
over the term of the relevant lease.

The following is the break-up of current and non-current lease liabilities:-

Note 60 - Assets held for sale

The Board of Directors of the Company in their meeting held on 15^th January 2022, had approved for sale/disposal of
one of the Company''s faucet manufacturing plant, situated at Plot No. G-470-471, RIICO Industrial Area, Bhiwadi, in the
State of Rajasthan ("Bhiwadi Plant"), which had been shut down since the year 2014 and is presently not operational.
Accordingly, the same has been shown under "Non-current Assets held for sale" in accordance with IND AS 105 - "Non
current assets held for sale and discontinued operations".

Note 61 - Diminution of Investments

The Company acquired 804,000 equity shares of Andhra Pradesh Gas Power Corporation Limited (APGPCL) during the
fiscal years 1999-20 to 2003-04, at a total consideration of H 1,073.63 lakh, representing a 1.1% stake in APGPCL. This
investment entitled the company to purchase generated power at a concessional rate.

However, due to a rise in natural gas prices and the ageing of its plant, APGPCL ceased power generation. The Company
assessed that there is no realizable value of APGPCL''s investments as at March 31, 2024.

Based on the assessment, the company had fully provided its investments in APGPCL through Other Comprehensive
Income to comply with Ind AS requirements.

Note 65

During the FY 2022-23, the Company had submitted Resolution Plan (the "Plan") for the acquisition of 100% stake
in Hindusthan National Glass and Industries Limited (the "Corporate Debtor") in the Corporate Insolvency Resolution
Process (the "CIRP") under the Insolvency and Bankruptcy Code 2016. The appointed Resolution Professional under
CIRP had issued a Letter of Intent dated 28^th October 2022 (the "LOI") declaring the Company as a successful resolution
applicant under CIRP with due authorization of the committee of creditors of the Corporate Debtor. The company had
given its acceptance of the LOI and issued underlying performance bank guarantees as per the requirement of the
LOI. Post this, the Hon''ble Competition Commission of India had approved the above said transaction vide its order
dated 15^th March 2023 as published on their website. The closure of the aforesaid transaction was subject to obtaining
necessary approvals from Hon''ble Supreme Court of India, Hon''ble NCLT Kolkata and other customary approvals,
fillings, and processes.

Further, on January 29, 2025 the Hon''ble Supreme Court (three-judges'' bench) has pronounced its judgment in a batch
of matters titled "Independent Sugar Corporation Limited v. Girish Sriram Juneja & Anr.", Civil Appeal No.(s) 6071/2023
and connected matters, which inter alia pertained to the proposed acquisition of Hindusthan National Glass and
Industries Limited by the Company under the IBC ("Judgment"). In the aforesaid Judgment, by way of majority opinion,
the Hon''ble Supreme Court has held against the Company''s resolution plan to acquire Hindusthan National Glass and
Industries Limited that had earlier been approved by the Committee of Creditors of Hindusthan National Glass and
Industries Limited.

Further, after consultation with legal advisors, the company has filed a review petition before the Hon''ble Supreme
Court on February 11, 2025, against the findings of the Judgment which was under consideration as on 31 March 2025.

Note 66

During the FY 2022-23, the company had decided to exercise the option permitted under section 115BAA of the Income-
tax Act, 1961. Accordingly, the provision for income tax and deferred tax balances had been recorded / re-measured
using the new tax rate, and the resultant impact had been recognized accordingly.

Note 67 - Dividend

The Board of Directors have recommended a dividend of 350% i.e. H 7/- (previous year H 6/-) on equity share of H 2/- each
for the year ended 31^st March 2025 subject to approval of shareholders in the ensuing Annual General Meeting.

Note 68

The Company has incorporated a wholly owned subsidiary under the name of "AGI Retail Private Limited" on 27^th August
2024, The Company has subscribed for 1,00,000 equity shares of H 10 each of AGI Retail Private Limited.

The Board of directors in their meeting held on 29^th July 2024 had approved the incorporation of a wholly owned
subsidiary under the name of "Sun Reach Pack (FZE)" in United Arab Emirates with an authorized share capital of AED
1,50,000 with the objective to promote exports and the same has been incorporated on 28^th October 2024. Capital
infusion and opening of bank accounts is under process as at 31 March 2025.

Note 69

As per the investment promotion policy of the Telangana State Government for mega projects, the Company is eligible
for different subsidies linked to its investments made over the years. Other Income for the year ended 31^st March 2025
includes H 2,103.76 lakh (previous year Nil) subsidy as received by the Company.

Note 70 - Audit Trail

The company has a widely used ERP as its accounting software for maintaining its books of accounts during the
year ended 31 March 2025, which has a feature of recording audit trail (edit logs) facility and same has been operated
throughout the year in the said application except (a) the audit trail has not been enabled at database level, (b) at
application level audit trail is not enabled for relevant financial tables and (c) privileged access to specific users to
make direct changes to audit trail settings. Further, the audit trail, to the extent maintained in the prior year, has been
preserved by the Company as per the statutory requirements for record retention.

Note 71 - Other Disclosures

(a) The Company does not have any charges or satisfaction which is yet to be registered with Registrar of Companies
beyond the statutory period.

(b) The Company does not have any benami property held in its name. No proceedings have been initiated on or are
pending against the Company for holding benami property under the Benami Transactions (Prohibition) Act, 1988
(45 of 1988) and Rules made thereunder

(c) The Company have not traded or invested in crypto currency or virtual currency during the financial year

(d) There are no loans or advances in the nature of loans granted to Promoters, Directors, KMPs and their related
parties (as defined under Companies Act, 2013), either severally or jointly with any other person, that are: (a)
repayable on demand; or (b) without specifying any terms or period of repayment

(e) The Company has complied with the requirements of the number of layers prescribed under clause (87) of section
2 of the Companies Act, 2013 read with Companies (Restriction on number of Layers) Rules, 2017

(f) The Company has not been declared wilful defaulter by any bank or financial institution or other lender or
government or any government authority

(g) Utilisation of borrowed funds and share premium

(i) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including
foreign entities (Intermediaries) with the understanding that the Intermediary shall:

(a) 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

(b) Provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries

(ii) The Company has not received any fund 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:"

(a) 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

(b) Provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries

(h) There is no income surrendered or disclosed as income during the year in tax assessments under the Income Tax
Act, 1961 (such as search or survey), that has not been recorded in the books of account

Note 72

Gain on foreign exchange fluctuation amounting to H 327.57 lakh in previous year has been regrouped under Other
Income from Other Operating Revenue. The same is not having any impact on profit and loss account.

Note 73 - Social security code

The Code on Social Security, 2020 (''Code'') relating to employee benefits during employment and post-employment
benefits received Indian Parliament''s approval and Presidential assent in September 2020. The Code has been
published in the Gazette of India and subsequently, on November 13, 2020, draft rules were published and stakeholders''
suggestions were invited. However, the date on which the Code will come into effect has not been notified. The
Company will assess the impact of the Code when it comes into effect and will record any related impact in the period
the Code becomes effective.

Note 74 - Previous period figures have been regrouped /re-arranged wherever considered necessary to confirm to
the current year''s classification.

As per our report of even date attached For and on behalf of the Board of Directors

For Lodha & CO LLP Rajesh Khosla Sandip Somany

Chartered Accountants Chief Executive Officer Chairman and Managing Director

Firm Registration No: 301051E/E300284 DIN: 00053597

Shyamal Kumar Ompal Om Prakash Pandey

Partner Company Secretary Chief Financial Officer

M. No: 509325 ACS No: A30926

Place: Gurugram Place: Gurugram

Date: 14 May 2025 Date: 14 May 2025

---

Mar 31, 2024

3.21 Provisions and contingencies

A provision is recognised in the financial statements where there exists a present obligation as a result of a past event, the amount of which can be reliably estimated, and it is probable that an outflow of resources would be necessitated in order to settle the obligation. If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost. Provisions are reviewed at each balance sheet date and adjusted to reflect the current best estimates. Contingent liabilities are not recognised but are disclosed in the notes unless the outflow of resources is considered to be remote. Contingent assets are neither recognised nor disclosed in the financial statements.

3.22 Equity, reserves and dividend payments

Equity shares are classified as equity. Incremental costs directly attributable to the issue of new shares/ buyback of shares are shown in equity as a deduction, net of tax, from the proceeds.

Retained earnings include current and prior period retained profits. All transactions with owners of the Company are recorded separately within equity.

Dividend payable to equity shareholders are included in other current financial liabilities when the dividends have been approved in a general meeting prior to the reporting date.

3.23 Earnings per share

Basic earnings or loss per share are calculated by dividing the net profit or loss for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the period. The weighted average number of equity shares outstanding during the period is adjusted for events such as bonus issue, bonus element in a rights issue, buyback, share split, and reverse share split (consolidation of shares) that have changed the number of equity shares outstanding, without a corresponding change in resources.

For the purpose of calculating diluted earnings or loss per share, the net profit or loss for the period attributable to equity shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares.

3.24 Fair value measurement

The Company measures financial instruments such as investments in mutual funds, investment in certain equity shares etc. at fair value at each balance sheet date.

Fair value is the price that would be received to sell an asset or paid to transfer a liability at the measurement date.

All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

• Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities

• Level 2 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable

• Level 3 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.

For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above.

3.25 Financial instruments

I. Financial assets

a) Initial recognition and measurement

All financial assets are recognised initially at fair value plus, in case of financial assets not recorded at fair value through profit or loss, transaction costs that are attributable to the acquisition of the financial asset, which are not at fair value through profit and loss, are added to fair value on initial recognition. Transaction costs of financial assets carried at fair value through profit or loss are expensed in statement of profit and loss. However, trade receivables that do not contain a significant financing component are measured at transaction price.

b) Subsequent measurement

(i) Financial assets carried at amortised cost

A financial asset is subsequently measured at amortised cost if it is held within a business model whose objective is to hold the asset in order to collect contractual cash flows and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

(ii) Financial assets at fair value through other comprehensive income (FVTOCI)

A financial asset is subsequently measured at fair value through other comprehensive income if it is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

(iii) Financial assets at fair value through profit or loss (FVTPL)

A financial asset which is not classified in any of the above categories are subsequently fair valued through statement of profit and loss.

c) Impairment of financial assets

(i) The Company assesses on a forwardlooking basis the expected credit losses (ECL) associated with its assets measured at amortised cost and assets measured at fair value through other comprehensive income. The impairment methodology applied depends on whether there has been a significant increase in credit risk. Note 46 details how the Company determines whether there has been a significant increase in credit risk.

(ii) Investments in subsidiaries, associates and joint ventures are carried at cost/ deemed cost applied on transition to Ind AS, less accumulated impairment losses, if any. Where an indication of impairment exists, the carrying amount of investment is assessed and an impairment provision is recognised, if required immediately to its recoverable amount, being the higher of value in use or fair value less costs to sell. On disposal of such investments, difference between the net disposal proceeds and carrying amount is recognised in the statement of profit and loss.

d) De-recognition of financial assets

A financial asset is derecognised when:

- The Company has transferred the right to receive cash flows from the financial assets or

- Retains the contractual rights to receive the cash flows of the financial assets, but assumes a contractual obligation to pay the cash flows to one or more recipients.

Where the entity transfers the financial asset, it evaluates the extent to which it retains the risk and rewards of the ownership of the financial assets. If the entity transfers substantially all the risks and rewards of ownership of the financial asset, the entity shall derecognise the financial asset and recognise separately as assets or liabilities any rights and obligations created or retained in the transfer. If the entity retains substantially all the risks and rewards of ownership of the financial asset, the entity shall continue to recognise the financial asset.

Where the entity has neither transferred a financial asset nor retains substantially all risks and rewards of the ownership of the financial asset, the financial asset is derecognised if the Company has not retained control of the financial assets. Where the Company retains control of the financial assets, the asset is continued

to be recognised to the extent of continuing involvement in the financial asset.

II. Financial liabilities

a) Initial recognition and subsequent measurement

All financial liabilities are recognised initially at fair value and in case of borrowings and payables, net of directly attributable cost.

Financial liabilities are subsequently carried at amortised cost using the effective interest method. For trade and other payables maturing within one year from the balance sheet date, the carrying amounts approximate fair value due to the short maturity of these instruments. Changes in the amortised value of liability are recorded as finance cost.

III. Fair value of financial instruments

In determining the fair value of its financial instruments, the Company uses a variety of methods and assumptions that are based on market conditions and risks existing at each reporting date. The methods used to determine fair value include discounted cash flow analysis, available quoted market prices. All methods of assessing fair value result in general approximation of value, and such value may vary from actual realisation on future date.

IV. Offsetting of financial instruments

Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.

3.26 Derivative financial instruments

The Company enters into a variety of derivative financial instruments to manage its exposure to interest rate and foreign exchange rate risks, including foreign exchange forward contracts, interest rate swaps and cross currency swaps. Further details of derivative financial instruments are disclosed in note 46.

Derivatives are initially recognised at fair value at the date the derivative contracts are entered into and are subsequently re-measured to their fair value at the end of each reporting period. The resulting gain or loss is recognised in statement of profit and loss immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in the statement of

profit and loss depends on the nature of the hedging relationship and the nature of the hedged item.

3.27 Segment reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The Company has mainly two operating/reportable segments: Packaging Products segment and Investment Property segment. In identifying these operating segments, management generally follows the Company''s service lines representing its main products and services. Each of these operating segments is managed separately as each requires different technologies, marketing approaches and other resources.

All inter-segment transfers are carried out at arm''s length prices based on prices charged to unrelated customers in standalone sales of identical goods or services.

For management purposes, the Company uses the same measurement policies as those used in its financial statements. In addition, unallocated assets which are not directly attributable to the business activities of any operating segment are not allocated to a segment.

3.28 Significant accounting judgements, estimates and assumptions

The preparation of the Company''s financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.

3.29 Non-Current Assets Held for Sale and Discontinued operations:

Non-current assets or disposal groups comprising of assets and liabilities are classified as ''held for sale'' when all the following criteria are met:

(i) Decision has been made to sell,

(ii) The assets are available for immediate sale in its present condition,

(iii) The assets are being actively marketed and

(iv) Sale has been agreed or is expected to be concluded within 12 months of the balance sheet date.

Subsequently, such non-current assets and disposal groups classified as ''held for sale'' are measured at the lower of its carrying value and fair value less costs to sell.

Non-current assets held for sale are not depreciated or amortised.

Discontinued operation is a component of the Company that has been disposed of or classified as held for sale.

3.30 Estimates and assumptions

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below. The Company based its assumptions and estimates on parameters available when the financial statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising that are beyond the control of the Company. Such changes are reflected in the assumptions when they occur.

(i) Estimation of defined benefit obligation

The cost of the defined benefit plan and other post-employment benefits and the present value of such obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases, mortality rates and attrition rate. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.

(ii) Estimation of current tax and deferred tax

Management judgement is required for the calculation of provision for income - taxes and deferred tax assets and liabilities. The Company reviews at each balance sheet date the carrying amount of deferred tax assets. The factors used in estimates may differ from actual outcome which could lead to adjustment to the amounts reported in the financial statements.

(iii) Useful lives of depreciable assets

Management reviews its estimate of the useful lives of depreciable assets at each reporting date, based on the expected utility of the assets.

Uncertainties in these estimates relate to technological obsolescence that may change the utility of certain property, plant and equipment.

(iv) Impairment of trade receivables

Trade receivables do not carry any interest and are stated at their normal value as reduced by appropriate allowances for estimated irrecoverable amounts. Individual trade receivables are written off when management deems them not to be collectible. Impairment is recognised based on the expected credit losses, which are the present value of the cash shortfall over the expected life of the financial assets.

(v) Fair value measurement

Management uses valuation techniques to determine the fair value of financial instruments (where active market quotes are not available) and non-financial assets. This involves developing estimates and assumptions consistent with how market participants would price the instrument. Management bases its assumptions on observable data as far as possible but this is not always available. In that case management uses the best information available. Estimated fair values may vary from the actual prices that would be achieved in an arm''s length transaction at the reporting date (refer note 47).

(vi) Impairment of Goodwill

Goodwill is tested for impairment on an annual basis and whenever there is an indication that the recoverable amount of a cash generating unit is less than its carrying amount based on a number of factors including operating results, business plans, future cash flows and economic conditions. The recoverable amount of cash generating units is determined based on higher of value-in-use and fair value less cost to sell. The goodwill impairment test is performed at the level of the cash-generating unit or groups of cash-generating units which are benefitting from the synergies of the acquisition and which represents the lowest level at which goodwill is monitored for internal management purposes.

Market related information and estimates are used to determine the recoverable amount. Key assumptions on which management has based its determination of recoverable amount include estimated long-term growth rates, weighted average cost of capital and estimated operating margins. Cash flow projections take into account past experience and represent management''s best estimate about future developments.

Secured borrowings

a) Cash credit facilities:

Cash credit facilities from banks is repayable on demand and is secured by hypothecation of all current assets including stocks and book debts, present and future, and further secured by second pari-passu charge on all the movable fixed assets (both present and future) of the Company situated at Sanathnagar plant and Bhongir plant.

b) Working capital loan facilities:

Working capital demand loan from banks repayable within 30 days from disbursement and is secured by hypothecation of all current assets including stocks and book debts including advance to suppliers present and future, and further secured by second pari-passu charge on all the movable fixed assets excluding vehicles (both present and future) of the Company situated at Sanathnagar plant and Bhongir plant including speciality division.

c) The Company has been sanctioned a working capital limit in excess of C 5 crore, in aggregate, at points of time during the year, from bank on the basis of security of current assets. The Company has filed quarterly returns or statements with the banks in lieu of the sanctioned working capital facilities, which are in agreement with the books of account other than those as set out below.

Note 46 - Financial instruments and risk review

Capital management

The Company manages its capital to be able to continue as a going concern while maximising the returns to shareholders through optimisation of the debt and equity balance. The capital structure consists of debt which includes the borrowings as disclosed in note 22 and 28 net of cash and cash equivalents as disclosed in note 15 and equity attributable to equity holders of the Company, comprising issued share capital, reserves and retained earnings as disclosed in the Statement of changes in equity. For the purpose of calculating gearing ratio, debt is defined as non current and current borrowings (excluding derivatives). Equity includes all capital and reserves of the Company attributable to equity holders of the Company. The Company is not subject to externally imposed capital requirements. The Board reviews the capital structure and cost of capital on an annual basis but has not set specific targets for gearing ratios. The risks associated with each class of capital are also considered as part of the risk reviews presented to the Audit Committee and the Board of Directors.

Financial risk management objective

The Company is exposed to various risks in relation to financial instruments. The main types of risks are market risk, credit risk and liquidity risk. The Company is not engaged in speculative treasury activities but seeks to manage risk and optimise interest and commodity pricing through proven financial instruments.

The use of any derivative is approved by the management, which provide guidelines on the acceptable levels of interest rate risk, credit risk, foreign exchange risk and liquidity risk and the range of hedging requirement against these risks.

Credit risk:

Credit risk is the risk that a counter party will not meet its obligations under a financial instrument or customer contract, leading to financial loss. The Company is exposed to credit risk for receivables, cash and cash equivalents, short-term investments, financial guarantee and derivative financial instruments.

Cash and cash equivalents and short-term investments

The Company considers factors such as track record, size of institution, market reputation and service standard to select the banks with which deposits are maintained. Generally the balances are maintained with the institutions with which the Company has also availed borrowings. The Company does not maintain significant deposit balances other than those required for its day to day operations.

