Notes to Accounts of Bhartiya International Ltd.

Mar 31, 2018

1 CORPORATE INFORMATION

Bhartiya International Ltd. (‘the Company’) is a Public Ltd. Company with domiciled in India and incorporated under the provisions of the Companies Act applicable in India. Its shares are listed on leading stock exchange in India. The Company has its registered office at Chennai and its corporate office at Gurugram, Haryana. The Company is in the business of manufacturing and trading of leather products & textile products.

2 BASIS OF PREPARATION

These financial statements have been prepared in accordance with the Indian Accounting Standards (hereinafter deferred to as the ‘Ind AS’) as notified by Ministry of Corporate Affairs pursuant to Section 133 of the Companies Act, 2013 (‘Act’) read with of the Companies (Indian Accounting Standards) Rules,2015.

These financial statements for the Year Ended 31st March, 2018 are the first financials with comparatives, prepared under Ind AS. For all previous periods including the Year Ended 31st March, 2017, the Company had prepared its financial statements in accordance with the accounting standards notified under companies (Accounting Standard) Rule, 2006 (as amended) and other relevant provisions of the Act (hereinafter referred to as ‘Previous GAAP’) used for its statutory reporting requirement in India.

The financial statements have been prepared on the historical cost basis except the certain financial instruments that are measured at fair values at the end of each reporting period, as explained in the accounting policies.

Based on the nature of products/activities and the time between acquisition of assets and their realisation in cash and cash equivalents, the Company has ascertained its operating cycle as 12 months for the purpose of current or noncurrent classification of assets and liabilities.

3.1 Building includes Rs. 18,50,000/- (previous year Rs. 18,50,000/-) acquired in an earlier year, are pending registration in the name of company.

3.2 The Company has elected to measure all its property, plant and equipment at the previous GAAP carrying amount i.e. 31st March, 2016 as its deemed cost (Gross Block Value) on the date of transition to Ind AS i.e. 1st April, 2016. The movement in carrying value of property, plant and equipment as per IGAAP is mentioned below :-

4.1 Estimation of Fair Value

The fair valuation is based on current prices in the active market for similar properties. The main inputs used are quantum, area, location, demand, restrictive entry to the complex, age of building and trend of fair market rent in village/city area.

This valuation is based on valuations performed by an accredited independent valuer. Fair valuation is based on replacement cost method. The fair value measurement is categorised in level 2 fair value hierarchy.

5.1 The Company has elected to measure all its intangibles at the previous GAAP carrying amount i.e. 31st March, 2016 as its deemed cost (Gross Block Value) on the date of transition to Ind AS i.e. 1st April, 2016. The movement in carrying value of intangible asset as per IGAAP is mentioned below:

6.1 The Company had invested in the Equity Shares of Bhartiya Urban Infrastructure & Land Development Co. Pvt. Ltd. (face value of Rs. 10/- each). During the year Bhartiya Urban Infrastructure & Land Development Co. Pvt. Ltd. merged with Bhartiya City Developers Pvt. Ltd. and in lieu of this, the Company received 2.15 Equity Shares (face value of Rs 10 each) of Bhartiya City Developers Pvt. Ltd. for every one Equity Share held in Bhartiya Urban Infrastructure & Land Development Co. Pvt. Ltd.

7.1 The Company has filed legal Suit for recovery of Rs. 6,162,337/- against one of its overseas customer. Management is confident of recovery of the same and hence has not made any provision for bad & doubtful debts against this.

8.1 Fixed deposits of Rs. 63,877,055/- (previous year Rs 76,827,473/-) are pledged with the banks for various limits and facilities granted.

9.1 The company’s claim of drawback amounting to Rs. 33.63 lacs has been disputed by the commissioner of customs (exports) with the Joint secretary(RA), ministry of finance, department of revenue, Govt. of India New Delhi, against the favorable order in appeal by the commissioner of custom (Appeals). The management is confident for the recovery of said amount and hence has not made any provision for bad & doubtful debts against this.

