Notes to Accounts of Bambino Agro Industries Ltd.

Mar 31, 2023

A. Terms/rights attached to equity shares

The Company has only one class of equity shares havingaparvalueof?10pershare.Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividend in Indian Rupees. The dividend proposed by the Board of Directors if any, is subjectto the approval ofthe shareholders in the ensuing general meeting.

B. Share Capital

For non-payment of call-moneys, 82,200 equity shares of X 10 each were forfeited by the Board after due compliance of legal formalities and such shares have not been reissued so far

Nature of security of borrowings as at31 March 2023

C. Secured Loans

a) Secured loans repayable on demand comprises of cash credit and Term loans repayable in suitable instalments from HDFC Bank Ltd and Indian Overseas Bank secured by a pari-passu charges on current assets (other than stocks funded through warehousing funding) and fixed assets of the company (Land & Building and Plant & Machinery situated at Begumpur Khatola, Gurgaon, Haryana) ii. Commercial Flat no.E-1 & E-ll ,4th Floor, Surya Towers premises bearing no.1-4-7 to 19 admeasuring 4564 sq.ft, at Sardar Patel Road, Secunderabad, Telangana on 1st pari -pasu charge basis and personal guarantee of Ms.M.Shirisha Raghuveer Myadam and Ms.Sugandha Bai.

b) Axis bank:

i) . Secured by Industrial Godown and Land to an extent of 5894.91 Sq. yards situated at H.No. 10-3-99/23, Lingojiguda,

Saroor Nagar, Ranga Reddy District Within Hyderabad municipal corporation limits standing in the name of Ms. Myadam SugandhaBai.

ii) Hypothecation of Charge over the entire assets created and also purchased out of Axis bank term in the project land area of AC. 16.38 Guntas situated at Gohana, Sonipat, Haryana.

iii) M/s. Diptanshu Food Industries Private Limited has provided corporate Guarantee by way of equitable mortgage of Industrial Land and Buildings admeasuring Ac.16.38 Guntas Situated at Mustil No:46,Kila No:6, Patti Kalyana village, Gamri village to Patti kalyana road, Gohana, Sonipat, Haryana standing in the name of M/s. Diptanshu Food Industries Private Limited (formerly known as Bambino Industries Private Limited).

a. The accumulated deferred tax liability amounting to? 356.66 lacs on account of timing differences between book and tax profits as of 1st April 2001 has been adjusted against General Reserve and Subsequentyear''s deferred tax adjustments were carried out in the respective Profit and Loss Accounts.

b. During the current year the tax effect of the timing differences resulted in Deferred tax Liability of? 133.69 lacs and the same has been shown in P&LAccount

(a) During year ended 31st March 2023, the Company contributed in lacs ? 124.40 (2022 : ? 125.39) to provident fund and in lacs?0.10 (2022:? 0.15 )to employee state insurance.

(b) Provision for Gratuity of an amount ? 24.44 lacs is made during the year (previous Year ? 14.41 lacs) a defined benefit scheme administered by LIC of India.

b) The Income Tax Department has raised a demand of? 53.05 lacs and 42.36 lacs forthe Assessmentyears 2021-22 and 2022-23 towards PF and ESI. The Company has preferred an appeal before the Commissioner of Income Tax (Appeals) faceless assessment. Pending the disposal of appeal the company has not provided provision forthe same.

c) The Income Tax Department has raised a demand U/s 143(1) of? 137.97 lacs pertaining to assessmentyears 2018-19 2019-20 and 2020-21 towards PF and ESI. The Company has not agreed with the demand and has submitted a reply to the department online. However the Income Tax Department has not passed any assessment orders for the aforesaid assessmentyears. No provision is made in the books of accounts forthe aforesaid amount pending orders of the Income Tax Department.

34. A provision of ? 24.43 lacs is made forthe Corporate Social Responsibility activity forthe financial year 2022-2023.

35. Dividend : The Company proposed a dividend of? 1.60 PerShare offace value of ? 10 each in the board meeting held on 29th May 2023, subjectto the approval of Members at the ensuing AGM.

36. Land and Building Taken on Lease

The Company has taken on lease the land and buildings of Diptanshu Food Industries Private Limited a related company at Gohana.Sonipat, Haryana fora period of 10 years as per Lease Deed (effective from 1st July 2021) for set-up of 2 Pasta plant Lines, at a monthly rentals of? 22.00 lacs excluding TDS, GST and other applicable taxes beginning from the date of Commercial Production of the plant. The company has started commercial production of one line on 27th December 2022, rent paid during the year is? 66.00 lakhs.