Trade receivables

The Company extends credits to customer in normal course of the business. The Company considers the factors such as credit track record in the market of each customer and past dealings for extension of credit to the customer. The Company monitors the payment track record of each customer and outstanding customer receivables are regularly monitored. The Company evaluates the concentration of risk with respect to trade receivables as low, as its customers are located at several jurisdiction and industries and operate in large independent markets. The Company also takes advances and security deposits from customers which mitigate the credit risk to an extent.

The average credit period taken on sales of goods is 30 to 90 days. Generally, no interest has been charged on the receivables. Allowances against doubtful debts are recognised against trade receivables based on estimated irrecoverable amounts determined by reference to past default experience of the counterparty and an analysis of the counterparty''s current financial position.

Before accepting any new customer, the Company uses an internal credit system to assess the potential customer''s credit quality and defines credit limits by customer. Limits attributed to customers are reviewed periodically. There are three customers who represent more than 10 per cent of total net revenue from operations during the year.

The Company does not hold any collateral or other credit enhancements over any of its trade receivables nor does it have a legal right of offset against any amounts owed by the Company to the counterparty.

Expected credit loss:

The Company has used a practical expedient by computing the expected credit loss allowance for trade receivables based on a provision matrix. The provision matrix takes into account historical credit loss experience and adjusted for forward-looking information. The expected credit loss allowance is based on the ageing of the days the receivables are due and the rates as given in the provision matrix. The provision matrix at the end of the reporting period is as follows:

Liquidity risk reflects the risk that the Company will have insufficient resources to meet its financial liabilities as they fall due.

The Company''s objective is to maintain optimum levels of liquidity to meet its cash and collateral requirements. The Company relies on a mix of borrowings, capital infusion and excess operating cash flows to meet its needs for funds. The current committed lines of credit are sufficient to meet its short to medium term expansion needs. The Company monitors rolling forecasts of its liquidity requirements to ensure that it has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities so that it does not breach borrowing limits.

The table below provides undiscounted cash flows towards non-derivative financial liabilities into relevant maturity based on the remaining period at the balance sheet date to the contractual maturity date and, where applicable, their effective interest rates.

The Company''s activities expose it primarily to the financial risks of changes in foreign currency exchange rates and interest rates. The Company enters into a variety of derivative financial instruments to manage its exposure to foreign currency risk, including:

Forward foreign exchange contract to hedge the exchange rate risk arising on the export and imports of its products.

Forward foreign exchange derivative contract to contract to hedge the exchange rate risk arising on translation of payment of foreign currency loan.

Forward foreign exchange interest rate swap contract to hedge the exchange rate risk arising on translation of payment on interest.

Currency risk

The Company undertakes various transactions denominated in foreign currencies, consequently, exposure to exchange rate fluctuations arise. Exchange rate exposures are managed within approved policy parameters utilising forward foreign exchange contracts.

The Company transacts business primarily in Indian Rupee, USD, EUR and GBP. The Company has obtained foreign currency loans and has foreign currency trade payables and receivables and is therefore, exposed to foreign exchange risk. Certain transactions of the Company act as a natural hedge as a portion of both assets and liabilities are denominated in similar foreign currencies. For the remaining exposure to foreign exchange risk, the Company adopted a policy of selective hedging based on risk perception of the management. Foreign exchange hedging contracts are carried at fair value.

Commodity risk

The Company is exposed to the movement in the price of key raw material and other traded goods in the domestic and international markets. The Company has in place policies to manage exposure to fluctuation the prices of key raw materials used in operations. The Company enter into contracts for procurement of raw material and traded goods, most of the transactions are short-term fixed price contract and a few transactions are long-term fixed price contracts.

Identification of segment:

The Company operating business are organised and managed separately according to the nature of the products and services provided, with each segment representing a strategic business unit that offers different products and serves different markets.

The Company has identified business segment as per the applicable Ind AS- the same is as under:

a) Packaging Product Division: consisting of container and speciality glass business, PET bottles business and security caps and closure business.

b) Investment Property: consisting of land & buildings owned by the Company and given on lease.

c) Others: Others of previous year includes wind power generation and other activities.

In accordance with applicable Ind AS, the performance/results of BPD Undertaking has been shown as under the head "Discontinued Operations".

The activities of the Company are primarily limited with in the Indian Territories having no variation in risk and returns. Consequently, information in respect of geographical segment is not given.

Unallocated items: The corporate and other segment includes general corporate income and expense items, which are not allocated to any business segment.

A. Defined contribution plan

The Company operates defined contribution retirement benefit plans for all eligible employees. The assets of the plans are held separately from those of the Company''s in funds under the control of trustees of Somany Provident Fund Institution (PF Trust). During the current year, the PF Trust has surrendered the recognition granted to it. Accordingly, the entire corpus in respect of all the active and inactive employees has been transferred to the office of Regional Provident Fund Commissioner (RPFC) Kukatpally, Hyderabad. Where employees leave the plans prior to full vesting of the contributions, the contributions payable by the Company are reduced by the amount of forfeited contributions.

The Company''s contribution to Provident Fund and Superannuation Fund aggregating to C 520.97 lakh (net of amount capitalised and reimbursement received from government) (previous year C 489.14 lakh) has been recognised in the Statement of Profit and Loss under the head Employee Benefits Expense.

B. Defined benefit plans Gratuity

The Company operates a gratuity plan covering qualifying employees. The benefit payable is the greater of the amount calculated as per the Payment of Gratuity Act, 1972 or the Company Scheme applicable to the employee. The benefit vests upon completion of five years of continuous service and once vested it is payable to employees on retirement or on termination of employment. In case of death while in service, the gratuity is payable irrespective of vesting. The Company makes annual contribution to the group gratuity Scheme administered by the Birla Sun Life Insurance Company Limited.

Note 57 - Corporate social responsibility

In accordance with the provisions of section 135 of the Act, the Board of Directors of the Company had constituted a Corporate Social Responsibility (CSR) Committee. In terms, with the provisions of the said Act, the Company was to spend a sum of C 412.02 lakh (previous year C 254.19 lakh) towards CSR activities during the year ended 31 March 2024. The CSR Committee has been examining and evaluating suitable proposals for deployment of funds towards CSR initiatives, however, the committee expects finalisation of such proposals in due course. During the year ended 31 March 2024, the Company has contributed the following sums towards CSR initiatives.

Note 61 - Discontinued operations and Assets held for sale

(i) Discontinued operations

The Board of Directors of the Company in their meeting held on 31 October 2022 had approved the sale of certain assets. In accordance with applicable Accounting Standards, the performance/results of the same has been shown as under the head "Discontinued Operations".

The financial performance related to discontinued operations for the year is total income of NIL (previous year C 55.50 lakh); total expenses of NIL (previous year C 226.29 lakh); loss before tax of NIL (previous year C 170.79 lakh); loss adjusted with BRR NIL (previous year C 156.06 lakh) and loss after tax NIL (previous year C 11.02 lakh).

(ii) Assets held for sale

The Board of Directors of the Company in their meeting held on 15 January 2022, had approved for sale/disposal of one of the Company''s faucet manufacturing plant, situated at Plot No. G-470-471, RIICO Industrial Area, Bhiwadi, in the State of Rajasthan ("Bhiwadi Plant"), which had been shut down since the year 2014 and is presently not operational. Accordingly, the same has been shown under "Non-current Assets held for sale" in accordance with IND AS 105 - "Non current assets held for sale and discontinued operations".

Note 62 - Diminution of Investments

The Company had acquired 804,000 equity shares of Andhra Pradesh Gas Power Corporation Limited (APGPCL) during the fiscal years 1999-20 to 2003-04, at a total consideration of C 1,073.63 lakh, representing a 1.1% stake in APGPCL. This investment entitled the Company to purchase generated power at a concessional rate.

However, due to a rise in natural gas prices and the aging of its plant, APGPCL ceased power generation. The Company assesses that there is no realisable value of APGPCL''s investment as on 31 March 2024.

Based on the assessment, the Company has made a fair value adjustment of C 1,057.00 lakh (Previous year C 16.63 lakh) for its investments in APGPCL through Other Comprehensive Income to comply with Ind AS requirements.

Note 63 - GST

The annual return of GST for FY 2023-24 is under process of filing with statutory authorities. The management believes that there will not be any material impact over financial statements after financial submission/filing. The date of filing of GST returns are 31^st December, 2024.

Note 65

The Board of Directors of the Company during year ended 31 March 2023 had approved the utilisation of Business Reconstruction Reserve (BRR) by C 156.06 lakh, pertaining to impairment of certain assets. The aforesaid utilisation against BRR is in line with the Scheme of Arrangement approved by the Hon''ble High court of Kolkata vide its order dated 26 March 2010. Based on the above and in accordance with the applicable IND AS performance of the business relating to these assets have been recognised as "Discontinued Operation".

Note 66

During the previous year, the Company had submitted Resolution Plan (the "Plan") for the acquisition of 100% stake in Hindusthan National Glass and Industries Limited (the "Corporate Debtor") in the Corporate Insolvency Resolution Process (the "CIRP") under the Insolvency and Bankruptcy Code 2016. The appointed Resolution Professional under CIRP had issued a Letter of Intent dated 28 October 2022 (the "LOI") declaring the Company as a successful resolution applicant under CIRP with due authorisation of the committee of creditors of the Corporate Debtor. The Company had given its acceptance of the LOI and issued underlying performance bank guarantees as per the requirement of the LOI. Post this, the Hon''ble Competition Commission of India had approved the above said transaction vide its order dated 15 March 2023 as published on their website. The closure of the aforesaid transaction is subject to obtaining necessary regulatory approvals from Hon''ble NCLT Kolkata and other customary approvals, filings, and processes.

Note 67

During the previous year, the Company had decided to exercise the option permitted under section 115BAA of the Income-tax Act, 1961. Accordingly, the provision for income tax and deferred tax balances had been recorded/ re-measured using the new tax rate, and the resultant impact had been recognised in the previous year.

Note 68 - Dividend

The Board of Directors have recommended a dividend of 300% i.e. C 6/- (previous year C 5/-) on equity share of C 2/- each for the year ended 31 March 2024 subject to approval of shareholders in the ensuing Annual General Meeting.

Note 69 - Audit Trail

With effect from 1 April 2023, the Ministry of Corporate Affairs (MCA) has made it mandatory for every company incorporated in India, which uses accounting software for maintaining its books of account, to use only such accounting software which has a feature of recording audit trail of each and every transaction, creating an edit log of each change made in books of account along with the date when such changes were made and ensuring that the audit trail cannot be disabled.

The Company has a widely used ERP as its accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and that has operated throughout the financial year for all relevant transactions recorded in the said software except (a) the audit trail feature was not enabled throughout the year for certain relevant tables at the application level; and (b) the audit trail (edit log) for certain information at database level (which records only modified values) was not enabled during the year.

Note 70 - Other Disclosures

(a) The Company does not have any benami property held in its name. No proceedings have been initiated on or are pending against the Company for holding benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and Rules made thereunder.

(b) The Company have not traded or invested in crypto currency or virtual currency during the financial year.

(c) There are no loans or advances in the nature of loans granted to Promoters, Directors, KMPs and their related parties (as defined under Companies Act, 2013), either severally or jointly with any other person, that are: (a) repayable on demand; or (b) without specifying any terms or period of repayment.

(d) The Company has complied with the requirements of the number of layers prescribed under clause (87) of section 2 of the Companies Act, 2013 read with Companies (Restriction on number of Layers) Rules, 2017

(e) The Company has not been declared wilful defaulter by any bank or financial institution or other lender or government or any government authority

(f) Utilisation of borrowed funds and share premium

(i) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

(a) 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

(b) Provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries

(ii) The Company has not received any fund 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:

(a) 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

(b) Provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries.

(g) There is no income surrendered or disclosed as income during the year in tax assessments under the Income Tax Act, 1961 (such as search or survey), that has not been recorded in the books of account

Note 71 - Social security code

The Code on Social Security, 2020 (''Code'') relating to employee benefits during employment and post-employment benefits received Indian Parliament''s approval and Presidential assent in September 2020. The Code has been published in the Gazette of India and subsequently, on 13 November 2020, draft rules were published and stakeholders'' suggestions were invited. However, the date on which the Code will come into effect has not been notified. The Company will assess the impact of the Code when it comes into effect and will record any related impact in the period the Code becomes effective.

Note 72 - Previous period figures have been regrouped /re-arranged wherever considered necessary to confirm to the current year''s classification.

As per our report of even date attached For and on behalf of the Board of Directors

For Lodha & CO LLP Rajesh Khosla Sandip Somany

Chartered Accountants Chief Executive Officer Chairman and Managing Director

Firm Registration No: 301051E/E300284 DIN: 00053597

Shyamal Kumar Ompal Om Prakash Pandey

Partner Company Secretary Chief Financial Officer

M. No: 509325 ACS No: A30926

Place: New Delhi Place: Gurugram

Date: 02 May 2024 Date: 02 May 2024

---

Mar 31, 2023

(c) Terms and rights attached to equity shares

The Company has issued only one class of equity shares having par value of '' 2 per share. Each holder of equity share is entitled to one vote per share. The Company declares and pays dividend in Indian Rupees. The dividend proposed by the board of directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation of the Company, the holder of equity shares will be entitled to receive remaining assets of the Company, after settling of all liabilities. The distribution will be in proportion to the number of equity shares held by the shareholders.

(e) The Company has not issued any equity shares as bonus or for consideration other than cash during the period of five years immediately preceding 31 March 2023.

(f) The above figure of subscribed and paid up capital includes application and allotment money received on forfeited shares amounting to '' 0.04 lakh (Previous year '' 0.04 lakh).

(g) During the year 2020-21, pursuant to the Buyback Offer dated 21st September 2020, the Company, has bought back 75,99,014 Equity Shares. As a result, the Paid-up Capital of the Company stands reduced from '' 1,445.93 lakh to '' 1,293.95 lakh.

'' 151.98 lakh from Securities Premium Account was transferred to Capital Redemption Reserve on buyback and cancellation of equity shares. The premium on buy back , buyback expenses and tax on distributable profit (as per section 115 QA of the income tax act 1961) of '' 7,688.00 lakh was utilised from Securities Premium Account.

Note:

1. Loans are secured by way of hypothecation of first pari-passu charge on movable fixed assets (both present and future) pertaining to the glass plants of the Company situated at Sanathnagar and Bhongir in Telangana. Further, this is secured by first pari-passu charge by way of mortgage of deposit of title deeds of immovable properties (both present and future) of glass plants of the Company situated at Sanathnagar and Bhongir in Telangana.

• Term Loans aggregating to '' 5919.62 lakh (previous year '' 9096.85 lakh) are repayable in 3 half yearly instalments from July 2023 to July 2024.

• Term Loans aggregating to '' 13154.70 lakh (previous year '' 14,403.35 lakh) are repayable in 7 half yearly instalments from June 2023 to June 2026.

• Term Loans aggregating to '' 8300.00 lakh (previous year '' 9,300 lakh) are repayable in total 20 quarterly instalments from June 2023 to March 2028.

• Term Loans aggregating to '' 16000.00 lakh (previous year '' 18,000.00) are repayable in total 24 quarterly instalments from Dec 2023 to Sept 2029.

• Term Loans aggregating to '' 7486.70 lakh (previous year '' 1,500.00) are repayable in total 27 quarterly instalments from Sept 2023 to March 2030.

• Term Loans aggregating to '' 7350.61 lakh (previous year '' 2,269.80) are repayable in total 14 half yearly instalments from Mar 2024 to Sept 2030.

2. Loan is secured by first pari-passu charge on fixed assets of the Company located at Sitarampur, Isnapur, PO Medak District, Hyderabad, Telangana.

• Term Loans aggregating to '' 7000.00 lakh (previous year ''21,250.00 lakh) are repayable in total 8 half yearly instalments from June 2023 to December 2026.

3. Deferred payment liabilities from Telanagan State Government (unsecured) is in respect of value added tax and central sales tax liabilities pertaining to the years 1999-2000 to 2012-2013 and are repayable by the end of financial year 31 March 2030.

• Deferred payment liabilities aggregating to '' 2232.06 lakh (previous year '' 2249.57 lakh) are repayable in yearly instalments from June 2023 to March 2030.

Details of security and term of repayment of each type of borrowing:

Secured borrowings

a) Cash credit facilities :

Cash credit facilities from banks is repayable on demand and is secured by hypothecation of all current assets including stocks and book debts, present and future, and further secured by second pari-passu charge on all the movable fixed assets (both present and future) of the Company situated at Sanathnagar plant and Bhongir plant.

b) Working capital loan facilities :

Working capital demand loan from banks repayable within 30 days from disbursement and is secured by hypothecation of all current assets including stocks and book debts including advance to suppliers present and future, and further secured by second pari-passu charge on all the movable fixed assets excluding vehicles (both present and future) of the Company situated at Sanathnagar plant and Bhongir plant including speciality division.

c) The rate of interest for short term borrowings ranges from one month MCLR to one year MCLR 60 bps.

d) The company has been sanctioned a working capital limit in excess of '' 5 crore, in aggregate, at points of time during the year, from bank on the basis of security of current assets. The Company has filed quarterly returns or statements with the banks in lieu of the sanctioned working capital facilities, which are in agreement with the books of account other than those as set out below.

Note 42 - Current tax and deferred tax (Contd.)

(d) During the current year, the company has decided to exercise the option permitted under section 115BAA of the Income-tax Act, 1961. Accordingly, the provision for income tax and deferred tax balances have been recorded / remeasured using the new tax rate, and the resultant impact have been recognized.

Note 43 - Financial instruments and risk review Capital management

The Company manages its capital to be able to continue as a going concern while maximising the returns to shareholders through optimisation of the debt and equity balance. The capital structure consists of debt which includes the borrowings as disclosed in note 20 and 25 net of cash and cash equivalents as disclosed in note 13 and equity attributable to equity holders of the Company, comprising issued share capital, reserves and retained earnings as disclosed in the Statement of changes in equity. For the purpose of calculating gearing ratio, debt is defined as non current and current borrowings (excluding derivatives). Equity includes all capital and reserves of the Company attributable to equity holders of the Company. The Company is not subject to externally imposed capital requirements. The Board reviews the capital structure and cost of capital on an annual basis but has not set specific targets for gearing ratios. The risks associated with each class of capital are also considered as part of the risk reviews presented to the Audit Committee and the Board of Directors.

Financial risk management objective

The Company is exposed to various risks in relation to financial instruments. The main types of risks are market risk, credit risk and liquidity risk. The Company is not engaged in speculative treasury activities but seeks to manage risk and optimise interest and commodity pricing through proven financial instruments.

The use of any derivative is approved by the management, which provide guidelines on the acceptable levels of interest rate risk, credit risk, foreign exchange risk and liquidity risk and the range of hedging requirement against these risks.

Credit risk is the risk that a counter party will not meet its obligations under a financial instrument or customer contract, leading to financial loss. The Company is exposed to credit risk for receivables, cash and cash equivalents, short term investments, financial guarantee and derivative financial instruments.

Cash and cash equivalents and short term investments

The Company considers factors such as track record, size of institution, market reputation and service standard to select the banks with which deposits are maintained. Generally the balances are maintained with the institutions with which the Company has also availed borrowings. The Company does not maintain significant deposit balances other than those required for its day to day operations.

Trade receivables

The Company extends credits to customer in normal course of the business. The Company considers the factors such as credit track record in the market of each customer and past dealings for extension of credit to the customer. The Company monitors the payment track record of each customer and outstanding customer receivables are regularly monitored. The Company evaluates the concentration of risk with respect to trade receivables as low, as its customers are located at several jurisdiction and industries and operate in large independent markets. The Company also takes advances and security deposits from customers which mitigate the credit risk to an extent.