10.1 The Company has only one class of equity shares having a par values of Rs.10/- per share. Each holder of equity share is entitled to one vote 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 holders of equity shares will be entitled to receive remaining assets of the Company in proportion of the number of equity share held by the shareholders.

10.2 4,00,000 Equity Shares of Rs.10/- each at a premium of Rs.590/- each issued to non-promoters on conversion of preferential Share Warrants.

10.3 During the Year, the company has alloted 40,309 Equity share of Rs.10/- each fully paid to its employees under Employee Stock Option Plan (ESOP 2013).

11.1 Working Capital facilities are secured against hypothecation of stocks of raw - materials, stock in process, finished goods, Other Current assets , specified immovable property, movable fixed assets, lien on fixed deposits, exports bills and personal guarantee of Director.

12.1 The Company has not received information from vendors regarding their status under the Micro,Small and Medium enterprises Development Act , 2006 and hence disclosure relating to amounts unpaid as at the year end together with interest paid / payable under this Act have not been given.

13. OPERATING LEASE

(a) Assets taken on lease

The company has taken certain premises under various operating lease agreements. Future minimum lease payments under non cancellable operating leases in the aggregate and for each of the following year.

(b) Assets given on lease

The company has given assets under operating lease agreement . Future minimum lease payments under non cancellable operating leases in the aggregate and for each of the following year.

14. EXPORT PROMOTION CAPITAL GOODS (EPCG)

Export Promotion Capital Goods (EPCG) scheme allows import of certain capital goods at concessional duty subject to an export obligation for the duty saved on capital goods imported under EPCG scheme. The duty saved on capital goods imported under EPCG scheme being Government Grant, is accounted as stated in the Accounting policy on Government Grant.

15. EMPLOYEE STOCK OPTION PLAN

The Company instituted an Employees Stock Option Plan (‘ESOP 2013’) pursuant to the Nomination and Remuneration Committee (Earlier Compensation Committee) and Shareholders’ resolution dated 23rd September, 2013. As per ESOP 2013, the Company had granted the below stock options:

On 28th January, 2014 - 50,000 Stock Options.

On 16th September, 2015 - 1,55,800 Stock Options On 31st December, 2015 - 8,850 Stock Options On 3rd February, 2018 - 30,000 Stock Options

These options comprises equal number of equity shares to be allotted in one or more tranches to the eligible employees of the Company and its subsidiaries.

The details of the ESOPs granted so far are provided below:

16. EVENT OCCURING AFTER BALANCE SHEET DATE

The board of Directors has recommended Equity dividend of Rs.1.20/- per share (Previous year Rs.1.20/-) for the financial year 2017-18.

17. SEGMENT REPORTING DISCLOSURE

The company primarily operates in the Fashion apparels and accessories segment. The Fashion apparels and accessories segment includes Leather products, Textiles products and intermediaries .

As defined in Ind AS 108, the chief operating decision maker (CODM), evaluates the Group’s performance, allocate resources based on the analysis of the various performance indicator of the Group as a single unit. Therefore, there is no reportable segment for the Group as per the requirement of Ind AS 108 “Operating Segments”.

18. FAIR VALUE MEASUREMENT

The fair value of the financial assets and liabilities are included at the amount that would be received to sell an asset and paid to transfer a liability in an orderly transaction between market participants.

The following methods and assumptions were used to estimate the fair values:

Trade receivables, cash and cash equivalents, other bank balances,short term loans, other current financial assets, current borrowings, trade payables and other current financial liabilities: approximate their carrying amounts largely due to the short-term maturities of these instruments.

Investments traded in active markets are determined by reference to quotes from the financial institutions; for example: Net asset value (NAV) for investments in mutual funds declared by mutual fund house.

The fair values for loans, security deposits were calculated based on cash flows discounted using a current lending rate. They are classified as level 3 fair values in the fair value hierarchy due to the inclusion of unobservable inputs including counter party credit risk.

The fair values of non-current borrowings are based on discounted cash flows using a current borrowing rate. They are classified as level 3 fair values in the fair value hierarchy due to the use of unobservable inputs, including own credit risk.

The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation techniques.