37. Applicability of IND AS 108

The Company is engaged in Food Products, which as per IND AS 108 is considered as the only reportable business segment. The geographical segmentation is not relevant as exports are insignificant.

38. Legal Case Filed

a. Two shareholders having substantial equity in the company have filed a petition against the company and others in National Company Law Tribunal .Hyderabad with C.P. No. 20 of 2021 under sections 241,242 & 245 ofthe Companies Act 2013. One ofthe Shareholders Mrs. Myadam Anita withdrew her petition ie. IA(CA)33/2022, NCLT .Hyderabad allowed the aforesaid withdrawal vide its order dt Sept''27,2022. Mrs. Myadam Anita''s subsequent petition filed CANo.53/2022to NCLT, Hyderabad was dismissed by its order dt. 27.09.2022(Common Order.) The appeal filed by Mrs. Myadam Anita before the Hon''ble NCLAT, Chennai ie. company appeal (AT)(CH)No.10/2023 and IA No. 73/2023 stands withdrawn by her vide its order dated 14.02.2023. The impact on the Financials ofthe company if any is unascertained.

b. The Promoter shareholders filed a case against other promoter shareholders in Telangana State High Court at Hyderabad, vide Arbitration Application No.80/2021, for appointment of Arbitrator and the above High Court appointed an Arbitrator on 27.04.2022 and in the mean time such arbitrator recused himself from Arbitration proceedings and this case is pending for appointment of new arbitrator. The promotor shareholders also filed their respective Arbitration Application Nos. 217/2022 and 218/2022 in Telangana State High Court at Hyderabad. The Company has been made a respondent.

39. Trade payables and trade receivables are subjectto confirmation and or reconciliation.

41. Comparatives

Previous year''s figures have been re-grouped/re-arranged/recast/reclassified to confirm to the Current year''s figures, wherever necessary. The figures in the Balance Sheet have also been rounded off to the nearest thousand rupees.

43. Events occurred afterthe Balance Sheet date

The Company evaluates events and transactions thatoccursubsequenttothe Balance Sheet date but prior to approval of Financial Statement to determine the necessity for recognition and/or reporting of any of these events and transactions in the Financial Statements.

44. Disclosure pursuant to requirements of Rule 11(e) (i) & (ii) of the Companies (Audit and Auditors) Rules

(i) No funds have been advanced or loaned or invested (eitherfrom borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person(s) orentity(ies), including foreign entities ("lntermediaries")with the understanding, whether recorded in writing or otherwise, that the Intermediary shall lend or invest in party identified by or on behalf of the Company (Ultimate Beneficiaries). Summary ofthe significant accounting policies and other explanatory information

(ii) The Company has not received any fund from any party(s) (Funding Party) with the understanding that the Company shall whether, directly or indirectly lend or invest in other persons or entities identified by or on behalf ofthe Company ("Ultimate Beneficiaries") or provide any guarantee, security orthe like on behalf ofthe Ultimate Beneficiaries.

45. The Company has not extended any loans or advances in the nature of loans to its promoters, directors, key managerial personnel and its related parties, as defined underthe Act, during the years ended 31st March 2023 and 31st March 2022.

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Mar 31, 2021

I. Share Capital

For non-payment of call-moneys, 82,200 equity shares of ''10/- each were forfeited by the Board after due compliance of legal formalities and such shares have not been reissued so far.

II. Secured Loans

a) Secured loans repayable on demand comprises of cash credit and Term loans repayable in suitable instalments from HDFC Bank Ltd and Indian Overseas Bank secured by a pari-passu charges on current assets (other than stocks funded through warehousing funding) and fixed assets of the company (Land & Building and Plant & Machinery situated at Begumpur Khatola, Gurgaon, Haryana) ii. Commercial Flat n. E-1 & E-II, 4th Floor, Sury Towers premises bearing no. 1-4-7 to 19 admeasuring 4564 sq.ft. at Sardar Patel Road, Secunderabad, Telangana on 1st pari-pasu charge basis and personal guarantee of Late Sri. M. Kishan Rao, Ms. Shirisha and Ms. Sugandha Bai.

b) Axis bank: Secured by Industrial Godown and Land to an extent of 5894.91 Sq. yards situated at H.No. 10-3-99/23, Lingojiguda, Saroor Nagar, Ranga Reddy District within Hyderabad municipal corporation limits standing in the name of Ms. Myadam Sugandha Bai W/o. of Late Kishan Rao.