The average credit period taken on sales of goods is 30 to 90 days. Generally, no interest has been charged on the receivables. Allowances against doubtful debts are recognised against trade receivables based on estimated irrecoverable amounts determined by reference to past default experience of the counterparty and an analysis of the counterparty''s current financial position.

Before accepting any new customer, the Company uses an internal credit system to assess the potential customer''s credit quality and defines credit limits by customer. Limits attributed to customers are reviewed periodically. There are three customers who individually represents more than 10 per cent of total net revenue from operations during the year. The Company does not hold any collateral or other credit enhancements over any of its trade receivables nor does it have a legal right of offset against any amounts owed by the Company to the counterparty.

Expected credit loss :

The Company has used a practical expedient by computing the expected credit loss allowance for trade receivables based on a provision matrix. The provision matrix takes into account historical credit loss experience and adjusted for forwardlooking information. The expected credit loss allowance is based on the ageing of the days the receivables are due and the rates as given in the provision matrix. The provision matrix at the end of the reporting period is as follows:

Financial guarantee

The Company has not given any financial guarantee.

Liquidity risk:

Liquidity risk reflects the risk that the Company will have insufficient resources to meet its financial liabilities as they fall due.

The Company''s objective is to maintain optimum levels of liquidity to meet its cash and collateral requirements. The Company relies on a mix of borrowings, capital infusion and excess operating cash flows to meet its needs for funds. The current committed lines of credit are sufficient to meet its short to medium term expansion needs. The Company monitors rolling forecasts of its liquidity requirements to ensure that it has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities so that it does not breach borrowing limits.

The table below provides undiscounted cash flows towards non-derivative financial liabilities into relevant maturity based on the remaining period at the balance sheet date to the contractual maturity date and, where applicable, their effective interest rates.

The Company''s activities expose it primarily to the financial risks of changes in foreign currency exchange rates and interest rates. The Company enters into a variety of derivative financial instruments to manage its exposure to foreign currency risk, including :

Forward foreign exchange contract to hedge the exchange rate risk arising on the export and imports of its products. Forward foreign exchange derivative contract to contract to hedge the exchange rate risk arising on translation of payment of foreign currency loan.

Forward foreign exchange interest rate swap contract to hedge the exchange rate risk arising on translation of payment on interest.

Currency risk

The Company undertakes various transactions denominated in foreign currencies, consequently, exposure to exchange rate fluctuations arise. Exchange rate exposures are managed within approved policy parameters utilising forward foreign exchange contracts.

The Company transacts business primarily in Indian Rupee, USD, Euro and GBP. The Company has obtained foreign currency loans and has foreign currency trade payables and receivables and is therefore, exposed to foreign exchange risk. Certain transactions of the Company act as a natural hedge as a portion of both assets and liabilities are denominated in similar foreign currencies. For the remaining exposure to foreign exchange risk, the Company adopted a policy of selective hedging based on risk perception of the management. Foreign exchange hedging contracts are carried at fair value.

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

Commodity risk

The Company is exposed to the movement in the price of key raw material and other traded goods in the domestic and international markets. The Company has in place policies to manage exposure to fluctuation the prices of key raw materials used in operations. The Company enter into contracts for procurement of raw material and traded goods, most of the transactions are short term fixed price contract and a few transactions are long term fixed price contracts.

Other financial instruments

The carrying amount of the financial assets and liabilities carried at amortised cost is considered a reasonable approximation of fair value.

Note 45 - Segment reporting Identification of segment:

The company operating business are organised and managed separately according to the nature of the products and services provided, with each segment representing a strategic business unit that offers different products and serves different markets. Post Slump Sale of BPD undertaking, the Company has reassessed and identified business segment as per the applicable Ind AS- the same is as under:

a) Packaging Product Division: consisting of container and speciality glass business, PET bottles business and security caps and closure business.

b) Investment Property: consisting of land & buildings owned by the Company and given on lease.

c) Others: includes wind power generation and other activities.

Based on above and in accordance with applicable Ind AS , the performance/results of BPD Undertaking has been shown as under the head "Discontinued Operations".

The activities of the company are primarily limited with in the Indian Territories having no variation in risk and returns. Consequently, information in respect of geographical segment in not given.

Note 46 - Employee benefits

A. Defined contribution plan

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

The Company''s contribution to Provident Fund and Superannuation Fund aggregating to '' 489.14 lakh (net of amount capitalised and reimbursement received from government) (previous year '' 752.11 lakh) has been recognised in the Statement of Profit and Loss under the head Employee Benefits Expense.

B. Defined benefit plans Gratuity

The Company operates a gratuity plan covering qualifying employees. The benefit payable is the greater of the amount calculated as per the Payment of Gratuity Act, 1972 or the Company Scheme applicable to the employee. The benefit vests upon completion of five years of continuous service and once vested it is payable to employees on retirement or on termination of employment. In case of death while in service, the gratuity is payable irrespective of vesting. The Company makes annual contribution to the group gratuity Scheme administered by the Birla Sun Life Insurance Company Limited.

IV. The major categories of plan assets

The Company made annual contribution to the Birla Sun Life Insurance Company Limited (''BSL'') of an amount advised by the BSL. The Company was informed by BSL that the planned assets are held in growth/fixed interest bonds.

The above sensitivity analysis is based on a change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the same method (projected unit credit method) has been applied as when calculating the defined benefit obligation recognised within the balance sheet.

The Company does not have any outstanding dilutive potential equity shares. Consequently, the basic and diluted earnings per share of the Company remain the same.

Note 48 - Ind AS 116 Leases

The company recorded the lease liability at the present value of the future lease payments discounted at the incremental borrowing rate and the right of use asset.

Leases for which the Company is a lessor is classified as a finance or operating lease. Whenever the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee, the contract is classified as a finance lease. All other leases are classified as operating leases. For operating leases, rental income is recognized on a straight line basis over the term of the relevant lease.

Note 54 - Corporate social responsibility

In accordance with the provisions of section 135 of the Act, the Board of Directors of the Company had constituted a Corporate Social Responsibility (CSR) Committee. In terms of the provisions of the said Act, the Company had to spend a sum of '' 254.19 lakh (previous year '' 200.33 lakh) towards CSR activities during the year ended 31 March 2023. The CSR Committee has been examining and evaluating suitable proposals for deployment of funds towards CSR initiatives, however, the committee expects finalization of such proposals in due course. During the year ended 31 March 2023, the Company has contributed the following sums towards CSR initiatives.

(C in lakh)

As at As at

Note 58 - Discontinued operations and Assets held for sale

(i) Discontinued operations

The Board of Directors of the company in their meeting held on 31st October 2022 had approved the sale of certain assets. In accordance with applicable Accounting Standards, the performance/results of the same has been shown as under the head "Discontinued Operations".

The financial performance related to discontinued operations for the year is total income of '' 55.50 lakh (previous year '' 73.47 lakh) ; total expenses of '' 226.29 lakh (previous year '' 93.04 lakh); loss before tax of '' 170.79 lakh (previous year '' 19.57 lakh); loss adjusted with BRR '' 156.06 lakh (previous year Nil) and loss after tax '' 11.02 lakh (previous year '' 12.73 lakh).

(ii) Discontinued operations- Building Product Division

During the previous year, the Board of Directors of the Company in their meeting held on 15th January 2022, had approved sale of the Building Product Division (the "BPD Undertaking") to Hindware Limited (formerly known as Brilloca Limited) by way of slump sale for Sale Consideration of '' 63,000.00 lakh , which was subject to the customary closing date adjustments to give effect to the transaction.

a. The date of consummation of slump sale transaction was at close of business hours on 31st March 2022. Post giving effect of the closing date adjustments as on 31st March 2022, the slump sale consideration aggregated to '' 69,995.55 lakhs.

b. As part of slump sale transaction, one of the underlying parcel of land and building thereon situated in the state of Telangana was to be transferred and registered in favour of the buyer, subject to applicable approvals from concerned authorities. From the date of the Board meeting as mentioned above and the date on which approval was received (for registration of land), the valuation and the circle rate of the said land parcel increased, and accordingly closing date adjustment impact of ''1,729.12 lakhs has been considered as slump sale gain under "Exceptional Items" during the year. The necessary tax impact has been provided accordingly.

(iii) Assets held for sale

The Board of Directors of the Company in their meeting held on 15th January 2022, had approved for sale/disposal of one of the Company''s faucet manufacturing plant, situated at Plot No. G-470-471, RIICO Industrial Area, Bhiwadi, in the State of Rajasthan ("Bhiwadi Plant"), which had been shut down since the year 2014 and is presently not operational. Accordingly, the same has been shown under "Non-current Assets held for sale" in accordance with IND AS 105-"Non current assets held for sale and discontinued operations".

Note 61

The Board of Directors of the Company during period ended 31st March 2023 had approved the utilization of Business Reconstruction Reserve (BRR) by ''156.06 Lakh, pertaining to impairment of certain assets. The aforesaid utilization against BRR is in line with the Scheme of Arrangement approved by the Hon''ble High court of Kolkata vide its order dated 26th March 2010. Based on the above and in accordance with the applicable IND AS performance of the business relating to these assets have been recognized as "Discontinued Operation".

Note 62

During the year, the Company had submitted Resolution Plan (the "Plan") for the acquisition of 100% stake in Hindusthan National Glass and Industries Limited (the "Corporate Debtor") in the Corporate Insolvency Resolution Process (the "CIRP") under the Insolvency and Bankruptcy Code 2016. The appointed Resolution Professional under CIRP had issued a Letter of Intent dated 28th October 2022 (the "LOI") declaring the Company as a successful resolution applicant under CIRP with due authorization of the committee of creditors of the Corporate Debtor. The company had given its acceptance of the LOI and issued underlying performance bank guarantees as per the requirement of the LOI. Post this, the Hon''ble Competition Commission of India had approved the above said transaction vide its order dated 15th March 2023 as published on their website. The closure of the aforesaid transaction is subject to obtaining necessary regulatory approvals from Hon''ble NCLT Kolkata and other customary approvals, filings, and processes.

Note 63

During the current year, the company has decided to exercise the option permitted under section 115BAA of the Income-tax Act, 1961. Accordingly, the provision for income tax and deferred tax balances have been recorded / re-measured using the new tax rate, and the resultant impact have been recognized in the current year.

Note 64 - Dividend

The Board of Directors have recommended a dividend of 250% i.e. '' 5/- (previous year '' 5/-) on equity share of '' 2/- each for the year ended 31st March 2023 subject to approval of shareholders in the ensuing Annual General Meeting.

Note 65 - GST

The annual return of GST for FY 2022-23 is under process of filing with statutory authorities. The management believes that there will not be any material impact over financial statements after financial submission/filing. The date of filing of GST returns are 31st December, 2023.

Note 66 - Other Disclosures

(a) The Company does not have any benami property held in its name. No proceedings have been initiated on or are pending against the Company for holding benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and Rules made thereunder

(b) The Company have not traded or invested in crypto currency or virtual currency during the financial year

(c) There are no loans or advances in the nature of loans granted to Promoters, Directors, KMPs and their related parties (as defined under Companies Act, 2013), either severally or jointly with any other person, that are: (a) repayable on demand; or (b) without specifying any terms or period of repayment

(d) The Company has complied with the requirements of the number of layers prescribed under clause (87) of section 2 of the Companies Act, 2013 read with Companies (Restriction on number of Layers) Rules, 2017

(e) The Company has not been declared wilful defaulter by any bank or financial institution or other lender or government or any government authority

(f) Utilisation of borrowed funds and share premium

(i) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

(a) 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

(b) Provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries

(ii) The Company has not received any fund 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:

(a) 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

(b) Provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries

(g) There is no income surrendered or disclosed as income during the year in tax assessments under the Income Tax Act, 1961 (such as search or survey), that has not been recorded in the books of account

Note 67 - Social security code

The Code on Social Security, 2020 (''Code'') relating to employee benefits during employment and post-employment benefits received Indian Parliament''s approval and Presidential assent in September 2020. The Code has been published in the Gazette of India and subsequently, on November 13, 2020, draft rules were published and stakeholders'' suggestions were invited. However, the date on which the Code will come into effect has not been notified. The Company will assess the impact of the Code when it comes into effect and will record any related impact in the period the Code becomes effective.

Note 68 - Previous period figures have been regrouped /re-arranged wherever considered necessary to confirm to the current year''s classification.

---

Mar 31, 2018

Nature and purpose of other reserves:

1. Capital reserve was created on amalgamation of certain entities/undertaking into the Company.

2. Securities premium reserve is used to record the premium on issue of shares. The reserve is utilised in accordance with the provisions of the Act.

3. Under the erstwhile Companies Act 1956, general reserve was created through an annual transfer of net income at a specified percentage in accordance with applicable regulations. The purpose of these transfers was to ensure that if a dividend distribution in a given year is more than 10% of the paidup capital of the Company for that year, then the total dividend distribution is less than the total distributable results for that year. Consequent to introduction of Companies Act 2013, the requirement to mandatorily transfer a specified percentage of the net profit to general reserve has been withdrawn. It, inter alia, includes a sum of '' 10,000 lakh transferred from Business Reconstruction Reserve which cannot be used for issuance of bonus shares and distribution of dividend.

4. Capital redemption reserve is created against redemption of preference shares of the Company.

5. Business reconstruction reserve was created in accordance with a scheme of arrangement approved by the Hon''ble High Court of Calcutta. This reserve can neither be utilised towards issuance of bonus shares nor towards distribution of dividend.

6. FVOCI equity instruments: The Company has elected to recognise changes in the fair value of certain investments in equity securities in other comprehensive income. These changes are accumulated within FVOCI equity investments reserve within equity. The Company transfers amounts from this reserve to retained earnings when the relevant equity securities are derecognised.

7. Dividends paid (including dividend distribution tax) during the year ended 31 March 2018 of '' 3,480.57 lakh ('' 4 per equity share of '' 2/- ) were approved for payment.

Warranty claims:

The provision for warranty claims represent the present value of best estimate of the future outflow of economic benefits that will be required under the Company obligations for warranties under the local sale of goods. The estimate has been made based on historical warranty trends and may vary as a result of new materials, altered manufacturing process or other events. Assumptions used to calculate the provision for warranties were based on current sales levels and current information available about returns based on the 2 to 12 years warranty period.

Details of security and term of repayment of each

type of borrowing:

Secured borrowings

Cash credit facilities:

a) Cash credit facilities from banks carrying interest rate ranging from 8.70% to 10.88% p.a. is repayable on demand and is secured by hypothecation of all current assets including stocks and book debts, present and future, and further secured by second pari-passu charge on all the movable fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant.

b) Cash credit facility from banks carrying interest rate ranging from 11.00% to 11.70% p.a. and was repayable on demand. This facility is secured by hypothecation against stocks, goods in transit, receivables and all other current assets (both present and future) of the Company''s retail business and also having corporate guarantee of the Company.

Buyer''s credit facilities:

c) Buyer''s credit facilities from banks carrying interest ranging between LIBOR plus 54bps to LIBOR plus 75 bps per annum (p.a.) is repayable within 12 months from the date of origination and is secured by hypothecation of all current assets including stocks and book debts and further secured by second pari-passu charge on all the movable fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant.

Short term loan facilities:

d) Working capital demand loan and Short term loans from banks carrying interest rate ranging from 7.80% to 8.30% p.a. is repayable within 7 days to 31 days and is secured by hypothecation of all current assets including stocks and book debts present and future, and further secured by second pari-passu charge on all the movable fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant.

e) Working capital demand loan and Short term loans from banks carrying interest @ 9.15% p.a. was repayable within 31 days from disbursements. This facility is secured by hypothecation against stocks, goods in transit, receivables and all other current assets (both present and future) of the Company''s retail business and also having corporate guarantee of the Company.

Packing credit:

f) Packing credit in foreign currency facilities from banks carrying interest LIBOR plus 70 bps per annum (p.a.) was repayable within 6 months from the date of origination and was secured by hypothecation of all current assets including stocks and book debts and further secured by second pari-passu charge on all the movable fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant.

g) Packing credit facilities from bank carrying interest 8% per annum (p.a.) was repayable within 7 days from the date of origination and was secured by hypothecation of all current assets including stocks and book debts and further secured by second pari-passu charge on all the movable fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant.

Unsecured short term borrowings

a) Working capital demand loans:

Short term loan from bank amounting to '' 7680 lakh carrying interest @ 7.60% to 7.80% p.a. is repayable within 3 months from the drawdown date.

b) Commercial papers :

Commercial paper from various banks '' 30,000 lakh (previous year '' 25,000 lakh) carrying discount rate of 7.45% to 7.85 % p.a. is payable within 88 to 91 days from the date of origination.

(e) There is no change in statutory enacted income-tax rate during the financial year.

(f) There is no temporary differences associated with investment in subsidiaries.

NOTE 8- FINANCIAL INSTRUMENTS AND RISK REVIEW Capital management

The Company manages its capital to be able to continue as a going concern while maximising the returns to shareholders through optimisation of the debt and equity balance. The capital structure consists of debt which includes the borrowings as disclosed in note 22 and 27; cash and cash equivalents as disclosed in note 15 and current investment and equity attributable to equity holders of the Company, comprising issued share capital, reserves and retained earnings as disclosed in the Statement of changes in equity. For the purpose of calculating gearing ratio, debt is defined as non-current and current borrowings (excluding derivatives). Equity includes all capital and reserves attributable to equity holders of the Company. The Company is not subject to externally imposed capital requirements. The Board reviews the capital structure and cost of capital on an annual basis but has not set specific targets for gearing ratios. The risks associated with each class of capital are also considered as part of the risk reviews presented to the Audit Committee and the Board of Directors.

Financial risk management objective

The Company is exposed to various risks in relation to financial instruments. The main types of risks are market risk, credit risk and liquidity risk. The Company is not engaged in speculative treasury activities but seeks to manage risk and optimise interest and commodity pricing through proven financial instruments.

The use of any derivative is approved by the management, which provide guidelines on the acceptable levels of interest rate risk, credit risk, foreign exchange risk and liquidity risk and the range of hedging requirement against these risks.

Credit risk:

Credit risk is the risk that a counter party will not meet its obligations under a financial instrument or customer contract, leading to financial loss. The Company is exposed to credit risk for receivables, cash and cash equivalents, short term investments, financial guarantee and derivative financial instruments.

Cash and cash equivalents and short term investments

The Company considers factors such as track record, size of institution, market reputation and service standard to select the banks with which deposits are maintained. Generally the balances are maintained with the institutions with which the Company has also availed borrowings. The Company does not maintain significant deposit balances other than those required for its day to day operations.

Trade receivables

The Company extends credits to customer in normal course of the business. The Company considers the factors such as credit track record in the market of each customer and past dealings for extension of credit to the customer. The Company monitors the payment track record of each customer and outstanding customer receivables are regularly monitored. The Company evaluates the concentration of risk with respect to trade receivables as low, as its customers are located at several jurisdiction and industries and operate in large independent markets. The Company also takes advances and security deposits from customers which mitigate the credit risk to an extent.