The following is the basis for categorising the financial instruments measured at fair value into Level 1 to Level 3 :

Level 1: This level includes financial assets that are measured by reference to quoted prices (unadjusted) in active markets for identical assets or liabilities.

Level 2: This level includes financial assets and liabilities, measured using inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices).

Level 3: This level includes financial assets and liabilities measured using inputs that are not based on observable market data (unobservable inputs). Fair values are determined in whole or in part, using a valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data.

19. FIRST-TIME ADOPTION OF IND AS

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

The Company has adopted Indian Accounting Standards (Ind AS) notified by the Ministry of Corporate Affairs with effect from 1st April, 2017, with a transition date of 1st April, 2016. Ind AS 101-First-time Adoption of Indian Accounting Standards requires that all Ind AS standards and interpretations that are issued and effective for the first Ind AS financial statements which is for the Year Ended 31st March, 2018 for the company, be applied retrospectively and consistently for all financial years presented. Consequently, in preparing these Ind AS financial statements, the Company has availed certain exemptions and complied with the mandatory exceptions provided in Ind AS 101, as explained below. The resulting difference in the carrying values of the assets and liabilities as at the transition date between the Ind AS and Previous GAAP have been recognised directly in equity (retained earnings or another appropriate category of equity).

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

i) Deemed Cost for Property, Plant and Equipment and Intangible Assets

The Company has elected to measure all its property, plant and equipment and intangible assets at the Previous GAAP carrying amount as its deemed cost on the date of transition to Ind AS.

ii) Investments in Subsidiaries and Associates

The Company has elected to measure its investments in subsidiaries and associates at the Previous GAAP carrying amount as its deemed cost on the date of transition to Ind AS.

Transition to Ind AS - Reconciliations

The following reconciliations provide the explanations and quantification of the differences arising from the transition from Previous GAAP to Ind AS in accordance with Ind AS 101:

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

ii) Reconciliation of Balance sheet as at 31st March, 2017.

iii) Reconciliation of Total Comprehensive Income for the Year Ended 31st March, 2017.

iv) Adjustments to Statement of Cash Flows.

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

21.1 The following explains the material adjustments made while transition from previous accounting standards to IND AS

A. Borrowings

Under the previous GAAP transaction costs incurred towards origination of borrowing were charged to the profit and loss as and when incurred. As required under the IND AS 109 these costs have been deducted from the carrying amount of borrowings on initial recognition. These costs are recognised in the profit and loss over the tenure of the borrowing as interest expense, computed using the effective interest rate method.

B Proposed Dividend

Under the previous GAAP, dividends proposed by the board of directors after the balance sheet date but before the approval of the financial statements were considered as adjusting events and accordingly, provision for proposed dividend was recognised as a liability. Under Ind AS, such dividends are recognised when the same is approved by the shareholders in the general meeting.

C Fair Valuation of Investment

Under the previous GAAP, investments in equity instruments and mutual funds were classified as long-term investments or current investments based on the intended holding period and realisability. Long-term investments were carried at cost less provision for other than temporary decline in the value of such investments. Current investments were carried at lower of cost and fair value. Under IND AS, these investments are required to be measured at fair value through statement of profit and loss and changes in fair value are recognised in statement of profit and loss.

D Security Deposits

Under the previous GAAP interest free security deposits were recorded at their transaction value. Under IND AS, all financial assets are required to be recognised at fair value. Accordingly, the Company has fair valued the security deposits under IND AS. Difference between amortised value of security deposits and the carrying value (transaction value) as per Previous GAAP has been recognised as prepaid lease rent and recognised as expenses uniformly over the lease period. Interest income, measured by the effective interest rate method is accrued. The effect of these is reflected in total equity and / or profit or loss,as applicable.

E Employee Stock Option Expense

Under the previous GAAP the cost of equity-settled employee share-based plan were recognised using the intrinsic value method. Under Ind AS, the cost of equity-settled share based plan has been recognised based on the fair value of the Options as at the grant date.

F Excise Duty

Under the previous GAAP revenue from sale of goods was presented exclusive of excise duty. Under Ind AS, revenue from sale of goods is presented inclusive of excise duty. The excise duty expense is charged to Statement of Profit and Loss . There is no impact in the total equity and profit.