III. Sundry Creditors

Based on the information available with the Company, there are no dues/Interest outstanding to Micro, Small and Medium Enterprises, as defined under the Micro, Small and Medium Enterprises Development Act 2006, as at 31st March 2021. (Previous Year: Nil)

( v\

VI. Taxes

Provision for Income tax '' 3,70,17,065/- (Previous year '' 2,58,56,150/-)

VII. Director''s Sitting Fees

Other expenses includes Directors Sitting Fee of '' 9,45,945/-. (Previous year '' 8,33,329/-)

VIII. Deferred Tax

a. The accumulated deferred tax liability amounting to '' 3,56,65,778/- on account of timing differences between book and tax profits as of 1st April 2001 has been adjusted against General Reserve and Subsequent year''s deferred tax adjustments were carried out in the respective Profit and Loss Accounts.

b. During the current year the tax effect of the timing differences resulted in deferred tax Asset of '' 9,02,684/- and the same has been shown in P&L Account.

Cr-s

X. Applicability of IND AS 108

The Company is engaged in Food Products, which as per IND AS 108 is considered as the only reportable business segment. The geographical segmentation is not relevant as exports are insignificant.

(d) During the period we received for land compensation from Government of Haryana '' 282.29 lacs and has shown under other income.

4. Amount of Expenditure incurred on Corporate social responsibility is '' 16,80,472/-

XIV. Dividend: The Company has proposed a dividend of '' 1.60 per share of face value of '' 10/- each.

XV. Commencement of commercial production of plant at Gohana, Sonepat, Haryana has been delayed due to the Covid pandemic.

XVI. Land & Building taken on Lease:

The company has taken on lease the land and buildings of Diptanshu Food Industries Private Limited, a related company at Gohana, Sonipat, Haryana for a period of 10 years as per Lease Deed (effective from 01.07.2021), at a monthly rentals of '' 22,00,000/- excluding TDS, gSt and other applicable taxes beginning from the date of Commercial Production of the plant. The company bought the plant & machinery in its name and the installation work is under progress. Till date, the company has paid a security deposit of ''10,00,000/- and the balance security deposit of '' 56,00,000/- shall be payable within 6 months from the date of commencement of commercial production ofthe aforesaid plant.

XVII. Legal Case Filed:

Two shareholders having substantial equity of the company have filed a petition against the company and others in National Company Law Tribunal, Hyderabad with C.P. No. 20 of 2021 under sections 241, 242 & 245 of the Companies Act 2013 and the matter is being taken up for hearings and the proceedings are under progress.

XVIII. Previous year''s figures have been re-grouped / re-arranged wherever necessary to confirm to current year''s classification.

XIX. Figures have been rounded offto the nearest rupee.

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Mar 31, 2018

1. CORPORATE INFORMATION

The Company is a public company domiciled in India and incorporated under the provisions of the Companies Act 1956. Its shares are listed on BSE. The Company is engaged in manufacturing and selling vermicelli, macaroni and other pasta products under the brand name "Bambino". The Company also sells the products of its related companies (common Directors) engaged in the manufacture of pasta and instant mixes, spices, namkeens, sweet-meat masalas etc.

2. Transition to Ind AS

a) The Company''s standalone financial statements for the quarter ended June 30, 2017 are the first interim standalone financial statements prepared in accordance with Ind AS.

b) The adoption of Ind AS was carried out in accordance with Ind AS 101, using April 1, 2016 as the transition date. Ind AS 101 requires that all Ind AS standards and interpretations that are effective for the first Ind AS Standalone Financial Statements for the quarter ended June 30, 2017, be applied consistently and retrospectively for all fiscal years presented.

c) All applicable Ind AS have been applied consistently and retrospectively wherever required. The resulting difference between the carrying amounts of the assets and liabilities in the standalone financial statements under both Ind AS and Indian GAAP as of the transition date have been recognized directly in equity at the transition date.

3. Basis of Preparation

(a) Statement of Compliance

The standalone financial statements has been prepared in accordance with Indian Accounting Standards ("Ind AS") notified under the Companies (Indian Accounting Standards) Rules, 2015 and Companies (Indian Accounting Standards) Amendment Rules, 2016 and other relevant provisions of the Act.