The average credit period taken on sales of goods is 30 to 60 days. Generally, no interest has been charged on the receivables. Allowances against doubtful debts are recognised against trade receivables based on estimated irrecoverable amounts determined by reference to past default experience of the counterparty and an analysis of the counterparty''s current financial position. Before accepting any new customer, the Company uses an internal credit system to assess the potential customer''s credit quality and defines credit limits by customer. Limits attributed to customers are reviewed periodically. There are no customers who represent more than 5 per cent of total net revenue from operations. The Company does not hold any collateral or other credit enhancements over any of its trade receivables nor does it have a legal right of offset against any amounts owed by the Company to the counterparty.

Liquidity risk:

Liquidity risk reflects the risk that the Company will have insufficient resources to meet its financial liabilities as they fall due.

The Company''s objective is to maintain optimum levels of liquidity to meet its cash and collateral requirements. The Company relies on a mix of borrowings, capital infusion and excess operating cash flows to meet its needs for funds. The current committed lines of credit are sufficient to meet its short to medium term expansion needs. The Company monitors rolling forecasts of its liquidity requirements to ensure that it has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities so that it does not breach borrowing limits.

The table below provides undiscounted cash flows towards non-derivative financial liabilities into relevant maturity based on the remaining period at the balance sheet date to the contractual maturity date and, where applicable, their effective interest rates.

Market risk

The Company''s activities expose it primarily to the financial risks of changes in foreign currency exchange rates and interest rates. The Company enters into a variety of derivative financial instruments to manage its exposure to foreign currency risk, including :

Forward foreign exchange contract to hedge the exchange rate risk arising on the export of its products.

Forward foreign exchange contract to hedge the exchange rate risk arising on translation of the foreign currency loans.

Currency risk

The Company undertakes various transactions denominated in foreign currencies, consequently, exposure to exchange rate fluctuations arise. Exchange rate exposures are managed within approved policy parameters utilising forward foreign exchange contracts.

The Company transacts business primarily in Indian Rupee, USD, Euro and GBP. The Company has obtained foreign currency loans and has foreign currency trade payables and receivables and is therefore, exposed to foreign exchange risk. Certain transactions of the Company act as a natural hedge as a portion of both assets and liabilities are denominated in similar foreign currencies. For the remaining exposure to foreign exchange risk, the Company adopted a policy of selective hedging based on risk perception of the management. Foreign exchange hedging contracts are carried at fair value.

This is mainly attributable to the exposure outstanding on foreign currency receivables and payables in the Company at the end of each reporting period.

Interest rate risk

The Company''s exposure to the risk of changes in market interest rates relates primarily to long term debts. Its objective in managing its interest rate risk is to ensure that it always maintain sufficient head room to cover interest payment from anticipated cash flows which is regularly reviewed by the board/nominated committee as well.

Commodity risk

The Company is exposed to the movement in the price of key raw material and other traded goods in the domestic and international markets. The Company has in place policies to manage exposure to fluctuation the prices of key raw materials used in operations. The Company enter into contracts for procurement of raw material and traded goods, most of the transactions are short term fixed price contract and a few transactions are long term fixed price contracts.

Segment information, as required under Ind AS 108 "Operating Segment", has been provided in the consolidated financial statements of the Company and therefore, no separate disclosure on segment information is given in these standalone financial statements.

NOTE 9 - EMPLOYEE BENEFITS A. Defined contribution plan

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

The Company''s contribution to Provident Fund and Superannuation Fund aggregating to '' 917.84 lakh (net of amount capitalised and reimbursement received from government) (previous year '' 886.05 lakh) has been recognised in the Statement of Profit and Loss under the head Employee Benefits Expense.

B. Defined benefit plans Gratuity

The Company operates a gratuity plan covering qualifying employees. The benefit payable is greater of the amount calculated as per the Payment of Gratuity Act, 1972 or the Company scheme applicable to the employee. The benefit vests upon completion of five years of continuous service and once vested it is payable to employees on retirement or on termination of employment. In case of death while in service, the gratuity is payable irrespective of vesting. The Company makes annual contribution to the group gratuity scheme administered by the Birla Sun Life Insurance Company Limited.

List of related parties

Relationship_Name of related party_

Key management personnel (KMP) Dr. Rajendra Kumar Somany (Chairman and Managing Director)

Mr. Sandip Somany (Vice Chairman and Managing Director)

Mr. Sandeep Sikka (CFO)

Ms Payal M Puri (CS)

Relative of key management Mrs. Sumita Somany (Non Executive Director)

personnel (KMP)

Subsidiaries Hindware Home Retail Private Limited

Somany Home Innovation Limited (incorporated on 28 September 2017)

Brilloca Limited (incorporated on 2 November 2017) (Subsidiary of Somany Home Innovation Limited)

Luxxis Heating Solutions Private Limited (incorporated on 26 December 2017)

Halis International Limited, Mauritius

Alchemy International Cooperatief U.A. (subsidiary of Halis International Limited) Haas International B.V. (subsidiary of Alchemy International Cooperatief U.A.)

KS 615 Limited (formerly Barwood Products Limited (ceased to be subsidiary of

Haas International B.V. as dissolved on 30 January 2018)...................

Queo Bathroom Innovations Limited, UK (subsidiary of Haas International B.V.) _ _ Entities where significant influence is Textool Mercantile Private Limited _

exercised by KMP and/or their relatives _PacoJxpots_Limited..................................................................................................................................................................................................................................................

having transactions with the Company .New. ..D.e.l.h.i...I.n.d_ustrial.Pl°m°torsand iQv.§stors_Limited....................................................................................................................

Soma Investments Limited

Murlidhar Rajendra Kumar _

Post employment benefit plan HSI Employees Gratuity Fund

Somany Provident Fund Institution

The following transactions were carried out with related parties in the ordinary course of business and on arm''s length basis.

# Including bonus, sitting fee, commission on accrual basis and value of perquisites.

$ including provident fund, leave encashment paid and any other benefit

* As the liability for gratuity and leave encashment are provided on actuarial basis for the Company as a whole, amounts accrued pertaining to key managerial personnel are not included above.

NOTE 10 - CORPORATE SOCIAL RESPONSIBILITY

In accordance with the provisions of section 135 of the Act, the Board of Directors of the Company had constituted a Corporate Social Responsibility (CSR) Committee. In terms, with the provisions of the said Act, the Company was to spend a sum of '' 337.78 lakh (previous year '' 290.77 lakh) towards CSR activities during the year ended 31 March 2018. The CSR Committee has been examining and evaluating suitable proposals for deployment of funds towards CSR initiatives, however, the committee expects finalization of such proposals in due course. During the year ended 31 March 2018, the Company has contributed the following sums towards CSR initiatives.

NOTE 11

a) The Hon''ble National Company Law Tribunal of Kolkata, West Bengal, vide its order dated 4 May 2017 approved the Composite Scheme of Arrangement (the "Scheme") between the Company and its wholly owned subsidiary Hindware Home Retail Private Limited (HHRPL), their shareholders and creditors. Pursuant to the Scheme, all the properties, assets, rights, claims and obligations of the Retail Business of HHRPL (the "Demerged Undertaking") has been transferred and vested in the Company on a going concern basis with effect from the Appointed Date i.e., 1 April 2015. The Scheme has been accounted for as a business combination of entities under the common control.

b) Further, pursuant to the Scheme, the Company has also reorganised and adjusted the cost of equity and preference shares held in HHRPL to an amount equivalent to the remaining net assets of the HHRPL as on the appointed date, post demerger. Therefore, the investment in HHRPL has been reorganised from 32,000,000 equity shares to 640,000 equity shares as on the appointed date.

NOTE 12

a) The Board of Directors of the Company has approved utilisation of Business Reconstruction Reserve (BRR) by ''210.64 lakh pertaining to impairment of investment during the year ended 31 March 2018. The aforesaid utilisation against BRR is as per the Scheme of Arrangement approved by the Hon''ble High Court of Calcutta vide its order dated 26 March 2010.

b) The Board of Directors of the Company has approved utilisation of Business Reconstruction Reserve (BRR) by '' Nil (previous year '' 838.63 lakh) pertaining to write off of old, non-moving and slow inventory done by the Demerged Undertaking during the year ended 31 March 2017. The aforesaid utilisation against BRR is as per the Scheme of Arrangement approved by the Hon''ble High Court of Calcutta vide its order dated 26 March 2010.

NOTE 13

The Boad of Directors of the Company, in its meeting held on 10 November 2017 had approved a composite Scheme of Arrangement under section 230 to 232, read with section 66 and other applicable provisions of the Companies Act 2013 and the provisions of other applicable laws, amongst the Company, Somany Home Innovation Limited, a wholly owned subsidiary of the Company ("Resulting Company 1") and Brilloca Limited, a wholly owned subsidiary of Resulting Company 1 ("Resulting Company 2") and their respective shareholders and creditors ("Scheme''). The Scheme provides for the demerger of, (i) the Consumer Products Distribution and Marketing Undertaking ("CPDM Undertaking") and Retail Undertaking of the Company into Resulting Company 1, and (ii) the Building Products Distribution and Marketing Undertaking ("BPDM Undertaking") of the Company into Resulting Company 2. The Appointed Date for the Scheme is 1 April 2018 or such other date as directed by the Hon''ble Kolkata Bench of the National Company Law Tribunal ("NCLT"). The Scheme is subject to necessary regulation, approval and sanction by Hon''ble NCLT. The Company has received approval from BSE Limited and the National Stock Exchange of India Limited and is in the process of filing the application with Hon''ble NCLT for approval.

NOTE 14

A portion of the company''s Kaharani unit engaged in manufacturing of faucets, a part of building products division, had fire on the night of 12 November 2017. The necessary surveys by the insurance company has been conducted and unit is duly covered by insurance including reinstatement value clause. The insurance company is in process of assessing the quantum of claims for settlement. Adjustments, if any relating to fire would be carried out upon its final assessment by the insurance company. Based on provisional estimates made by the management, the value of assets and inventories affected by fire is '' 1445 lakh and ''205 lakh respectively, for which insurance claim has been lodged. In the opinion of management there will not be any material impact on this account on state of affairs and profit of the company.

NOTE 15 - DIVIDEND

In respect of the current year, the directors propose that a dividend of '' 4/- per share to be paid on equity shares of '' 2 per share. This equity dividend is subject to approval by shareholders at the Annual General Meeting and has not been included as a liability in these financial statements. The proposed equity dividend is payable to all shareholders on the Register of Members. The total estimated equity dividend to be paid is ''2891.86 lakh. The payment of this dividend is estimated to result in payment of dividend tax of ''594.43 lakh on the amount of dividends grossed up for the related dividend distribution tax.

NOTE 16 - EXCEPTIONAL ITEM

On 17 October 2017, one of the warehouses relating to the Retail Business division had fire which resulted in a loss of '' 654.15 lakh and has been duly provided in the books of accounts for the year ended 31 March 2018. Insurance claims relating to the loss has been filed and the settlement amounts of insurance claims as received would be accounted for on receipt.

NOTE 17

Previous period figures have been regrouped /re-arranged wherever considered necessary to confirm to the current year''s classification.

---

Mar 31, 2017

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 Ind AS. The Company has classified the financial assets in accordance with Ind AS 109 on the basis of facts and circumstances that exist at the date of transition to Ind AS.

1. Proposed dividend

Under previous GAAP, proposed dividends are recognized as liability in the period to which they relate irrespective of the approval by shareholders. However, under Ind AS, proposed dividend is recognized as liability in the period in which it is declared (on approval of shareholders in a general meeting) or paid.

2. Derivative contract

Under previous GAAP, mark-to-market losses on derivative contracts were recognized whereas the gain arising on the said contracts were ignored. However, under Ind AS, all derivative are measured at fair value through profit and loss and mark-to-market gain/losses are recorded in the relevant period.

3. Investments others than investment in subsidiary, joint arrangement and associates

Under previous GAAP, non-current investments were measured at cost less any diminution in value of investments other than temporary. However, under Ind AS, these financial assets have been classified as fair value through other comprehensive income (FVTOCI).

4. Compound financial instrument

Under previous GAAP, the redeemable preference shares (RPS) were stated initially at cost and less any diminution in value of investments other than temporary. However, under Ind AS, the RPS being a compound financial instrument is segregated into loan component and equity component. The loan component is initially recognized at fair value and subsequently measured at amortized cost and the balance is considered as equity.

5. Financial assets and liabilities

Under previous GAAP, the financial assets and financial liabilities were carried at cost. However, under Ind AS, certain financial assets and financial liabilities are initially recognized at fair value and subsequently measured at amortized cost.

6. Goodwill arising on amalgamation

Under previous GAAP, the goodwill arising on amalgamation was being amortized over a specified period. However, under Ind AS, the same is tested for impairment at each reporting date.

Note No statement of comprehensive income was prepared under previous GAAP. Therefore, the reconciliation starts with net profit as per previous GAAP

7. Under previous GAAP, the goodwill arising on amalgamation was being amortized over a specified period. However, under Ind AS, the same is tested for impairment at each reporting date.

8. Under the previous GAAP, mark-to-market losses on derivative contracts were recognized whereas the gain arising on the said contracts were ignored. However, under Ind AS, all derivatives are measured at fair value through profit and loss and mark-to-market gain/losses are recorded in the relevant period.

9. Under previous GAAP, the financial assets and financial liabilities were carried at cost. However, under Ind AS, certain financial assets and financial liabilities are initially recognized at fair value and subsequently measured at amortized cost.

10. Under the previous GAAP, the actuarial gains/losses arising on defined benefit plans was being charged to the statement of profit and loss. However, under Ind AS the same is recognized in other comprehensive income.

Allocation of goodwill to cash generating units:

For the purpose of impairment testing, goodwill is allocated to the Garden Polymers division which represents the lowest level within the Company at which the goodwill is monitored for internal management purposes, which is not higher than the Company’s operating segments.

The Company tests goodwill annually for impairment, or more frequently if there are indications that goodwill might be impaired.

The recoverable amounts of the cash generating units ("CGU") is determined from value in use calculation. The key assumptions for the value in use calculations are these regarding the discount rates, growth rates and expected changes to selling prices and direct costs during the period. These assumptions have been determined in light of the economic environment which has resulted in more conservative estimates about the future. Management estimates discount rates using pre-tax rates that reflect current market assessments of the time value of money and the risks specific to the CGU. (A reduction in the availability of credit has led to an increase in the cost of capital and therefore, the discount rate applied to future cash flows has increased.) Changes in selling prices and direct costs are based on past practices and expectations of future changes in the market. It is anticipated that sales volumes will remain at a similar level to the current year taking into account the market conditions.

The Company has conducted a sensitivity analysis on the impairment test of CGU carrying value. Change in the discount rate and growth rate by /- 1% pints would not impact in carrying value of goodwill (with other factors remains constant).

Value in use has been determined by discounting the future cash flows generated from the continuing use of the unit. Unless indicated otherwise, value in use in 2016-17 has been determined similarly as in 2015-16. The calculation of the value in use is based on the following key assumptions

11. Loans are secured by way of hypothecation of first pari-passu charge on movable fixed assets (both present and future) pertaining to the glass plants of the Company situated at Sanathnagar and Bhongir in Telangana. Further, this was secured by first pari-passu charge by way of mortgage of deposit of title deeds of immovable properties (both present and future) of glass plants of the Company situated at Sanathnagar and Bhongir in Telangana.

12. Loans were secured by first pari-passu charge by way of mortgage of deposit of title deeds of immovable property situated at Sitarampur, Isnapur, PO Medak District, Hyderabad, Telangana.

13. Loan is secured by first pari-passu charge over all present and future movable and immovable fixed assets of the Sanitaryware plant situated at Bibinagar, Telangana.

14. Loan is secured by first pari-passu charge over all present and future movable and immovable fixed assets of the Sanitaryware plant situated at Bibinagar, Telangana and movable fixed assets of faucet plant situated at Kehrani, Rajasthan.

15. Loan was secured by first pari-passu charge on movable and immovable fixed assets situated at the Company''s the Sanitaryware plant in Parnala and Bahadurgarh, District Jhajjar, Haryana.

16. Loan is secured by first pari-passu charge on fixed assets of the Company located at Sitarampur, Isnapur, PO Medak District, Hyderabad, Telangana.

17. Loan was secured by way of charge on block of fixed assets both (present and future) of retail business of the Company

18. Vehicle loans are secured by way of hypothecation of the respective vehicles thus purchased.

19. Deferred payment liabilities from others (unsecured) is in respect of value added tax and central sales tax liabilities pertaining to the years 1999-2000 to 2012-2013 and are repayable by the end of financial year 31 March 2031. The outstanding amount of deferred sales tax credit is subject to assessment by sales tax authorities.

Warranty claims:

The provision for warranty claims represent the present value of best estimate of the future outflow of economic benefits that will be required under the Company obligations for warranties under the local sale of goods. The estimate has been made based on historical warranty trends and may vary as a result of new materials, altered manufacturing process or other events. Assumptions used to calculate the provision for warranties were based on current sales levels and current information available about returns based on the two-year warranty period for all products sold.

Details of security and term of repayment of each type of borrowing:

Buyer''s credit facilities :

20. Buyer''s credit facilities from banks carrying interest ranging between LIBOR plus 35bps to LIBOR plus 70 bps per annum (p.a.) is repayable within 6 months from the date of crimination and is secured by hypothecation of all current assets including stocks and book debts and further secured by second pari-passu charge on all the movable fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhcngir plant.

Packing credit:

21. Packing credit in foreign currency facilities from banks carrying interest LIBOR plus 70 bps per annum (p.a.) is repayable within 6 months from the date of crimination and is secured by hypothecation of all current assets including stocks and book debts and further secured by second pari-passu charge on all the movable fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhcngir plant.

22. Packing credit facilities from bank carrying interest 8% per annum (p.a.) is repayable within 7 days from the date of crimination and is secured by hypothecation of all current assets including stocks and book debts and further secured by second pari-passu charge cn all the movable fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhcngir plant.

Cash credit facilities :

23. Cash credit facilities from banks carrying interest rate ranging from 9.30% to 12.70% p.a. is repayable on demand and is secured by hypothecation of all current assets including stocks and b00k debts, present and future, and further secured by second pari-passu charge on all the movable fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhcngir plant.

24. Cash credit facility from banks carrying interest rate ranging from 11.00% to 11.70% p.a. and is repayable on demand. This facility is secured by hypothecation against stocks, goods in transit, receivables and all other current assets (both present and future) of the Company’s retail business and also having corporate guarantee of the Company.

Short term loan facilities :

25. Working capital demand loan and Short term loans from banks carrying interest rate ranging from 7.90% to 9.25% p.a. is repayable within 7 days and is secured by hypothecation of all current assets including stocks and book debts present and future, and further secured by second pari-passu charge on all the movable fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant.

26. Working capital demand loan and Short term loans from banks carrying interest @ 9.15% p.a. is repayable within 31 days from disbursements. This facility is secured by hypothecation against stocks, goods in transit, receivables and all other current assets (both present and future) of the Company''s retail business and also having corporate guarantee of the Company.

Unsecured short term borrowings Buyer''s credit facilities :

Buyer''s credit facilities from banks carrying interest ranging between 0.72% - 1.30% p.a. is repayable within 6 months from the date of origination.

Working capital demand loans:

Short term loan from bank amounting to Rs.1,500 lakh carrying interest @ 9.70% p.a. is repayable by 9 April 2015.

Commercial papers :

Commercial paper from various banks Rs.25,000 lakh (31 March 2016 Rs.15,000 lakh, 01 April 2015 Rs.9,000 lakh) carrying discount rate of 6.65% to 8.71 % p.a. is payable within 30 to 90 days.