For all the periods up to and including the year ended March 31, 2016 the Company prepared its financial statements in accordance with accounting standards notified under the section 133 of the Companies Act 2013, read together with paragraph 7 of the Companies (Accounts) Rules, 2014 (Indian GAAP). These financial statements are the first, the Company has prepared in accordance with Ind AS. Refer to note on transition to Ind AS for information on how the Company adopted Ind AS.

(b) Functional and presentation currency

The standalone financial statements are presented in Indian rupees, which is the functional currency of the Company and the currency of the primary economic environment in which the entity operates.

(c ) Use of estimates and judgement

The preparation of standalone financial statements in conformity with Ind AS requires management to make judgments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on a periodic basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any future periods affected.

4. NOTES TO ACCOUNTS

I. Share Capital

For non-payment of call-moneys, 82,200 equity shares of ''10/- each were forfeited by the Board after due compliance of legal formalities and such shares have not been reissued so far.

II. Secured Loans

a) Term loan and Working Capital Demand Loan from Hero Fin Corp Ltd is hypothecated on exclusive charge on current assets (other than stocks funded through the warehousing funding) and fixed assets of the company(Land & Building and Plant & Machinery situated at Begampur, Khatola, Gurgaon, Haryana) with personal guarantee of Mr. Myadam Kishan Rao and Ms. Myadam Shirisha.

III. Sundry Creditors

Based on the information available with the Company, there are no dues/Interest outstanding to Micro, Small and Medium Enterprises, as defined under the Micro, Small and Medium Enterprises Development Act 2006, as at 31st March 2018. (Previous Year: Nil)

c. The Deputy Commissioner of Income Tax -1(2), Hyderabad has raised a demand of Rs.14.50 lacs against the company for the Assessment Year 2013-14. The company has preferred an appeal before Commissioner of Income Tax Appeals - Vi, Hyderabad. No provision has been made in the books for the aforesaid demand.

ii. Gratuity Plan

Gratuity payment a defined benefit scheme administered by LIC of India, amount of Rs.54,84,332/-(Previous year Rs.34,06,274/-) is included in Employees Benefits expenses (Note 24) in the Profit & Loss account

IV. Taxes

Provision for Income tax Rs.1,73,83,950/- Previous year Rs.1,15,35,510/-

V. Director''s Sitting Fees

Other expenses includes Directors Sitting Fee of Rs.6,31,666 /- (Previous year Rs.7,08,418/-)

VI. Deferred Tax

a. The accumulated deferred tax liability amounting to Rs.3,56,65,778/- on account of timing differences between book and tax profits as of 1st April 2001 has been adjusted against General Reserve and Subsequent year''s deferred tax adjustments were carried out in the respective Profit and Loss Accounts.

b. During the current year the tax effect of the timing differences resulted in deferred tax liability of Rs.34,39,232/- and the same has been shown in P&L Account.

VII. Applicability of IND AS 108

The Company is engaged in Food Products, which as per IND AS 108 is considered as the only reportable business segment. The geographical segmentation is not relevant as exports are insignificant.

VIII. Lease Rentals:

The operating revenue includes lease rentals from Seshsayi Foods Private Limited for Indore unit and Bambino Pasta Food Industries Private Limited for Bibinagar unit of the company.

IX. Dividend: The Company has proposed a dividend of Rs.1.60 per share of face value of Rs.10/- each.

X. Previous year''s figures have been re-grouped / re-arranged wherever necessary to confirm to current year''s classification.

XI. Figures have been rounded off to the nearest rupee.

XII. Late Myadam Raghuveer, the Managing Director of the Company expired on 25th June 2017 and he was holding 57,72,858 (72.08%) Equity shares of the company. On his expiry the shares are transferred to his legal heirs namely Mrs. Myadam Anitha (Wife), Mr. Myadam Kartekeya (Son), Ms. Myadam Shirisha (Daughter) and Mrs. Myadam Sugandha Bai (Mother) equally.

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Mar 31, 2016

11. NOTES TO ACCOUNTS

I. Share Capital

For non-payment of call-moneys, 82,200 equity shares of Rs. 10/- each were forfeited by the Board after due compliance of legal formalities and such shares have not been reissued so far.