Note 27 - FINANCIAL INSTRUMENTS AND RISK REVIEW Capital management

The Company manages its capital to be able to continue as a going concern while maximizing the returns to shareholders through optimization of the debt and equity balance. The capital structure consists of debt which includes the borrowings as disclosed in note 23 and 28, cash and cash equivalents and current investments and equity attributable to equity holders of the Company, comprising issued share capital, reserves and retained earnings as disclosed in the Statement of changes in equity. For the purpose of calculating gearing ratio, debt is defined as noncurrent and current borrowings (excluding derivatives). Equity includes all capital and reserves of the Company attributable to equity holders of the Company. The Company is not subject to externally imposed capital requirements. The Board reviews the capital structure and cost of capital on an annual basis but has not set specific targets for gearing ratios. The risks associated with each class of capital are also considered as part of the risk reviews presented to the Audit Committee and the Board of Directors.

Financial risk management objective

The Company is exposed to various risks in relation to financial instruments. The main types of risks are market risk, credit risk and liquidity risk. The Company is not engaged in speculative treasury activities but seeks to manage risk and optimize interest and commodity pricing through proven financial instruments.

The use of any derivative is approved by the management, which provide guidelines on the acceptable levels of interest rate risk, credit risk, foreign exchange risk and liquidity risk and the range of hedging requirement against these risks.

Credit risk:

Credit risk is the risk that a counter party will not meet its obligations under a financial instrument or customer contract, leading to financial loss. The Company is exposed to credit risk for receivables, cash and cash equivalents, short term investments, financial guarantee and derivative financial instruments.

Cash and cash equivalents and short term investments

The Company considers factors such as track record, size of institution, market reputation and service standard to select the banks with which deposits are maintained. Generally the balances are maintained with the institutions with which the Company has also availed borrowings. The Company does not maintain significant deposit balances other than these required for its day to day operations.

Trade receivables

The Company extends credits to customer in normal course of the business. The Company considers the factors such as credit track record in the market of each customer and past dealings for extension of credit to the customer. The Company monitors the payment track record of each customer and outstanding customer receivables are regularly monitored. The Company evaluates the concentration of risk with respect to trade receivables as law, as its customers are located at several jurisdiction and industries and operate in large independent markets. The Company also takes advances and security deposits from customers which mitigate the credit risk to an extent.

The average credit period taken on sales of goods is 30 to 60 days. Generally, no interest has been charged on the receivables. Allowances against doubtful debts are recognized against trade receivables based on estimated irrecoverable amounts determined by reference to past default experience of the counterparty and an analysis of the counterparty’s current financial position.

Before accepting any new customer, the Company uses an internal credit system to assess the potential customer''s credit quality and defines credit limits by customer. Limits attributed to customers are reviewed periodically. There are no customers who represent more than 5 per cent of total net revenue from operations

The Company does not held any collateral or other credit enhancements over any of its trade receivables nor does it have a legal right of offset against any amounts owed by the Company to the counterparty.

Expected credit loss :

The Company has used a practical expedient by computing the expected credit loss allowance for trade receivables based on a provision matrix. The provision matrix takes into account historical credit loss experience and adjusted for forward-looking information. The expected credit loss allowance is based on the ageing of the days the receivables are due and the rates as given in the provision matrix. The provision matrix at the end of the reporting period is as follows

Financial guarantee

The maximum credit exposure on financial guarantees given by the Company for various financial facilities is described in Note 60.

Liquidity risk:

Liquidity risk reflects the risk that the Company will have insufficient resources to meet its financial liabilities as they fall due.

The Company''s objective is to maintain optimum levels of liquidity to meet its cash and collateral requirements. The Company relies on a mix of borrowings, capital infusion and excess operating cash flows to meet its needs for funds. The current committed lines of credit are sufficient to meet its short to medium term expansion needs. The Company monitors rolling forecasts of its liquidity requirements to ensure that it has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities so that it does not breach borrowing limits.

The table below provides undiscounted cash flows towards non-derivative financial assets/ (liabilities) into relevant maturity based on the remaining period at the balance sheet date to the contractual maturity date and, where applicable, their effective interest rates. _ . , , ,

Market risk

The Company''s activities expose it primarily to the financial risks of changes in foreign currency exchange rates and interest rates. The Company enters into a variety of derivative financial instruments to manage its exposure to foreign currency risk, including

Forward foreign exchange contract to hedge the exchange rate risk arising on the export of its products.

Forward foreign exchange contract to hedge the exchange rate risk arising on translation of the foreign currency loans.

Currency risk

The Company undertakes various transactions denominated in foreign currencies, consequently, exposure to exchange rate fluctuations arise. Exchange rate exposures are managed within approved policy parameters utilizing forward foreign exchange contracts.

The Company transacts business primarily in Indian Rupee, USD, Euro and GBP. The Company has obtained foreign currency loans and has foreign currency trade payables and receivables and is therefore, exposed to foreign exchange risk. Certain transactions of the Company act as a natural hedge as a portion of both assets and liabilities are denominated in similar foreign currencies. For the remaining exposure to foreign exchange risk, the Company adopted a policy of selective hedging based on risk perception of the management. Foreign exchange hedging contracts are carried at fair value.

Note 28 - EMPLOYEE BENEFITS

A. Defined contribution plan

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

The Company’s contribution to Provident Fund and Superannuation Fund aggregating to Rs.886.05 lakh (31 March 2016 Rs.798.01 lakh) has been recognized in the Statement of Profit and Loss under the head Employee Benefits Expense.

29. Defined benefit plans Gratuity

The Company operates a gratuity plan covering qualifying employees. The benefit payable is the greater of the amount calculated as per the Payment of Gratuity Act, 1972 or the Company scheme applicable to the employee. The benefit vests upon completion of five years of continuous service and once vested it is payable to employees on retirement or on termination of employment. In case of death while in service, the gratuity is payable irrespective of vesting. The Company makes annual contribution to the group gratuity scheme administered by the Birla Sun Life Insurance Company Limited.

Note 30 - RELATED PARTY TRANSACTIONS

In accordance with the requirement of Indian Accounting Standard (Ind AS) 24 ''Related Party Disclosures" name of the related party, related party relationship, transactions and outstanding balances including commitments where control exist and with whom transactions have taken place during the reported period are as follows

Note 31 - CORPORATE SOCIAL RESPONSIBILITY (contd...)

a sum of Rs.290.77 lakh (previous year Rs.242.99 lakh) towards CSR activities during the year ended 31 March 2017. The CSR Committee has been examining and evaluating suitable proposals for deployment of funds towards CSR initiatives, however, the committee expects finalization of such proposals in due course. During the period ended 31 March 2017, Company has contributed the following sums towards CSR initiatives.

32. The Hon''ble National Company Law Tribunal of Kolkata, West Bengal, vide its order dated 4 May 2017 approved the Composite Scheme of Arrangement (the "Scheme") between the Company and its wholly owned subsidiary Hindware Home Retail Private Limited (HHRPL), their shareholders and creditors. Pursuant to the Scheme, all the properties, assets, rights, claims and obligations of the Retail Business of HHRPL (the "Demerged Undertaking") has been transferred and vested in the Company on a going concern basis with effect from the Appointed Date i.e., 1 April 2015. The Scheme has been accounted for as a business combination of entities under the common control. Accordingly, the financial information in these financial statements in respect of prior periods have been restated as if the business combination had occurred from the beginning of the financial year ended 31 March 2016.

33. Further, pursuant to the Scheme, the Company has also reorganized and adjusted the cost of equity and preference shares held in HHRPL to an amount equivalent to the remaining net assets of the HHRPL as on the appointed date, post demerger. Therefore, the investment in HHRPL has been reorganized from 3,20,00,000 equity shares to 6,40,000 equity shares as on the appointed date.

34. The Board of Directors of the Company has approved utilization of Business Reconstruction Reserve (BRR) by Rs.1,643.46 lakh pertaining to diminution, other than temporary in nature, in the carrying value of its investment in one of its overseas step down subsidiary during the year ended 31 March 2016. The aforesaid utilization against BRR is as per the Scheme of Arrangement approved by the Hon''ble High Court of Calcutta vide its order dated 26 March 2010.

35. The Board of Directors of the Company has approved utilization of Business Reconstruction Reserve (BRR) by Rs.838.63 lakh pertaining to write off of old, non-moving and slow inventory done by the Demerged Undertaking during the year ended 31 March 2017. The aforesaid utilization against BRR is as per the Scheme of Arrangement approved by the Hon''ble High Court of Calcutta vide its order dated 26 March 2010.

Note 36 - DISCLOSURE ON SPECIFIED BANK NOTES (SBNS)

During the year, the Company had specified bank notes or other denomination as defined in the MCA notification G.S.R. 308(E) dated 30 March 2017, on the details of specified bank notes (SBNs) held and transacted during the period from 8 November 2016 to 30 December 2016, the denomination wise SBNs and other notes as per the notification is given below

Note 37 - DIVIDEND

In respect of the current year, the directors propose that a dividend of t4 per share to be paid on equity shares of t''2 per share. This equity dividend is subject to approval by shareholders at the Annual General Meeting and has not been included as a liability in these financial statements. The proposed equity dividend is payable to all shareholders on the Register of Members. The total estimated equity dividend to be paid is Rs.2,891.86 lakh. The payment of this dividend is estimated to result in payment of dividend tax of Rs.588.71 lakh on the amount of dividends grossed up for the related dividend distribution tax.

---

Mar 31, 2016

1) Rupee loans (including current maturities) comprises of:

a) Term loan of Rs. 5,000 lacs from DBS Bank Limited carries an interest @ 10.70% per annum and is repayable in 48 quarterly installments ranging from Rs. 62.50 lacs to Rs. 125.00 lacs commencing from February 2014. The loan is secured by first pari- passu charge on movable and immovable fixed assets situated at the Company''s sanitaryware plant in Parnala and Bahadurgarh, District Jhajjar, Haryana. Outstanding as at 31 March 2016 Rs. Nil (previous year Rs. 3,812.50 lacs).

b) Term loan of Rs. 2,900 lacs from Bank of Bahrain & Kuwait carries an interest @ 10.80% per annum and is repayable in 12 quarterly installments ranging from Rs. 241.30 lacs to Rs. 241.70 lacs commencing from April 2015. The loan is secured by first pari passu charge on vacant freehold land and building situated at Sitarampur, Isnapur, PO Medak District, Hyderabad, Telangana. Outstanding as at 31 March 2016 Rs. Nil (previous year Rs. 2,900 lacs).

c) Vehicle loans amounting to Rs. 888.04 lacs are secured by way of hypothecation of the asset thus purchased. The interest ranges from 9.30% to 13.60% per annum. The aforementioned loans are repayable in 36-48 equal monthly installments and the final installment is due for repayment in December 2017. Outstanding as at 31 March 2016 Rs. 282.07 lacs (previous year Rs. 695.89 lacs).

2.) Deferred payment liabilities is in respect of value added tax and central sales tax liabilities pertaining to the years 1999-2000 to 2012-2013 and are repayable by the end of financial year 31 March 2031. The outstanding amount of deferred sales tax credit is subject to assessment by sales tax authorities. Outstanding as at 31 March 2016 Rs. 4,806.35 lacs (previous year Rs. 4,845.27 lacs).

Details of security and term of repayment of each type of borrowing:

Buyer''s credit facilities :

Buyer''s credit facilities from HDFC Bank, Citibank and Standard Chartered Bank, carrying interest ranging between LIBOR plus 35bps to LIBOR plus 70bps per annum (p.a.) and is repayable within 6 months from the date of origination and is secured by hypothecation of all current assets including stocks and book debts and further secured by second pari-passu charge on all the fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant.

packing credit facilities (in foreign currency):

Packing credit in foreign currency facilities from DBS Bank and Citibank, carrying interest LIBOR 70bps p.a. is repayable within 6 months from the date of origination and is secured by hypothecation of all current assets including stocks and book debts and further secured by second pari-passu charge on all the fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant.

Cash credit facilities :

a) Cash credit facilities from Central Bank of India carrying interest @ 12.70% p.a. is repayable on demand and is secured by hypothecation of all current assets including stocks and book debts, present and future, and further secured by second pari-passu charge on all the fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant.

b) Cash credit facilities from Canara Bank carrying interest @ 11.40% p.a. is repayable on demand and is secured by hypothecation of all current assets including stocks and book debts, present and future, and further secured by second pari-passu charge on all the fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant.

c) Cash credit facilities from Standard Chartered Bank carrying interest @ 11.50% p.a. is repayable on demand and is secured by hypothecation of all current assets including stocks and book debts, present and future, and further secured by second pari-passu charge on all the fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant.

d) Cash credit facilities from Citibank N.A. carrying interest @ 12.50% p.a. is repayable on demand and is secured by hypothecation of all current assets including stocks and book debts present and future, and further secured by second pari-passu charge on all the fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant.

e) Cash credit facilities from DBS Bank Limited carrying interest @ 9.30% p.a. is repayable on demand and is secured by hypothecation of all current assets including stocks and book debts present and future, and further secured by second pari-passu charge on all the fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant.

f) Cash credit facilities from Andhra Bank carrying interest @ 11.50% p.a. is repayable on demand and is secured by hypothecation of all current assets including stocks and book debts present and future, and further secured by second pari-passu charge on all the fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant.

g) Cash credit facilities from Hongkong and Shanghai Banking Corporation Limited carrying interest @ 10.70% p.a. is repayable on demand and is secured by hypothecation of all current assets including stocks and book debts present and future, and further secured by second pari-passu charge on all the fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant.

h) Cash credit facilities from State Bank of India carrying interest @ 10.55% p.a. is repayable on demand and is secured by hypothecation of all current assets including stocks and book debts present and future, and further secured by second pari-passu charge on all the fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant.

i) Cash credit facilities from HDFC Bank Limited carrying interest @ 10.10% p.a. is repayable on demand and is secured by hypothecation of all current assets including stocks and book debts present and future, and further secured by second pari-passu charge on all the fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant.

unsecured short term borrowings Commercial paper :

Commercial paper from HDFC Bank Limited Rs. 15,000 lacs (previous year Rs. 9,000 lacs) carrying interest rate ranging from 8.38% p.a. to 8.71% p.a. The commercial papers are payable by 18 May 2016.

Buyer''s credit facilities :

Buyer''s credit facilities from IDBI Bank Ltd. carrying interest ranging between 0.72% - 1.30% p.a. is repayable within 6 months from the date of origination.

Short term loans:

Short term loan from Societe Generale Bank amounting to Rs. 1,500 lacs carrying interest @ 9.70% p.a. has been repaid on 9 April 2015.

NOTE 3 : In view of long term business relations, trade deposits from dealers are considered as long term liabilities.

NOTE 4 : Segment information, as required under AS-17 "Segment Reporting", has been provided in the consolidated financial statements of the Company and therefore, no separate disclosure on segment information is given in these standalone financial statements.

NOTE 5 : During the year, the Board of Directors of the Company has approved utilization of Business Reconstruction Reserve (BRR) by Rs. 1,643.46 lacs subsequent to the disposal of assets by its step down UK subsidiary

Aforesaid Rs. 1,643.46 lacs utilized against BRR (by credit to the statement of profit and loss under exceptional items) represents diminution, other than temporary in nature, in the carrying value of its investment in one of its overseas subsidiary. This is as per Scheme of Arrangement approved by Hon''ble High Court of Calcutta vide its order dated 26 March 2010 as per which the Company created BRR by revaluation of its certain immovable properties and the said scheme also provided the utilization of credit available in BRR for specific approved purposes as may be deemed necessary and appropriate by Board of Directors of the Company from time to time.

NOTE 6: Previous year figures have been regrouped/recast wherever considered necessary to make them comparable with those of the current year.

---

Mar 31, 2015

BASIS OF PREPARATION

The financial statements have been prepared to comply with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Companies Act, 2013 (the ''Act''), read with Rule 7 of the Companies (Accounts) Rules, 2014 (as amended) The financial statements have been prepared on a going concern basis under the historical cost convention on accrual basis, as supplemented by revaluation of certain fixed assets The accounting policies have been consistently applied by HSIL Limited (the ''Company'')

USE OF ESTIMATES

The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported balances of assets and liabilities and the disclosure relating to contingent liabilities as at the date of financial statements and reported amounts of income and expenses during the reporting period Although these estimates are based upon management''s best knowledge of current events and actions, actual results could differ from those estimates Any revision to accounting estimates is recognised in the current and future periods

1 Terms and rights attached to equity shares

The Company has issued only one class of equity shares having par value of Rs 2 per share Each holder of equity share is entitled to one vote per share The Company declares and pays dividend in Indian Rupees During the year ended 31 March 2015, the amount of per share dividend is recognised as distribution to equity shareholder as Rs 3 50 per share (previous year Rs 3 per share)

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 holder of equity shares will be entitled to receive remaining assets of the Company, after settling of all liabilities The distribution will be in proportion to the number of equity shares held by the shareholders

2 There are no shares issued pursuant to contract without payment being received in cash, allotted as fully paid up by way of bonus issues and bought back during the last 5 years

3 The above figure of subscribed and paid up capital includes application and allotment money received on forfeited shares amounting to Rs 0 04 lacs (previous year Rs 0 04 lacs)

4 Notes:

1) Foreign currency loans (including current maturities) comprises of:

a) The External commercial borrowings (''ECB'') of USD 16 million from Standard Chartered Bank, London, United Kingdom (''UK'') carries an interest @ 6 months LIBOR plus 177 basis points (''bps''), is repayable in 6 yearly installments ranging from USD 0 962 million to USD 4 322 million commencing from September 2010 This ECB is secured by way of hypothecation of first pari passu charge on movable fixed assets (both present and future) pertaining to the glass plants of the Company situated at Sanathnagar and Bhongir in Telangana Further, this is secured by first pari-passu charge by way of mortgage of deposit of title deeds of immovable properties (both present and future) of glass plants of the Company situated at Sanathnagar and Bhongir in Telangana

b) The ECB of USD 17 million from the Hongkong and Shanghai Banking Corporation Bank Plc, London, UK, carries interest @ 6 months LIBOR plus 200 bps is repayable in 30 installments ranging from USD 0 40 million to USD 1 00 million commencing from September 201 1 This ECB is secured by way of hypothecation of first pari passu charge over the Company''s movable fixed assets, plant and machinery, machine spares, tools and accessories (both present and future) pertaining to the glass plants of the Company situated at Sanathnagar and Bhongir in Telangana Further, this is secured by first pari-passu charge by way of mortgage of deposit of title deeds of immovable properties (both present and future) of glass plants of the Company situated at Sanathnagar and Bhongir in Telangana This ECB will be repayable by March 2016

c) The ECB of USD 16 75 million from Citibank N A , London, UK carries an interest @ 6 months LIBOR plus 181 bps, is repayable in 9 half yearly installments ranging from USD 1 250 million to USD 1 938 million commencing from September 2011 This ECB is secured by way of hypothecation of first pari passu charge on moveable fixed assets (both present and future) pertaining to the glass plants of the Company situated at Sanathnagar and Bhongir in Telangana Further, this is secured by first pari-passu charge by way of mortgage of deposit of title deeds of immovable properties (both present and future) of glass plants of the Company situated at Sanathnagar and Bhongir in Telangana

d) The ECB of USD 8 million from Standard Chartered Bank (Mauritius) Limited carries an interest @ 6 months LIBOR plus 225 bps, is repayable in 32 equal installments of USD 0 25 million commencing from September 2012 This ECB is secured by way of hypothecation of first pari passu charge on movable fixed assets including plant and machinery, furniture and fittings, equipments, computer hardware, computer software, machinery spares, tools and accessories (both present and future) pertaining to the glass plants of the Company situated at Sanathnagar and Bhongir in Telangana Further, this is secured by first pari-passu charge by way of mortgage of deposit of title deeds of immovable properties (both present and future) of glass plants of the Company situated at Sanathnagar and Bhongir in Telangana This ECB will be repayable by July 2016

e) The ECB of USD 8 955 million from DBS Bank Limited, Singapore carries an interest @ 3 months LIBOR plus 200 bps, is repayable in 32 installments ranging from USD 0 278 million to USD 0 281 million commencing from October 2012 This is secured by first pari passu charge by way of mortgage of deposit of title deeds of immovable property situated at Sitarampur, Isnapur, PO Medak District, Hyderabad, Telangana This ECB will be repayable by August 2016

f) The ECB of USD 20 million from Standard Chartered Bank, London, UK carries an interest @ LIBOR plus 250 bps, is repayable in 50 installments ranging from USD 0 225 million to USD 0 90 million commencing from March 2014 This ECB is secured by way of hypothecation of first pari passu charge on movable fixed assets including plant and machinery, furniture and fittings, equipments, computer hardware, computer software, machinery spares, tools and accessories (both present and future) pertaining to the glass plants of the Company situated at Sanathnagar and Bhongir in Telangana Further, this is secured by first pari-passu charge by way of mortgage of deposit of title deeds of immovable properties (both present and future) of glass plants of the Company situated at Sanathnagar and Bhongir in Telangana This ECB will be repayable by March 2019

g) The ECB of USD 25 million from DBS Bank Limited, Singapore carries an interest @ 6 months LIBOR plus 260 bps, is repayable in 50 installments ranging from USD 0 32 million to USD 0 72 million commencing from March 2014 This ECB is secured by way of first pari passu hypothecation and floating charge on movable fixed assets including plant and machinery, furniture and fittings, equipments, computer hardware, computer software, machinery spares, tools and accessories (both present and future) pertaining to the glass plants of the Company situated at Sanathnagar and Bhongir in Telangana Further, this is secured by first pari-passu charge by way of mortgage of deposit of title deeds of immovable properties of glass plants of the Company situated at Sanathnagar and Bhongir in Telangana This ECB will be repayable by January 2019

h) The ECB of USD 20 million from the HSBC Bank (Mauritius) Limited carries an interest @ 6 months LIBOR plus 300 bps, is repayable in 35 installments ranging from USD 0 09 million to USD 1 14 million starting from November 2014 This ECB is secured by first pari-passu charge over all present and future movable and immovable fixed assets of Sanitaryware plant situated at Bibinagar, Telangana and faucet plant situated at Kehrani, Rajasthan This ECB will be repayable by April 2018

2) Rupee loans (including current maturities) comprises of:

a) Term loan of Rs 5,000 lacs from DBS Bank Limited carries an interest @ 10 70% per annum and is repayable in 48 quarterly installments ranging from Rs 62 50 lacs to Rs 125 00 lacs commencing from February 2014 The loan is secured by first pari-passu charge on movable and immovable fixed assets situated at the Company''s sanitaryware plant in Parnala and Bahadurgarh, District Jhajjar, Haryana

b) Term loan of Rs 2,900 lacs from Bank of Bahrain & Kuwait carries an interest @ 10 80% per annum and is repayable in 12 quarterly installments ranging from Rs 241 30 lacs to Rs 241 70 lacs commencing from April 2015 The loan is secured by first pari passu charge on vacant freehold land and building situated at Sitarampur, Isnapur, PO Medak District, Hyderabad, Telangana

c) Vehicle loans amounting to Rs 888 04 lacs are secured by way of hypothecation of the asset thus purchased The interest ranges from 9 30% to 13 60% per annum The aforementioned loans are repayable in 36-48 equal monthly instalments and the final instalment is due for repayment in December 2017

3) Deferred payment liabilities is in respect of value added tax and central sales tax liabilities pertaining to the years 1999-2000 to 2012-2013 and are repayable by the end of financial year 31 March 2027 The outstanding amount of deferred sales tax credit is subject to assessment by sales tax authorities

4) Current maturities of long-term borrowing amounting to Rs 20,607 77 lacs (previous year Rs 17,876 36 lacs) are included under the head ''Other current liabilities''

5 Details of security and term of repayment of each type of borrowing:

Buyer''s credit facilities :

Buyer''s credit facilities from HDFC Bank, Citibank and Standard Chartered Bank, carrying interest ranging between 1 00% - 1 40% per annum (p a ) is repayable within 6 months from the date of origination and is secured by hypothecation of all the current assets including stocks and book debts and further secured by second pari-passu charge on all the fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant

6 Cash credit facilities :

a) Cash credit facilities from Central Bank of India carrying interest @ 13 25% p a is repayable on demand and is secured by hypothecation of all current assets including stocks and book debts, present and future, and further secured by second pari-passu charge on all the fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant

b) Cash credit facilities from Canara Bank carrying interest @ 1 1 95% p a is repayable on demand and is secured by hypothecation of all current assets including stocks and book debts, present and future, and further secured by second pari-passu charge on all the fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant

c) Cash credit facilities from Standard Chartered Bank carrying interest @ 12 00% p a is repayable on demand and is secured by hypothecation of all current assets including stocks and book debts, present and future, and further secured by second pari-passu charge on all the fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant

d) Cash credit facilities from Citibank N A carrying interest @ 12 50% p a is repayable on demand and is secured by hypothecation of all current assets including stocks and book debts, present and future, and further secured by second pari-passu charge on all the fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant

e) Cash credit facilities from DBS Bank Limited carrying interest @ 1 1 50% p a is repayable on demand and is secured by hypothecation of all current assets including stocks and book debts, present and future, and further secured by second pari-passu charge on all the fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant

f) Cash credit facilities from Andhra Bank carrying interest @ 12 00% p a is repayable on demand and is secured by hypothecation of all current assets including stocks and book debts, present and future, and further secured by second pari-passu charge on all the fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant

g) Cash credit facilities from Hongkong and Shanghai Banking Corporation Limited carrying interest @ 10 70% p a is repayable on demand and is secured by hypothecation of all current assets including stocks and book debts, present and future, and further secured by second pari-passu charge on all the fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant

h) Cash credit facilities from State Bank of India carrying interest @ 1 1 25% p a is repayable on demand and is secured by hypothecation of all current assets including stocks and book debts, present and future, and further secured by second pari-passu charge on all the fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant

i) Cash credit facilities from HDFC Bank Limited carrying interest @ 10 75% p a is repayable on demand and is secured by hypothecation of all current assets including stocks and book debts, present and future, and further secured by second pari-passu charge on all the fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant

j) Packing credit in foreign currency facilities from DBS Bank and Citibank, carrying interest ranging between 1 07% - 1 41% p a is repayable within 6 months from the date of origination and is secured by hypothecation of all current assets including stocks and book debts, present and future, and further secured by second pari-passu charge on all the fixed assets (both present and future) of the Company situated at Bahadurgarh plant, Bibinagar plant, Sanathnagar plant and Bhongir plant

7 Unsecured short term borrowings

Buyer''s credit facilities :

Buyer''s credit facilities from IDBI Bank Ltd carrying interest ranging between 0 72% - 1 30% p a is repayable within 6 months from the date of origination

Short term loans:

Short term loan from Societe General Bank amounting to Rs 1,500 lacs carrying interest @ 9 70% p a is repayable by 9 April 2015

Commercial paper :

Commercial paper from HDFC Trustee Company Limited Rs 9,000 lacs (previous year nil) carrying discount rate of 9 20% p a is payable on 26 May 2015

8 CONTINGENT LIABILITIES

(Rs in lacs)

Year ended Year ended Particulars 31 March 2015 31 March 2014

1) Contingent liabilities not provided for in respect of:

a) Demands raised by the excise 379 72 364 21 authorities against which appeals have been filed

b) Demands made by the sales tax 261 32 295 85 authorities against which appeals have been filed

c) Demands raised by the income-tax 3 84 62 65 authorities against which appeals have been filed

d) Duty availed on imports against 2,666 36 2,818 42 Export Promotion Capital Goods licenses

e) Bank guarantees outstanding 1,176 39 3,057 76

f) Loan outstanding of Rs 3,456 84 lacs (previous year Rs 3,455 35 lacs) against corporate guarantees (as given for Barwood Products Limited and Hindware Home Retail Private Limited) of Rs 9,177 18 lacs (previous year Rs 8,234 83 lacs)

g) Claims against the Company not 2,582 34 2,043 44 acknowledged as debts

2) Unfulfilled export obligation 21,227 04 22,547 37 under Export Promotion Capital Goods license of Export Import Policy

The management has identified enterprises which have provided goods and services to the Company and which qualify under the definition of micro, small and medium enterprises, as defined under Micro, Small and Medium Enterprises Development Act, 2006 (MSMED) Accordingly, the disclosure in respect of the amounts payable to such enterprises as at 31 March 2015 has been made in the financials statements based on information received and available with the Company Further, no interest during the year has been paid or payable under the terms of the MSMED Act, 2006 and there are no payments made to micro and small suppliers beyond the appointed day during the year ended 31 March 2015 and 31 March 2014

9 IN ACCORDANCE WITH THE REQUIRED ACCOUNTING STANDARD (AS-18) ON RELATED PARTY DISCLOSURES WHERE CONTROL EXIST AND WHERE TRANSACTIONS HAVE TAKEN PLACE AND DESCRIPTION OF THE RELATIONSHIP AS IDENTIFIED AND CERTIFIED BY THE MANAGEMENT ARE AS FOLLOWS:

a) List of related parties

Relationship Name of related party

Key management personnel (KMP) Rajendra K Somany

Sandip Somany Sumita Somany

Subsidiaries Hindware Home Retail Private Limited

HSIL Associates Limited

Halis International Limited, Mauritius

Alchemy International Cooperatief U A (subsidiary of Halis International Limited)

Haas International B V (subsidiary of Alchemy International Cooperatief U A )

Barwood Products Limited (subsidiary of Haas International B V )

Entities where significant Textool Mercantile Private Limited influence is exercised by KMP and/or Paco Exports Limited their relatives having transactions with the company New Delhi Industrial Promotors and Investors Limited

Soma Investments Limited

10 SCHEME OF AMALGAMATION

a) The Board of Directors of the Company on 25 September 2012 approved the Scheme of Amalgamation (the ''Scheme'') between Garden Polymer Private Limited (''transferor Company'') and HSIL Limited (''transferee Company'') The Scheme has been approved by the Hon''ble High Court of Calcutta on 13 March 2014 and made effective upon filing of the approved scheme with the Registrar of Companies, West Bengal with an appointed date of 1 April 2012

b) Accordingly, all the properties, assets, rights, powers, liabilities and duties of the Transferor Company vested in the Transferee Company as a going concern from the appointed date and the Transferor Company stands dissolved without being wound up

c) Pursuant to the scheme coming into effect, the authorised share capital of the Transferor Company has been combined with the Company and resultantly there is an increase in authorised share capital by Rs 225 00 lacs

d) As per the scheme of amalgamation:

* the amalgamation of the Transferor Company were accounted for in the books of the Transferee Company by adoption of ''Purchase Method'' method in accordance with the notified Accounting Standard 14 : Accounting for amalgamations

* with effect from the appointed date, the Transferee Company have recorded all the identificable assets and liabilities of the Transferor Company at their respective fair values

* in case of any differences arising in accounting polices between the Transferor Company and Transferee Company, the impact of the same has been adjusted in the Statement of Profit and Loss of the Transferee Company

* the difference between the investment made by the Transferee Company in the Transferor Company and the net assets acquired of the Transferor Company has been shown under Goodwill

11 In view of long term business relations, trade deposits from dealers are considered as long term liabilities

12 Segment information, as required under AS-17 "Segment Reporting", has been provided in the consolidated financial statements of the Company and therefore, no separate disclosure on segment information is given in these standalone financial statements

13 Lease payments under cancelable operating leases amounting to Rs 737 97 lacs (previous year Rs 711 61 lacs) for the year has been charged to the statement of profit and loss as rentals

14 Previous year figures have been regrouped/recast wherever considered necessary to make them comparable with those of the current year

---

Mar 31, 2014

1.(a) Terms and rights attached to equity shares

The Company has issued only one class of equity shares having par value of Rs. 2 per share. Each holder of equity share is entitled to one vote per share. The Company declares and pays dividend in Indian Rupees. During the year ended 31 March 2014, the amount of per share dividend is recognised as distribution to equity shareholder as Rs. 3 per share (previous year Rs. 3 per share).

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 holder of equity shares will be entitled to receive remaining assets of the Company, after setting of all liabilities. The distribution will be in proportion to the number of equity shares held by the shareholders.

(b) There are no shares issued pursuant to contract without payment being received in cash, allotted as fully paid up by way of bonus issues and bought back during the last 5 years.

(c) The above figure of subscribed and paid up capital includes application and allotment money received on forfeited shares amounting to Rs. 0.04 lacs (previous year Rs. 0.04 lacs).

Notes:

2. Foreign currency loans (including current maturities) comprises of:

a) The External commercial borrowings (''ECB'') of USD 17 million from the Hongkong and Shanghai Banking Corporation Bank Plc, London, United Kingdom, carries interest @ 6 months LIBOR plus 200 bps, is repayable in 30 installments ranging from USD 0.40 million to USD 1.00 million commencing from September 2011. These ECBs are secured by way of hypothecation of the whole of fixed assets including movable plant and machinery, machine spares, tools and accessories (both present and future) pertaining to the glass divisions of the Company located at Sanathnagar and Bhongir. They are further secured by first pari-passu charge by way of mortgage of deposit of title deeds of immovable properties of glass divisions of the Company situated at Sanathnagar and Bhongir in Andhra Pradesh.

b) The ECB of USD 16.75 million from Citibank N.A., London, United Kingdom carries an interest @ 6 months LIBOR plus 181 bps, is repayable in 10 installments ranging from USD 0.299 million to USD 0.925 million commencing from September 2011. These ECBs are secured by way of hypothecation of the whole of fixed assets including movable plant and machinery, machine spares, tools and accessories (both present and future) pertaining to the glass divisions of the Company located at Sanathnagar and Bhongir. They are further secured by first pari-passu charge by way of mortgage of deposit of title deeds of immovable properties of glass divisions of the Company situated at Sanathnagar and Bhongir in Andhra Pradesh.

c) The ECB of USD 16 million from Standard Chartered Bank, London, UK carries an interest @ 6 months LIBOR plus 177 bps, is repayable in 6 installments ranging from USD 0.12 million to USD 1.079 million commencing from September 2010. These ECBs are secured by way of hypothecation of the whole of fixed assets including movable plant and machinery, machine spares, tools and accessories (both present and future) pertaining to the glass divisions of the Company located at Sanathnagar and Bhongir. They are further secured by first pari-passu charge by way of mortgage of deposit of title deeds of immovable properties of glass divisions of the Company situated at Sanathnagar and Bhongir in Andhra Pradesh.

d) The ECB of USD 8 million from Standard Chartered Bank (Mauritius) Limited carries and interest @ 6 months LIBOR plus 225 bps, is repayable in 32 equal installments of USD 0.25 million commencing from September 2012. These ECBs are secured by way of hypothecation of the whole of fixed assets including movable plant and machinery, furniture and fittings, equipments, computer hardware, computer software, machinery spares, tools and accessories (both present and future) pertaining to the glass divisions of the Company located at Sanathnagar and Bhongir. They are further secured by first pari-passu charge by way of mortgage of deposit of title deeds of immovable properties of glass divisions of the Company situated at Sanathnagar and Bhongir in Andhra Pradesh.

e) The ECB of USD 20 million from Standard Chartered Bank, London, United Kingdom carries an interest @ LIBOR plus 250 bps, is repayable in 50 installments ranging from USD 0.225 million to USD 0.90 million commencing from March 2014. These ECB are secured by way of hypothecation of the whole of fixed assets including movable plant and machinery, furniture and fittings, equipments, computer hardware, computer software, machinery spares, tools and accessories (both present and future) pertaining to the glass divisions of the Company located at Sanathnagar and Bhongir. They are further secured by first pari-passu charge by way of mortgage of deposit of title deeds of immovable properties of glass divisions of the Company situated at Sanathnagar and Bhongir in Andhra Pradesh.

f) The ECB of USD 25 million from DBS Bank Limited, Singapore carries an interest @ 6 months LIBOR plus 260 bps, is repayable in 50 installments ranging from USD 0.32 million to USD 0.72 million commencing from March 2014. These ECBs are secured by way of hypothecation of the whole of fixed assets including movable plant and machinery, furniture and fittings, equipments, computer hardware, computer software, machinery spares, tools and accessories (both present and future) pertaining to the glass divisions of the Company located at Sanathnagar and Bhongir. They are further secured by first pari-passu charge by way of mortgage of deposit of title deeds of immovable properties of glass divisions of the Company situated at Sanathnagar and Bhongir in Andhra Pradesh.

g) The ECB of USD 8.955 million from DBS Bank Limited, Singapore carries an interest @ 3 months LIBOR plus 200 bps, is repayable in 32 equal installments of USD 0.281 million commencing from October 2012, They are secured by exclusive charge by way of mortgage of deposit of title deeds of vacant freehold land situated at Sitarampur, Isnapur, PO Medak District, Hyderabad, Andhra Pradesh.

h) The ECB of USD 20 million from the Hongkong and Shanghai Banking Corporation Bank Limited (Mauritius) carries an interest @ 6 months LIBOR plus 300 bps, is repayable in 35 installments ranging from USD 0.57 million to USD 1.14 million starting from November 2014. They are secured by first pari-passu charge over all present and future movable and immovable fixed assets of Sanitaryware plant located at Bahadurgarh, District Jhajjar, Haryana.

3) Rupee loans (including current maturities) comprises of:

a) Term loan of Rs. 4,000 lacs from DBS Bank Limited carries an interest @ 10.25% per annum and is repayable in 16 equal quarterly installments of Rs. 250 lacs commencing from March 2011. The loan is secured by first pari-passu charge by way of mortgage of deposit of title deeds of the Company pertaining to vacant freehold industrial land situated at Sitarampur, Isnapur, PO Medak District, near Hyderabad, Andhra Pradesh.

b) Term loan of Rs. 5,000 lacs from DBS Bank Limited carries and interest @ 10.70% per annum and is repayable in 48 quarterly installments ranging from Rs. 62.50 lacs to Rs. 125.00 lacs commencing from February 2014. The loan is secured by first pari-passu charge on immovable and movable fixed assets located at the company''s sanitaryware plant in Bahadurgarh, District Jhajjar, Haryana.

c) Term loan of Rs. 3,800 lacs from GE Money Financial Services Private Limited carries an interest rate at effective State Bank of India base rate plus 160 bps per annum and is repayable in 13 quarterly installments of Rs. 292 lacs commencing from January 2015. The loan is secured by exclusive charge on immovable property located at 301- 302, Park Centra, Sector-30, Village Silokhera, Gurgaon, Haryana.

d) Car finance loans from ICICI bank of Rs. 320 lacs, carries an interest @ 9.30% per annum and is repayable in 48 equal monthly installments of Rs. 8.01 lac commencing from November 2013 and is secured by hypothecation of vehicles finance out of the proceed of such loan.

4) Deferred payment liabilities is in respect of value added tax and central sales tax liabilities pertaining to the years 1999-2000 to 2012-2013 and is repayable by the end of financial year 31 March 2027. In case of default in payment of the outstanding balance, the Company is required to pay interest at 21.5% per annum (compound interest) calculated from the due date for payment of such balance. The outstanding amount of deferred sales tax credit is subject to assessment by sales tax authorities.