II. Secured Loans

a) All the term loans are secured by exclusive first charge by way of hypothecation of all movable assets both present & future and mortgage of immovable properties acquired from out of the respective loans.

b) Working Capital loans from Banks viz., State Bank of India, Commercial Branch, Hyderabad & Indian Overseas Bank, Adarshnagar Branch, Hyderabad, IDBI Bank, Chapel Road branch, Hyderabad are secured on pari passu basis by a first charge by way of hypothecation of all stocks of raw materials, packing materials, finished goods, stores & spares and book debts.

c) Working Capital loans from State Bank of India, Indian Overseas Bank and IDBI Bank are further secured by a second charge on the movable and immovable assets at Bibinagar and on plant and machinery at Gurgaon. Working Capital loans from State Bank of India, Indian Overseas Bank and IDBI, are further secured by a second charge on the movable & immovable assets of the Company on pari passu basis.

d) Sri M.Kishan Rao, Sri M.Raghuveer and Sri M. Subramanyam have guaranteed all the above loans in their personal capacities.

III. Sundry Creditors

Based on the information available with the Company, there are no dues/Interest outstanding to Micro, Small and Medium Enterprises, as defined under the Micro, Small and Medium Enterprises Development Act 2006, as at March 31, 2016. (Previous Year: Nil)

ii. Gratuity Plan

Gratuity payment a defined benefit scheme administered by LIC of India, amount of Rs. 45,44,972/-(Previous year Rs. 47,33,529/-) is included in Employees Benefits expenses (Schedule 27) in the Profit & Loss account.

VI. Taxes

Provision for Income tax Rs. 2,35,48,540/- Previous year Rs. 2,22,25,689/-

VII. Director''s Sitting Fees

Other expenses includes Directors Sitting Fee of Rs. 7,05,371/- (Previous year Rs. 3,16,666/-)

VIII. Deferred Tax

a. The Company has adopted Accounting Standard 22 "Accounting for Taxes on Income" issued by the ICAI, with effect from 1st April 2001. The accumulated deferred tax liability amounting to Rs. 3,56,65,778/-on account of timing differences between book and tax profits as of 1st April 2001 has been adjusted against General Reserve and Subsequent year''s deferred tax adjustments were carried out in the respective Profit and Loss Accounts.

b. During the current year the tax effect of the timing differences resulted in deferred tax liability of Rs. 58,76,627/- and the same has been shown in P&L Account.

4. Amount of Expenditure incurred on Corporate social responsibility is Rs. 36,19,138/-

XIII. Dividend: The Company has declared a dividend of Rs. 1.60 per Share of Face value of Rs. 10/- each.

XIV. Previous year''s figures have been re-grouped/re-arranged wherever necessary to confirm to current year''s classification. Previous year figures are not comparable as the previous figures are for a period of Six Months ended 31st March 2015.

XV. Figures have been rounded off to the nearest rupee.

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Mar 31, 2015

(Amount in Rs.)

Period Ended Year Ended PARTICUIARS 31st Mar 2015 30thSep2014

1. Contingent liabilities NIL NIL

Claims/Demands for the following matters in respect of which proceedings or appeals are pending and are not acknowledged as debts:

* Central Excise

* Income Tax

Outstanding guarantees furnished by Banks on behalf of the 55.34 55.34

Company/By the Company including in respect of letters of credit and Bank Guarantees (Rs. In Lakhs)

2. CORPORATE INFORMATION

The Company is a public company domiciled in India and incorporated under the provisions of the Companies Act 1956. Its shares are listed on BSE. The Company is engaged in manufacturing and selling vermicelli, macaroni and other pasta products under the brand name "Bambino". The Company also sells the products of its related companies (common Directors) engaged in the manufacture of pasta and instant mixes, spices, namkeens, sweets, meat masalas etc.

I. Share Capital

For non-payment of call-moneys, 82,200 equity shares of Rs. 10/- each were forfeited by the Board after

due compliance of legal formalities and such shares have not been reissued so far.

II. Secured Loans

a) All the term loans are secured by exclusive first charge by way of hypothecation of all movable assets both present & future and mortgage of immovable properties acquired from out of the respective loans.

b) Working Capital loans from Banks viz., State Bank of India, Commercial Branch, Hyderabad, Indian Overseas Bank, Adarshnagar Branch, Hyderabad and IDBI Bank, Chapel Road branch, Hyderabad are secured on pari passu basis by a first charge by way of hypothecation of all stocks of raw materials, packing materials, finished goods, stores & spares and book debts.

c) Working Capital loans from State Bank of India, Indian Overseas Bank and IDBI Bank are further secured by a second charge on the movable and immovable assets at Bibinagar and on plant and machinery at Gurgaon. Working Capital loans from State Bank of India, Indian Overseas Bank and IDBI, are further secured by a second charge on the movable & immovable assets of the Company on pari passu basis.

d) Sri M.Kishan Rao, Sri M.Raghuveer and Sri M.Subramanyam have guaranteed all the above loans in their personal capacities.