5) Current maturities of long term borrowings amounting to Rs. 17,876.36 lacs (previous year Rs. 9,543.23 lacs) are included under the head ''other current liabilities''.

Details of security and term of repayment of each type of borrowing:

Buyer''s credit facilities :

a) Buyer''s credit facilities from DBS Bank Limited Singapore, Standard Chartered Bank, Mauritius, Andhra Bank, the Hongkong and Shanghai Banking Corporation Limited, Mauritius, Bank of Baroda, Sydney and Punjab National Bank, Dubai carries rate of interest ranging between 0.78% - 2.09% per annum is repayable within 6 months from the date of availment and is secured by hypothecation of stocks and book debts and further secured by second pari- passu charge on all the fixed assets of the Company situated at Bahadurgarh, Bibinagar, Sanathnagar and Bhongir.

Cash credit facilities :

a) Cash credit facilities from Central Bank of India carries an interest of 13.25% per annum, is repayable on demand and is secured by hypothecation of stocks and book debts and further secured by second pari- passu charge on all the fixed assets of the Company situated at Bahadurgarh, Bibinagar, Sanathnagar and Bhongir.

b) Cash credit facilities from Canara Bank carries an interest @ 11.95% per annum, is repayable on demand and is secured by hypothecation of stocks and book debts and further secured by second pari- passu charge on all the fixed assets of the Company situated at Bahadurgarh, Bibinagar, Sanathnagar and Bhongir.

c) Cash credit facility from Standard Chartered Bank carries an interest of @ 12.50% per annum, is repayable on demand and is secured by hypothecation of stocks and book debts and further secured by second pari- passu charge on all the fixed assets of the Company situated at Bahadurgarh, Bibinagar, Sanathnagar and Bhongir.

d) Cash credit facility from Citibank N.A. carries an interest @ 12.50% per annum, is repayable on demand and is secured by hypothecation of stocks and book debts and further secured by second pari- passu charge on all the fixed assets of the Company situated at Bahadurgarh, Bibinagar, Sanathnagar and Bhongir.

e) Cash credit facility from DBS Bank Limited carries an interest @ 11.50% per annum, is repayable on demand and is secured by hypothecation of stocks and book debts and further secured by second pari- passu charge on all the fixed assets of the Company situated at Bahadurgarh, Bibinagar, Sanathnagar and Bhongir.

f) Cash credit facility from Andhra Bank carries an interest @ 12.00% per annum, is repayable on demand and is secured by hypothecation of stocks and book debts and further secured by second pari- passu charge on all the fixed assets of the Company situated at Bahadurgarh, Bibinagar, Sanathnagar and Bhongir.

g) Cash credit facility from the Hongkong and Shanghai Banking Corporation Limited carries an interest @ 11.00% per annum, is repayable on demand and is secured by hypothecation of stocks and book debts and further secured by second pari-passu charge on all the fixed assets of the Company situated at Bahadurgarh, Bibinagar, Sanathnagar and Bhongir.

h) Cash credit facility from the State Bank of India carries an interest @ 10.90% per annum, is repayable on demand and is secured by hypothecation of stocks and book debts and further secured by second pari- passu charge on all the fixed assets of the Company situated at Bahadurgarh, Bibinagar, Sanathnagar and Bhongir.

Short term loans :

a) Short term secured loan from DBS Bank Limited amounting to Rs. 3,500 lacs carries an interest of 10.35% per annum and is repayable by 27 July 2014.

b) Short term secured loan from Central Bank of India amounting to Rs. 4,500 lacs carries an interest of 10.25% per annum and is repayable by 30 April 2014.

Terms of repayment of each type of unsecured short- term borrowing:

Buyer''s credit facilities :

a) Buyer''s credit facilities from Punjab National Bank, Dubai and Bank of Baroda, Sydney carries an interest ranging between 0.78% - 0.89% per annum and are repayable within 6 months from the origination.

Short term loans :

a) Short term loan from HDFC Bank

i) amounting to Rs. 1,000 lacs carries an interest rate of 10.15% per annum is repayable by 6 April 2014.

ii) amounting to Rs. 2,000 lacs carries an interest rate of 10.15% per annum is repayable by 15 April 2014.

iii) amounting to Rs. 1,000 lacs carries an interest rate of 10.15% per annum is repayable by 24 April 2014.

iv) amounting to Rs. 1,000 lacs carries an interest rate of 10.30% per annum is repayable by 14 May 2014.

v) amounting to Rs. 1,000 lacs carries an interest rate of 10.30% per annum is repayable by 18 May 2014.

vi) amounting to Rs. 1,000 lacs carries an interest rate of 10.30% per annum is repayable by 23 May 2014.

b) Short term loan from Bank of Nova Scotia amounting to Rs. 1,700 lacs carries an interest rate of 10.50% per annum and is repayable by 15 April 2014.

Note 6 : Contingent liabilities

Rs. in lacs Particulars Year ended Year ended 31 March 2014 31 March 2013

1) Contingent liabilities not provided for in respect of:

a) Demands raised by the excise authorities against which appeals have 364.21 306.22 been filed

b) Demands made by the sales tax authorities against which appeals 295.85 148.04 have been filed

c) Demands raised by the income tax authorities against which appeals 62.65 283.60 have been filed

d) Duty availed on imports against Export Promotion Capital Goods 2,818.42 2,982.85 licenses

e) Bank guarantees outstanding 3,057.76 2,524.75 f) Loan outstanding of Rs. 3,455.35 lacs (previous year Rs. 3,488.23 lacs) against corporate guarantees (as given to Barwood Products Limited and Hindware Home Retail Private Limited) of Rs. 8,234.83 lacs (previous year Rs. 7,212.10 lacs)

g) Claims against the Company not acknowledged as debts 2,043.44 2,119.60

2) Unfulfilled export obligation under Export Promotion Capital Goods 22,547.37 23,862.82 license of Export Import Policy

* included in contribution to provident and other funds (refer note 28)

** in terms of the guidance on implementing the revised AS 15, of the Companies (Accounting Standards) Rules, 2006, the provident fund set up by the Company is treated as a defined benefit plan since the Company has to meet the interest shortfall, if any. However, as at the year-end the Company is having no interest shortfall, which is unprovided.

The management has identified enterprises which have provided goods and services to the Company and which qualify under the definition of micro, small and medium enterprises, as defined under Micro, Small and Medium Enterprises Development Act, 2006 (MSMED). Accordingly, the disclosure in respect of the amounts payable to such enterprises as at 31 March 2014 has been made in the financials statements based on information received and available with the Company. Further, no interest during the year has been paid or payable under the terms of the MSMED Act, 2006.

Note 7 : In accordance with the required Accounting Standard (AS-18) on related party disclosures where control exist and where transactions have taken place and description of the relationship as identified and certified by the management are as follows:

Note 8 : Scheme of Amalgamation

a) The Board of Directors of the Company on 25 September 2012 approved the Scheme of Amalgamation (the ''Scheme'') between Garden Polymer Private Limited (''transferor Company'') and HSIL Limited (''transferee Company''). The Scheme has been approved by the Hon''ble High Court of Calcutta on 13 March 2014 and made effective upon filing of the approved scheme with the Registrar of Companies, West Bengal with an appointed date of 1 April 2012.

b) Accordingly, all the properties, assets, rights, powers, liabilities and duties of the Transferor Company vested in the Transferee Company as a going concern from the appointed date and the Transferor Company stands dissolved without being wound up.

c) Pursuant to the scheme coming into effect, the authorised share capital of the transferor company has been combined with the Company and resultantly there is an increase in authorised share capital by Rs. 225.00 lacs.

d) As per the scheme of amalgamation:

the amalgamation of the Transferor Company were accounted for in the books of the Transferee Company by adoption of ''Purchase Method'' method in accordance with the notified Accounting Standard 14 : Accounting for amalgamations.

with effect from the appointed date, the Transferee Company have recorded all the identifiable assets and liabilities of the Transferor Company at their respective fair values.

in case of any differences arising in accounting polices between the Transferor Company and Transferee Company, the impact of the same has been adjusted in the Statement of Profit and Loss of the Transferee Company.

the difference between the investment made by the Transferee Company in the Transferor Company and the net assets acquired of the Transferor Company has been shown under Goodwill.

Note 9 : Exceptional items

During the previous year the Company has divested its entire investment held in equity shares of AGI Glasspack Limited, a wholly owned subsidiary of the Company at a total consideration of Rs. 4,195.27 lacs. Consequent to divestment, AGI Glasspack Limited has ceased to be a subsidiary of the Company w.e.f. 25 March 2013. Profit (before applicable taxes) on disposal of such non-current investment amounting to Rs. 2,366.30 lacs is classified under the head ''exceptional items'' in the financial statements.

Note 10

In view of long term business relations, trade deposits from dealers are considered as long term liabilities.

Note 11

Segment information, as required under AS-17 "Segment Reporting", has been provided in the consolidated financial statements of the Company and therefore no separate disclosure on segment information is given in these standalone financial statements.

Note 12

Lease payments under cancelable operating leases amounting to Rs. 711.61 lacs (previous year Rs. 662.48 lacs) are recognised as an expense in the statement of profit and loss as rentals.

Note 13

Under the Income Tax Act, 1961 for, domestic Transfer Pricing transaction introduced with effect from April 1 2012, the Company is required to use specified methods for computing arm''s length price in relation to domestic transactions with its associated enterprises. Further, Company is required to maintain prescribed information and documents in relating to such transactions. The appropriate method to be adopted will depend on the nature of transactions/class of transactions, class of associated persons, functions performed and other factors, which have been prescribed. The Company is in the process of conducting a transfer pricing study for the current financial year. Based on the preliminary study for the current year and completed study for the financial year ended March 31, 2013, the management is of the view that the same would not have a material impact on the tax expenses provided for in these financial statements. Accordingly, these financial statements do not include any adjustments for the transfer pricing implications, if any.

Note 14

Previous year figures have been regrouped/recast whereever considered necessary to make them comparable with those of the current year. The current year figures take into consideration the merger of transferor company with the Company as detailed in note 44 above and as such are note comparable to the previous year''s figures.

---

Mar 31, 2013

Note 1 Basis of preparation

The financial statements are prepared on accrual basis under the historical cost convention, as supplemented by revaluation of certain fixed assets, in accordance with the generally accepted accounting principles in India and to comply with the Accounting Standards referred to in Companies (Accounting Standards) Rules, 2006 issued by the Central Government in exercise of the power conferred under sub-section (I)(a) of section 642 and the relevant provisions of the Companies Act, 1956 (the ‘Act'') , except as specifically stated in note 48 and also the Scheme of Arrangement as approved by the Hon''ble High Court of Calcutta. The accounting policies have been consistently applied by the Company and are consistent with those used in the previous year.

Note 2 The Company vide ‘Share Purchase Agreement'' dated 26 May 2011 acquired 18,500 equity shares representing the entire paid up capital of Garden Polymers Private Limited ("Garden Polymers") located in India for a total consideration of Rs. 8,686.97 lacs (including transaction costs). Details of the assets and liabilities as of the date of investment are as below:

Note 3 Exceptional items

The Company has divested its entire investment held in equity shares of AGI Glasspack Limited, a wholly owned subsidiary of the Company at a total consideration of Rs. 4,195.27 lacs. Consequent to divestment, AGI Glasspack Limited has ceased to be a subsidiary of the Company w.e.f. 25 March 2013. Profit (before applicable taxes) on disposal of such non-current investment amounting to Rs. 2,366.30 lacs is classified under the head ‘exceptional items'' in the financial statements.

Note 4 In the opinion of the board of directors, current assets, loans and advances have a value on realisation in its ordinary course of the business at least equal to the amounts at which they are stated and provision for all known liabilities have been made.

Note 6 Segment information, as required under AS-17 "Segment Reporting", has been provided in the consolidated financial statements of the Company and therefore no separate disclosure on segment information is given in these standalone financial statements.

Note 7 Lease payments under cancelable operating leases amounting to Rs. 662.48 lacs (previous year Rs. 535.42 lacs) are recognised as an expense in the statement of profit and loss as rentals.

Note 8 Prior period item comprise of income tax adjustments of Rs. Nil (previous year Rs. 19.75 lacs)

Note 9 The Hon''ble Calcutta High Court vide its order dated 26 March 2010 approved a scheme of arrangement between the Company and its shareholders ("the Scheme"). The Scheme provides that with efect from 1 April 2009, the Appointed Date, all or such of the immovable properties in the form of land and buildings, as the Company considers relevant and appropriate, will be reinstated at their respective fair values as determined by recognised valuers. Consequently, any adjustments (debit / credit) on account of such revaluation would be reflected in Business Reconstruction Reserve Account ("BRR") of the Company.

The Scheme provides that in addition to the aforementioned revaluation, any or all of the immovable properties in the form of land and uildings, as the Company considers relevant and appropriate up to 31 March 2012, may further be reinstated at their respective fair values as determined by recognised valuers with the consequent adjustments (debit / credit) on account of such revaluation being reflected in the Business Reconstruction Reserve Account of the Company.

The Scheme further provides that the aggregate amount under the BRR created by way of revaluation of land and buildings would be utilised, to the extent considered necessary and appropriate by the Board of Directors of the Company from time to time, to adjust certain expenses as mentioned in the Scheme until the balance is available in the BRR account.

In terms of the Scheme, during the year ended 31 March 2012, the Company revalued one of its freehold land at Sanathnagar and Isnapur, Andhra Pradesh by crediting Rs. 22,500 lacs to the BRR. As per undertaking provided by the Company to the stock exchange, the amount already transferred to the General Reserve from the BRR shall not be utilised for either payment of dividends or issue of bonus shares in accordance with the provisions of the Companies Act, 1956.

General reserve includes Rs. 10,000 lacs transferred from BRR which cannot be used for issue of bonus shares and payment of dividend.

Note 10 The Board of Directors of the Company in their meeting held on 25 September 2012 approved the Scheme of Amalgamation (‘Scheme'') involving merger of Garden Polymers Private Limited (a wholly owned subsidiary) with the Company, with appointed date as 1 April 2012 subject to further necessary approvals. Upon approval to the said scheme by shareholders of both the Company''s at their respective meetings held on 1 March 2013 in terms of an order dated 22 January 2013 of Hon''ble High Court of Calcutta, a petition has been filed by the Company before the said High Court for final approval. The standalone financial statements of the Company do not include any impact of the said scheme.

Note 11 Previous year figures have been re-grouped / recast, wherever necessary to confirm the current year classification.

---

Mar 31, 2012

NOTE 1 BASIS OF PREPARATION

The financial statements are prepared on accrual basis under the historical cost convention, as supplemented by revaluation of certain fixed assets, in accordance with the generally accepted accounting principles in india and to comply with the Accounting Standards referred to in sub section (3C) of section 211 of the Companies Act, 1956 including the Rules framed there under, except as specifically stated in note 49 and also the Scheme of Arrangement as approved by the Hon'ble High Court of Calcutta. the accounting policies have been consistently applied by the Company and are consistent with those used in the previous year.

(a) Terms and rights attached to equity shares

The Company has only one class of equity shares having par value of Rs. 2 per share. Each holder of equity share is entitled to one vote per share. The Company declares and pays dividend in Indian Rupees. During the year ended 31 March 2012, the amount of per share dividend is recognised as distribution to equity shareholder was Rs. 3 per share (previous year Rs. 2.50 per share)

In the event of liquidation of the Company, the holder 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.

(c) The above figure of subscribed and paid up capital includes application and allotment money received on forfeited shares amounting to Rs. 0.04 lacs (originally amount paid up: Rs. 0.04 lacs).

(d) On 06 October 2010, the Company allotted 1,10,20,887 equity shares of Rs. 2 each at a price of Rs. 136.10 aggregating to Rs. 14,999.43 lacs to Qualified institutional Buyers (QiBs) under a qualified institutional placement offer. The abovementioned shares have been listed on both BSE and NSE and trading permission were received on 08 October 2010. Detail of utilisation of funds so raised is as follows:-

* Central subsidy reserve was created for subsidy received from Government to install diesel generator sets ** Refer note 49

There was no movement in capital reserve, capital redemption reserve and central subsidy reserve during the year.

Notes:-

1. Foreign currency loans comprises of :

a) External commercial borrowings (ECB) of USD 17 million from The Honkong and Shanghai Banking Corporation Limited carrying interest @ 6 months LIBOR 200 bps, is repayable in 30 installments ranging from USD 0.40 million to USD 1.00 million starting from September 2011 and are secured by way of hypothecation of the whole of fixed assets including movable plant and machinery, machine spares, tools and accessories (both present and future) pertaining to the glass divisions of Company located at Sanathnagar and Bhongir and further secured by first pari-passu charge by way of mortgage of deposit of title deeds of immovable properties of glass divisions of the Company situated at Sanathnagar and Bhongir in Andhra Pradesh.

b) External commercial borrowings (ECB) of USD 16.75 million from Citibank N.A. carrying interest @ 6 months LIBOR 181 bps, is repayable in 10 installments ranging from USD 0. 299 million to USD 0.925 million starting from September 2011 and are secured by way of hypothecation of the whole of fixed assets including movable plant and machinery, machine spares, tools and accessories (both present and future) pertaining to the glass divisions of Company located at Sanathnagar and Bhongir and further secured by first pari-passu charge by way of mortgage of deposit of title deeds of immovable properties of glass divisions of the Company situated at Sanathnagar and Bhongir in Andhra Pradesh.

c) External commercial borrowings (ECB) of USD 16 million from Standard Chartered Bank carrying interest @ 6 months LIBOR 177 bps, is repayable in 36 installments ranging from USD 0.12 million to USD 1.079 million starting from September 2010 and are secured by way of hypothecation of the whole of fixed assets including movable plant and machinery, machine spares, tools and accessories (both present and future) pertaining to the glass divisions of Company located at Sanathnagar and Bhongir and further secured by first pari-passu charge by way of mortgage of deposit of title deeds of immovable properties of glass divisions of the Company situated at Sanathnagar and Bhongir in Andhra Pradesh.

d) External commercial borrowings (ECB) of USD 8 million from Standard Chartered Bank carrying interest @ 6 months LIBOR 225bps, is repayable in 40 equal installments of USD 0.25 million starting from September 2012 and are secured by way of hypothecation of the whole of fixed assets including movable plant and machinery, furniture and fittings, equipments, computerhardware, computer software, machinery spares, tools and accessories (both present and future) pertaining to the glass divisions of Company located at Sanathnagar and Bhongir and further secured by first pari-passu charge by way of mortgage of deposit of title deeds of immovable properties of glass divisions of the Company situated at Sanathnagar and Bhongir in Andhra Pradesh.

e) External commercial borrowings (ECB) of USD 20 million from Standard Chartered Bank carrying interest @ 6 months LiBOR 300 bps, is repayable in 50 installments ranging from USD 0.225 million to USD 0.90 million starting from March 2014 and are secured by way of hypothecation of the whole of fixed assets including movable plant and machinery, furniture and fittings, equipments, computerhardware, computer software, machinery spares, tools and accessories (both present and future) pertaining to the glass divisions of Company located at Sanathnagar and Bhongir and further secured by first pari-passu charge by way of mortgage of deposit of title deeds of immovable properties of glass divisions of the Company situated at Sanathnagar and Bhongir in Andhra Pradesh.

f) External commercial borrowings (ECB) of USD 25 million from DBS carrying interest @ 6 months LiBOR 260 bps, is repayable in 50 installments ranging from USD 0.32 million to USD 0.72 million starting from March 2014 and are secured by way of hypothecation of the whole of fixed assets including movable plant and machinery, furniture and fittings, equipments, computerhardware, computer software, machinery spares, tools and accessories (both present and future) pertaining to the glass divisions of Company located at Sanathnagar and Bhongir and further secured by first pari-passu charge by way of mortgage of deposit of title deeds of immovable properties of glass divisions of the Company situated at Sanathnagar and Bhongir in Andhra Pradesh.

g) External commercial borrowings (ECB) of USD 8.955 million from DBS Bank Limited carrying interest @ 3 months LiBOR 200 bps, is repayable in 32 equal installments of USD 0.281 million starting from October 2012 and are secured by exclusive charge by way of mortgage of deposit of title deeds of the Company pertaining to vacant freehold land situated at Sitarampur, isnapur, PO Medak District, near Hyderabad, Andhra Pradesh.