III. Sundry Creditors

Based on the information available with the Company, there are no dues / Interest outstanding to Micro, Small and Medium Enterprises, as defined under the Micro, Small and Medium Enterprises Development Act 2006, as at 31st March, 2015. (Previous Year: Nil)

IV. Taxes

Provision for Income tax Rs. 2,22,25,689/- Previous year Rs. 73,17,498/- (including extraordinary items).

I. Details of Auditors' Remuneration

31st Mar 2015 30th Sep 2014

Statutory Audit Fee 3,00,000 6,00,000

Tax Audit Fee 75,000 1,50,000

Fees for Other Services - -

Service Tax 46,350 92,700

4,21,350 8,42,700

II. Details of Directors' Remuneration

Executive Director (Marketing)

Salary, Perquisites - 38,76,405

Contributions to Provident Fund - 3,96,179

Including against arrears - 42,72,584

III. Directors' Sitting Fees

Other expenses includes Directors Sitting Fee of Rs. 3,16,666/- (Previous year Rs. 1,95,000/-)

IV. Deferred Tax

a. The Company has adopted Accounting Standard 22 "Accounting for Taxes on Income" issued by the ICAI, with effect from 1st April 2001. The accumulated deferred tax liability amounting to Rs. 3,56,65,778/- on account of timing differences between book and tax profits as of 1st April 2001 has been adjusted against General Reserve and Subsequent year's deferred tax adjustments were carried out in the respective Profit and Loss Accounts.

b. During the current year the tax effect of the timing differences resulted in deferred tax liability of Rs. 44,45,149/- and the same has been shown in P&L Account.

V. Related Parties Disclosure i) Particulars of Related Companies

Name of the Related Party

Related Companies

Seshsayi Foods Private Limited Ghanta Foods Private Limited KRS Finance Private Limited MLR Industries Private Limited

Nature of Relation

(Common Directors) (Common Directors) (Common Directors) (Common Directors)

OTHERS

M K Rao Family Trust Madhava Roller Flour Mills Marshal Transport Company M.KISHAN RAO (HUF) ii) Key Management Personnel Sri.M. KISHAN RAO Sri. M. RAGHUVEER Sri M. SUBRAMANYAM MS. RITU TIWARY

Members are Common Directors Partners are Common Directors Partners are Common Directors Members are Common Directors

Chairman & Managing Director Whole Time Director Whole Time Director Company Secretary & Legal

VI. Applicability of Accounting Standard - 17

The Company is engaged in Food Products, which as per AS 17 is considered as the only reportable business segment. The geographical segmentation is not relevant as exports are insignificant.

VII. Previous year's figures have been re-grouped/re-arranged wherever necessary to confirm to current year's classification. Previous year figures are not comparable as the current figures are for a period of Six Months ended 31st March 2015.

IX. Figures have been rounded off to the nearest rupee.

X. a. For the Six months ended 31st March 2015, the Company has adopted the Rates and Method prescribed under Schedule II of Companies Act 2013, for the calculation of depreciation. As a result depreciation is lower by Rs. 12.51 lakhs and the profits of the company are more by the aforesaid amount.

b. In respect of the assets in the opening balance as on 01.10.2014 for which the useful life has expired as per Companies Act 2013, have been adjusted against the opening balance of retained earnings in an amount of Rs. 2.81 lakhs.

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Sep 30, 2014

Year Ended Year Ended 30-Sep-2014 30-Sep-2013

1. Contingent Liabilities NIL NIL

Claims /Demands for the following matters in respect of which proceedings or appeals are pending and are not acknowledged as debts:

- Central Excise NIL NIL

- Income Tax NIL NIL

Outstanding guarantees furnished by Banks of behalf of the Company/By the Company including in respect of letters of credit and Bank Guarantees 55.34 36.11

NOTE N0.2

1. CORPORATE INFORMATION

The Company is a public company domiciled in India and incorporated under the provisions of the Companies Act 1956. Its shares are listed on BSE. The Company is engaged in manufacturing and selling vermicelli, macaroni and other pasta products under the brand name "Bambino". The Company also sells the products of its related companies (common Directors) engaged in the manufacture of pasta and instant mixes, spices, namkeens, sweets, meat masalas etc.

I. Related Parties Disclosure

i) Particulars of Related Companies

Name of the Related Party

Related Companies Nature of Relation

Seshsayi Foods Private Limited (Common Directors)

Ghanta Foods Private Limited (Common Directors)

KRS Finance Private Limited (Common Directors)

MLR Industries Private Limited (Common Directors)

OTHERS

M K Rao Family Trust Members are Common Directors

Madhava Roller Flour Mills Partners are Common Directors

Marshal Transport Company Partners are Common Directors

ii) Key Management Personnel

Sri.M. KISHAN RAO Chairman & Managing Director

Sri.M. RAGHUVEER Whole Time Director & C.F.O.

Sri M. SUBRAMANYAM Whole Time Director

Sri. P.ESWAR DAS *Executive Director (Marketing)

*Since retired from service on 12th Sep, 2014)

II. Applicability of Accounting Standard -17

The Company is engaged in Food Products, which as per AS 17 is considered as the only reportable business segment The geographical segmentation is not relevant as exports are insignificant

III. Previous year''s figures have been re-grouped / re-arranged wherever necessary to confirm to current year''s classification.

IV. Figures have been rounded off to the nearest rupee.

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Sep 30, 2013

1. CORPORATE INFORMATION

The Company is a public company domiciled in India and incorporated under the provisions of the Companies Act 1956. Its shares are listed in BSE. The Company is engaged in manufacturing and selling vermicelli, macaroni and other pasta products under the brand name "Bambino". The Company also sells the products of its associate companies engaged in the manufacture of pasta and instant mixes, spices, namkeens, sweets, meat masalas etc.

I. Share Capital

For non-payment of call-moneys, 82,200 equity shares of Rs. 10/- each were forfeited by the Board after due compliance of legal formalities and such shares have not been reissued so far.

II. Secured Loans

a) All the term loans are secured by exclusive first charge by way of hypothecation of all movable assets both present & future and mortgage of immovable properties acquired from out of the respective loans

b) Working Capital loans from Banks viz., State Bank of India, Commercial Branch, Hyderabad & Indian Overseas Bank, Adarshnagar Branch, Hyderabad, IDBI Bank Chapel Road branch, Hyderabad are secured on pari passu basis by a first charge by way of hypothecation of all stocks of raw materials, packing materials, finished goods, stores & spares and book debts.

c) Working Capital loans from State Bank of India are further secured by a second charge on the movable and immovable assets at Bibinagar and on plant and machinery at Gurgaon. Working Capital loans from State Bank of India, Indian Overseas Bank and IDBI Bank, are further secured by a second charge on the movable & immovable assets of the Company on pari passu basis.

d) Sri M.Kishan Rao, Sri M. Raghuveer and Sri M.Subramanyam have guaranteed all the above loans in their personal capacities.

III. Sundry Creditors

Based on the information available with the Company, there are no dues/Interest outstanding to Micro, Small and Medium Enterprises, as defined under the Micro, Small and Medium Enterprises Development Act 2006, as at September 30,2013. (Previous Year :Nil)

IV. The Company during the year has repaid the Foreign currency non rupee Bank demand loan of US $ 31,90,000/-. The difference amount of exchange fluctuation on repayment of the loan amounting to Rs. 1,07,83,323/- has been debited to the P&L A/c.

V. Plant at Indore

The Company is setting a Pasta plant at Indore in Madhya Pradesh. Part of Plant & Machinery available at the Bibinagar Factory has been refurbished and transferred to Indore for installation. The cost of refurbishing the Plant and construction cost of building and other direct costs are shown on Fixed Assets Schedule under Capital Work in Progress (cwp). Other Indirect expenses relatable to the new plant like interest on term loan, salaries & wages etc, are shown under Pre operative expenses pending capitalization.

VI. Contingent Liabilities 30th SEP, 2013 30th SEP, 2012

(i) Others:

Letters of Credit Nil Nil

Bank Guarantees 36.11 lacs 34.71 lacs

III. Directors'' Sitting Fees

Other expenses includes Directors'' Sitting Fee of Rs.1,72,222/- (Previous year Rs.1,85,000/-)

IV. Deferred Tax

a. The Company has adopted Accounting Standard 22 "Accounting for Taxes on Income" issued by the ICAI, with effect from 1st April 2001. The accumulated deferred tax liability amounting to Rs.3,56,65,778/- on account of timing differences between book and tax profits as of 1st April, 2001 has been adjusted against General Reserve and subsequent year''s deferred tax adjustments were carried out in the respective Profit and Loss Accounts.

b. During the current year the tax effect of the timing differences resulted in deferred tax asset of Rs.1,007,391/- and the same has been shown in P&L Account

VI. Applicability of Accounting Standard - 17

The Company is engaged in Food Products, which as per AS 17 is considered the only reportable business segment The geographical segmentation is not relevant as exports are insignificant.