2) Rupee loans comprise of :

a) DBS Bank Ltd : term loan of Rs. 4,000 lacs, carrying interest @ 11.26% p.a., is repayable in 16 equal quarterly installments of Rs. 250 lacs starting from March 2011 and is secured by first pari-passu charge by way of mortgage of deposit of title deeds of the Company pertaining to vacant freehold land situated at Sitarampur, isnapur, PO Medak District, near Hyderabad, Andhra Pradesh.

3) Car finance loans from iCiCi bank of Rs. 24.44 lacs, carrying interest @ 9.8% p.a., is repayable in 36 monthly installments of Rs. 0.68 lacs starting from April 2011 and is secured by hypothecation of vehicles finance out of proceeds of such loans.

4) Car finance loans from iCiCi bank of Rs. 94.06 lacs, carrying interest @ 9.25% p.a., is repayable in 36 monthly installments of Rs. 2.17 lacs starting from January 2011 and is secured by hypothecation of vehicles finance out of proceeds of such loans.

5) Deferred payment liabilities is in respect of value added tax and central sales tax liabilities pertaining to the year 1999-2000 to 201 1-2012, is repayable by the end of financial year 31 March 2026 is secured against the moveable and immoveable properties of the Company. However, the charge is not yet been registered with the Registrar of Companies, West Bengal. Also, the amount of deferred sales tax credit is subject to assessment by sales tax authorities.

6) Current maturities of long-term borrowing amounting to Rs. 7,197.57 lacs (previous year Rs. 5,030.41 lacs) are included under the head 'Other current liabilities'.

Note:

a) Buyer's credit facilities from Citibank N.A., Standard Chartered Bank, Andhra Bank and The Hongkong and Shanghai Banking Corporation carrying rate of interest ranging between 2.50% - 3.52% p.a. are repayable within 6 months from the origination and is secured by hypothecation of stocks and book debts and further secured by second pari-passu charge on all the fixed assets of the Company situated at Bahadurgarh, Bibinagar, Sanathnagar and Bhongir.

b) Cash credit facilities from Central Bank of india, Canara Bank and Standard Chartered Bank carrying rate of interest 13.75% p.a. which is repayable on demand and is secured by hypothecation of stocks and book debts and further secured by second pari- passu charge on all the fixed assets of the Company situated at Bahadurgarh, Bibinagar, Sanathnagar and Bhongir.

c) Cash credit facilities from Citibank N.A. carrying rate of interest 14.00% p.a.which is repayable on demand and is secured by hypothecation of stocks and book debts and further secured by second pari-passu charge on all the fixed assets of the Company situated at Bahadurgarh, Bibinagar, Sanathnagar and Bhongir.

d) Cash credit facilities from The Hongkong and Shangai Banking Corporation Limited carrying rate of interest 12.50% p.a. which is repayable on demand and is secured by hypothecation of stocks and book debts and further secured by second pari- passu charge on all the fixed assets of the Company situated at Bahadurgarh, Bibinagar, Sanathnagar and Bhongir.

e) Short term unsecured commercial paper outstanding as at the year end Rs. 16,000 lacs (previous year Rs. Nil) is issued against earmarking of working capital limit with banks and is repayable during the year ended 31 March 2013.

f) Short term unsecured loan from The Bank of Nova Scotia amounting to Rs. 500 lacs carrying interest rate of 11.75% p.a. and is repayable on 09 April 2012.

g) Buyer's credit unsecured facilities from iDBi Bank carrying rate of interest ranging between 1.93% - 3.94% p.a. are repayable within 6 months from the origination.

a) The borrowing cost capitalised during the year ended 31 March 2012 is Rs. 29.18 lac (previous year Rs. Nil).

b) The premium and foreign exchange loss amounting to Rs. 2,427.01 lacs has been capitalised during the year ended 31 March 2012 ( previous year foreign exchange gain Rs. 1,377.58 lacs).

c) Pursuant to the Scheme ('BRR'), the Company has revalued its freehold land by crediting Rs. 22,500.00 lacs to the Business Reconstruction Reserve during the year ended 31 March 2012. (Refer note 49)

Rs. in lacs

Particulars As at As at 31 March 2012 31 March 2011

NOTE 2 CONTINGENT LIABILITIES AND COMMITMENTS

1) Contingent liabilities not provided for in respect of:

a) Demands raised by the excise authorities against which appeals have 302.89 302.89 been filed

b) Demands raised by the income tax authorities against which appeals - 5.71 have been filed

c) Demands made by the sales tax authorities against which appeals have 244.59 219.91 been filed

d) Duty availed on imports against EPCG licenses 3,098.05 2,569.82

e) Bank guarantees outstanding 3,100.96 2,815.25

f) Claims against the Company not acknowledged as debts 2,029.54 2,001.30

2) Unfulfilled export obligation under EPCG license of EXIM Policy 24,784.42 20,558.57

The management has identified enterprises which have provided goods and services to the Company and which qualify under the definition of micro and small enterprises, as defined under Micro, Small and Medium Enterprises Development Act, 2006 (MSMEDA). Accordingly, the disclosure in respect of the amounts payable to such enterprises as at 31 March 2012 has been made in the financials statements based on information received and available with the Company. Further, no interest during the year has been paid or payable under the terms of the MSMED Act, 2006.

* included in contribution to provident and other funds (refer note 28)

** The Fund does not have any existing deficit or interest shortfall. in regard to any future obligation arising due to interest shortfall, pending the issuance of the Guidance Note from the Actuarial Society of india, the measurement of actuarial valuation liability towards Provident Fund is not feasible. Accordingly, other related disclosures in respect of provident fund have not been furnished.

The Company made annual contribution to the Birla Sun Life insurance Company Limited ('BSL') of an amount advised by the BSL. the Company was not informed by BSL of the investment made or the break down of plan assets by investment type, accordingly related disclosures are not included in these financial statements.

NOTE 3

The Company vide 'Share Purchase Agreement' dated 26 May 2011 acquired 18,500 equity shares representing the entire paid up capital of Garden Polymers Private Limited ("Garden Polymers") located in india for a total consideration of Rs. 8,686.97 lacs (including transaction costs). Details of the assets and liabilities as of the date of investment are as below:

NOTE 4

In May 2011, the Company noted misappropriation of cheque book, resulting in fraudulent withdrawal of funds aggregating to approx. Rs. 127 lacs at its building products manufacturing unit in Hyderabad. The Company subsequently recovered approx Rs. 31 lacs, the remaining amount of Rs. 96 lacs is being provided as doubtful advance by the Company.

NOTE 5

In the opinion of the board of directors, current assets, loans and advances have a value on realisation in its ordinary course of the business at least equal to the amounts at which they are stated and provision for all known liabilities have been made.

NOTE 6

Segment information, as required under AS-17 "Segment Reporting", has been provided in the consolidated financial statements of the Company and therefore no separate disclosure on segment information is given in these standalone financial statements.

NOTE 7

Lease payments under cancelable operating leases are recognised as an expense in the statement of profit and loss as rentals.

NOTE 8

Prior period item comprise of income tax adjustments of Rs. 19.75 lacs (previous year Rs. 19.02 lacs).

NOTE 9

The Hon'ble Calcutta High Court vide its order dated 26 March 2010 approved a scheme of arrangement between the Company and its shareholders ("the Scheme"). The Scheme provides that with effect from 01 April 2009, the Appointed Date, all or such of the immovable properties in the form of land and buildings, as the Company considers relevant and appropriate, will be reinstated at their respective fair values as determined by recognised valuers. Consequently, any adjustments (debit / credit) on account of such revaluation would be reflected in Business Reconstruction Reserve Account ("BRR") of the Company.

The Scheme provides that in addition to the aforementioned revaluation, any or all of the immovable properties in the form of land and buildings, as the Company considers relevant and appropriate up to 31 March 2012, may further be reinstated at their respective fair values as determined by recognised valuers with the consequent adjustments (debit / credit) on account of such revaluation being reflected in the Business Reconstruction Reserve Account of the Company.

The Scheme further provides that the aggregate amount under the BRR created by way of revaluation of land and buildings would be utilised, to the extent considered necessary and appropriate by the Board of Directors of the Company from time to time, to adjust certain expenses as mentioned in the Scheme until the balance is available in the BRR account.

In terms of the Scheme, during the year ended 31 March 2012, the Company revalued one of its freehold land at Sanath Nagar and Isnapur, Andhra Pradesh by crediting Rs. 22,500 lacs to the BRR. As per undertaking provided by the Company to the stock exchange, the amount already transferred to the General Reserve from the BRR shall not be utilised for either payment of dividends or issue of bonus shares in accordance with the provisions of the Companies Act, 1956.

NOTE 10

Till the year ended 31 March 2011 the Company was following pre-revised schedule VI to the Companies Act 1956, for preparation and presentation of its financial statements. During the year ended 31 March 2012 the revised schedule VI notified under the Companies Act 1956, has become applicable to the Company. The Company has reclassified previous year figures to confirm to this year's classification. The adoption of revised schedule VI does not impact recognition and measurement principles followed for preparation of financial statements. However, it significantly impacts presentation and disclosure made in the financial statements, particularly presentation of balance sheet.

---

Mar 31, 2011

(Rs. in lacs) 2011 2010

1. Estimated amount of contracts remaining to be executed on capital 11,167.13 2,965.21 account and not provided for (net of advances Rs.2,543.14 lacs; previous year Rs. 1,592.87 lacs)

2. Contingent liabilities not provided for in respect of:

a) Demands raised by the excise authorities against which appeals have 302.89 124.28 been filed

b) Demands raised by the income tax authorities against which appeals 5.71 182.29 have been filed

c) Demands made by the sales tax authorities against which appeals 219.91 172.50 have been filed

d) Bank guarantees including those given for availment of credit facilities by a subsidiary Company for Rs. 1,835 lacs. Amount outstanding as at year end is: 2,815.25 1,229.25

e) Claims against the Company not acknowledged as debts 2,001.30 1,964.20

f) Duty availed on imports against EPCG licenses 2,569.82 2,859.88

3. Related party transactions

a) Name of related parties and description of relationship:

(i) Subsidiaries – AGI Glasspack Limited.

Hindware Home Retail Private Limited.

HSIL Associates Limited.

Alchemy International Cooperatief U.A.

Haas International B.V.

Halis International Limited, Mauritius

Barwood Products Limited {formerly Barwood Products (Staffordshire) Limited, name changed w.e.f. 16 December 2010}

(ii) Key management personnel

(Name of the relatives of key management personnel with whom the Company had transactions during the year are listed below).

Mr. Rajendra K Somany

Mr. Sandip Somany

iii) Entities where significant influence is exercised by key management personnel and/ or their relatives having transactions with the Company:

(a) Textool Mercantiles Private Limited

(b) Paco Exports Limited

(c) New Delhi Industrial Promotors and Investors Limited

(d) Soma Investments Limited

(e) Hindusthan National Glass & Industries Limited

4. In the opinion of the Board of Directors, current assets, loans and advances have a value on realisation in the ordinary course of the business at least equal to the amounts at which they are stated and provision for all known liabilities have been made.

5. Upto 31 March 2008, the Company was recognising translation differences arising on long term foreign currency monetary items (i.e. monetary assets or liabilities expressed in foreign currency and having a term of 12 months or more at the date of origination) in the profit and loss account. Pursuant to Companies (Accounting Standards) Amendment Rules, 2009, the Company has exercised the option of deferring the recognition of Profit and Loss account in respect of accounting periods commencing on or after 07 December 2006. As a result, net foreign exchange transaction gain amounting to Rs. 1,377.58 lacs relating to the acquisition of depreciable capital assets have been adjusted with cost of such assets.

6. The Hon'ble Calcutta High Court vide its order dated 26 March 2010 approved a scheme of arrangement between the Company and its shareholders (“the Scheme”). The Scheme provides that with effect from 01 April 2009, the Appointed Date, all or such of the immovable properties in the form of land and buildings, as the Company considers relevant and appropriate, will be reinstated at their respective fair values as determined by recognised valuers. Consequently, any adjustments (debit/credit) on account of such revaluation would be reflected in Business Reconstruction Reserve Account (“BRR”) of the Company.

The Scheme provides that in addition to the aforementioned revaluation, any or all of the immovable properties in the form of land and buildings, as the Company considers relevant and appropriate up to 31 March 2012, may further be reinstated at their respective fair values as determined by recognised valuers with the consequent adjustments (debit/credit) on account of such revaluation being reflected in the Business Reconstruction Reserve Account of the Company.

The Scheme further provides that the aggregate amount under the BRR created by way of revaluation of land and buildings would be utilised, to the extent considered necessary and appropriate by the Board of Directors of the Company from time to time, to adjust certain expenses as mentioned in the Scheme until the balance is available in the BRR account.

In terms of the Scheme, during the year ended 31 March 2010 the Company revalued one of its freehold land by crediting Rs. 23,500.00 lacs to the BRR and has transferred Rs. 3,732.63 lacs from the BRR to the profit and loss account for the year ended 31 March 2010, as deemed appropriate by the Board of Directors on account of the certain expenses charged to the profit and loss account.

Pursuant to the Scheme, the Company also transferred Rs. 10,000 lacs from the BRR to the General Reserve as on 31 March 2010. As per undertaking provided by the Company to Stock Exchange, the amount so transferred to the General Reserve shall not be utilised for either payment of dividends or issue of bonus shares in accordance with the provisions of the Companies Act, 1956.

7. Segment information, as required under AS-17 “Segment Reporting”, has been provided in the consolidated financial statements of the Company and therefore no separate disclosure on segment information is given in these standalone financial statements.

8. Prior period item comprise of income tax corrections of Rs. 19.02 lacs (previous year Rs. 134.54 lacs) and deferred tax correction of Rs. Nil (previous year Rs. 277.00 lacs).

9. Previous year figures have been regrouped /recast wherever considered necessary to make them comparable with those of the current year.

---

Mar 31, 2010

1. Amount due to entities covered under Micro, Small and Medium Enterprises have been identified on the basis of confrmations received from these entities and information available with the Company. There was no amount due for more than forty five days payable to these identified entities at any time during the year.

* included in contribution to provident and other funds (refer schedule

** The Fund does not have any existing deficit or interest shortfall. In regard to any future obligation arising due to interest shortfall, pending the issuance of the Guidance Note from the Actuarial Society of India, the measurement of actuarial valuation liability towards Provident Fund is not feasible. Accordingly, other related disclosures in respect of provident fund have not been furnished.

2. Related party transactions

a) Name of related parties and description of relationship:

(i) Subsidiaries AGI Glasspack Limited. Hindware Home Retail Private Limited HSIL Associates Limited Alchemy International Cooperatief U.A. Haas International B.V. Halis International Limited, Mauritius

(ii) Key management personnel

(Name of the relatives of key management personnel with whom the Company had transactions during the year are listed below).

Mr. R.K. Somany (Father)

Mr. Sandip Somany (Son)

iii) Entities where significant influenced is exercised by key management personnel and/ or their relatives having transactions with the Company:

(a) Textool Mercantile Private Limited

(b) Paco Exports Limited

(c) New Delhi Industrial Promotors and Investors Limited

(d) Soma Investments Limited

(e) Hindusthan National Glass & Industries Limited

3. In the opinion of the board of directors, current assets, loans and advances have a value on realisation in the ordinary course of the business at least equal to the amounts at which they are stated and provision for all known liabilities have been made.

4. Upto 31 March, 2008, the Company was recognising translation differences arising on long term foreign currency monetary items (i.e. monetary assets or liabilities expressed in foreign currency and having a term of 12 months or more at the date of origination) in the profit and loss account. Pursuant to Companies (Accounting Standards) Amendment Rules, 2009, the Company has exercised the option of deferring the recognition of Profit and Loss account in respect of accounting periods commencing on or after 7 December 2006. As a result, net foreign exchange transaction gain amounting to Rs. 1,237.30 lacs relating to the acquisition of depreciable capital assets have been adjusted with cost of such assets.

5. The Honble Calcutta High Court vide its order dated 26 March 2010 approved a scheme of arrangement between the Company and its shareholders (“the Scheme”). The Scheme provides that with effect from April 01, 2009, the Appointed Date, all or such of the immovable properties in the form of land and buildings, as the Company considers relevant and appropriate, will be reinstated at their respective fair values as determined by recognised valuers. Consequently, any adjustments (debit/credit) on account of such revaluation would be refected in Business Reconstruction Reserve Account (“BRR”) of the Company.

The Scheme provides that in addition to the aforementioned revaluation, any or all of the immovable properties in the form of land and buildings, as the Company considers relevant and appropriate up to 31 March 2012, may further be reinstated at their respective fair values as determined by recognised valuers with the consequent adjustments (debit/credit) on account of such revaluation being refected in the Business Reconstruction Reserve Account of the Company.

The Scheme further provides that the aggregate amount under the BRR created by way of revaluation of land and buildings would be utilised, to the extent considered necessary and appropriate by the Board of Directors of the Company from time to time, to adjust certain expenses as mentioned in the Scheme until the balance is available in the BRR account.

In terms of the Scheme, the Company revalued one of its freehold land by crediting Rs. 23,500.00 lacs to the BRR and has transferred Rs. 3,732.63 lacs from the BRR to the profit and loss account for the year ended 31 March 2010, as deemed appropriate by the Board of Directors on account of the following expenses charged in the profit and loss account:

1. Write –off of old non-recoverable receivables and advances aggregating to Rs. 1,291.99 lacs;

2. Write-off of old non-moving and slow moving inventories aggregating to Rs. 2,291.65 lacs;

3. Write-off certain fixed assets aggregating to Rs. 59.76 lacs; and

4. Expenses incurred in connection with the Scheme or purposes mentioned there in aggregating to Rs. 89.23 lacs.

Pursuant, the Scheme, the Company has also transferred Rs. 10,000 lacs from the BRR to the General Reserve as on March 31, 2010. As per undertaking provided by the Company to the stock exchange, this amount transferred to the General Reserve shall not be utilised for either payment of dividends or issue of bonus shares in accordance with the provisions of the Companies Act, 1956.

The applicable Indian Generally Accepted Accounting Standards and Principles do not provide for revaluation of part of a class of asset and credit of amounts released from reserves to the profit and loss account but the said accounting treatment has been followed as prescribed under the Scheme approved by Honble Calcutta High Court. Had this not been done, profit after tax would have been lower by Rs. 3,732.63 lacs and reserves would be have been lower by Rs. 27,232.63 lacs.

6. Prior period items comprise of deferred tax correction of Rs. 277.00 lacs and income tax correction of Rs. 134.54 lacs.

7. Previous year fgures have been regrouped/recast wherever considered necessary to make them comparable with those of the current year.