VII. Previous year''s figures have been re-grouped/re-arranged wherever necessary to confirm to current year''s classification.

VIII. Figures have been rounded off to the nearest rupee.

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Sep 30, 2010

I. Share Capital

For non-payment of call-moneys 82,200 equity shares of Rs.10/- each were forfeited by the Board after due compliance of legal formalities and such shares have not been re issued so far.

II. Secured Loans

a) All the term loans are secured by exclusive first charge by way of hypothecation of all movable assets both present & future and mortgage of immovable properties acquired from out of the respective loans .

b) Working Capital loans from Banks viz., State Bank of India, Commercial Branch, Hyderabad & Indian Overseas Bank, Adarshnagar Branch, Hyderabad ,IDBI Chapel Road branch,Hyderabad are secured on pari passu basis by a first charge by way of hypothecation of all stocks of raw materials, packing materials, finished goods, stores & spares and book debts.

c) Working Capital loans from State Bank of India are further secured by a second charge on the movable and immovable assets at Bibinagar and on plant and machinery at Gurgaon. Working Capital loans from State Bank of India, Indian Overseas Bank and IDBI, are further secured by a second charge on the movable & immovable assets of the Company on pari passu basis.

d) Sri M.Kishan Rao, Sri M.Raghuveer and Sri M.Subramanyam have guaranteed all the above loans in their personal capacities.

III. Sundry Creditors

The names of small scale Industries to whom the company owes a sum exceeding Rs.1 Lakhs which is outstanding for more than 30 days as on the Balance sheet date, computed on a unit wise basis are: CLJ Plastics, Rasik poly Flexil private Limited, etc.

The above information and that given in Schedule "K" – Current liabilities regarding Small Scale Industrial Undertakings has been determined to the extent such parties have been identified on the basis of information available with the company.

IV. Contingent Liabilities

Contingent liability in respect of corporate guarantee furnished on behalf of a body corporate is Nil, since the guarantee is not Renewed. (Previous year Rs.6530.48 lacs)

IV. Deferred Tax

a. The Company has adopted Accounting Standard 22 " Accounting for Taxes on Income" issued by the ICAI, with effect from 1st April 2001. The accumulated deferred tax liability amounting to Rs.2,93,08,879/- on account of timing differences between book and tax profits as of 1st April, 2001 has been adjusted against General Reserve and subsequent years deferred tax adjustments were carried out in the respective Profit and Loss Accounts.

b. During the current year the tax effect of the timing differences resulted in deferred tax liability of Rs. 26,40,155/ - and the same has been shown in P&L Account.

V. Related Parties Disclosure

i) Particulars of Subsidiary / Associates Companies

NAME OF THE RELATED PARTY

ASSOCIATE COMPANIES

Seshasayi Foods Private Limited Ghanta Foods Private Limited KRS Finance Limited MLR Industries Pvt. Limited Revathi Tobacco Co. Private Limited

OTHER ASSOCIATES M K Rao Family Trust Madhava Roller Flour Mills Marshal Transport Company ii) Key Management Personnel

Sri.M. KISHAN RAO Chairman and Managing Director

Sri.M. RAGHUVEER Whole Time Director

Sri M. SUBRAMANYAM Whole Time Director

Sri. P. ESWAR DAS Executive Director (Marketing)

VI. Inter Divisional Transfers

There has been a change in the Accounting Policy 1 ( C ) with respect to accounting for transfers from Flour Mill Division to Pasta Division. Hitherto the Company has included the Inter Divisional Transfers in both Sales and Material Consumption. With effect from 1st April, 2010 the Company has discontinued this practice. As a result, the Sales and Raw material Consumption are less by Rs.1431.68 lakhs. However, this has no effect on the Profits of the company.

VII. Applicability of Accounting Standard - 17

The Company is engaged in Food Products, which as per AS 17 is considered the only reportable business segment. The geographical segmentation is not relevant as exports are insignificant.

VIII. Previous years figures have been re-grouped / re-arranged wherever necessary to confirm to current years classification.

IX. Figures have been rounded off to the nearest rupee.