G Derivative Instruments - Foreign Exchange Forward Contracts

Under Previous GAAP unrealised net loss on foreign exchange forward contracts, if any, as at each Balance Sheet date was provided for. Under Ind AS, foreign exchange forward contracts are mark-to-market as at Balance Sheet date and unrealised net gain or loss is recognised in profit and loss statement.

H Non-Current Liabilities Security Deposit

Under Previous GAAP non-current security deposit liabilities were recognised on undiscounted basis. Ind AS requires such liabilities to be recognised at present value (discounted value) where the effect of time value of money is material. This led to a decrease in the value of non-current liabilities on the date of transition which was shown as prepaid lease rent . Ind AS also provides that where discounting is used, the carrying amount of the liability increases in each period to reflect the passage of time. This increase is recognised as finance cost. The interest cost on unwinding of discount and impact of change in discount rate has been recognised in the Statement of Profit and Loss under ‘Rental costs’ and ‘finance cost’ respectively for the Year Ended 31st March, 2017.

I Revenue from Sale of Goods

Under Previous GAAP revenue were recognised net of trade discounts, rebates, sales taxes and excise duties. Under Ind AS, revenue is recognised at the fair value of the consideration received or receivable, after deduction of any discounts, any taxes or duties collected on behalf of the government except excise duty. Discounts given include rebates and price reductions which have been reclassified from ‘Commission Brokerage & Discount ‘ within other expenses under Previous GAAP and netted from revenue under Ind AS.

J Other Export Incentive (Focus License)

Other Export incentives were accounted for on actual receipts basis. Ind AS requires these incentives be accounted for in the year of export.

K Non-Current Provisions

Under Previous GAAP non-current provisions were recognised on undiscounted basis. Ind AS requires such provisions to be recognised at present value (discounted value) where the effect of time value of money is material. This led to a decrease in the value of non-current provisions as on 1st April,2016 which was recognised in retained earning . Subsequently, the present value is increased to reflect passage of time by recognising finance cost.

L Employee Benefit Plan

Under the previous GAAP actuarial gains and losses on employee defined benefit obligations were recognised in profit or loss. Under Ind AS, the actuarial gains and losses on re-measurement of net defined benefit obligations are recognised in other comprehensive income. This resulted in a reclassification between profit or loss and other comprehensive income.

M Lease hold Land

Under the previous GAAP long term leasehold land were recognised in property,plant and equipment .Under Ind AS all leasehold land are considered as operating lease.

N Property given on Lease

Building given on lease were recognised in property,plant and equipment .Ind AS requires such building given on lease were re-classified to investment property from property,plant and equipment.

O Retained Earnings

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

P Tax Impact

Tax adjustments include deferred tax impact on account of differences between Previous GAAP and IND AS.

22. Financial Risk Management

The Company’s management monitors and manages the financial risks relating to the operations of the Company. These risks include credit risk, liquidity risk and market risk (including currency risk, interest rate risk and other price risk).

Credit Risk

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Company.To manage this , the Company perodically assesses financial reliability of customers and other counter parties , taking into account the financial condition , current economic trends , and analysis of historical bad debts and ageing of financial assets.

Financial instruments that are subject to concentrations of credit risk, principally consist of balance with banks, investments in debt instruments/bonds, trade receivables, loans and advances. None of the financial instruments of the Company result in material concentrations of credit risks.

The age analysis of trade receivables as of the balance sheet date have been considered from the due date and disclosed in below table.

Liquidity Risk

The Company manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.

The surplus funds with the Company and operational cash flows will be sufficient to dispose the financial liabilities within the maturity period.

Market Risk

Market risk is the risk of any loss in future earnings, in realisable fair values or in future cash flows that May, result from a change in the price of a financial instrument. The Company’s activities expose it primarily to the financial risks of changes in foreign currency exchange rates and interest rates risk/liquidity risk which impact returns on investments. Market risk exposures are measured using sensitivity analysis.

Interest Rate Risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company’s exposure to the risk of changes in market interest rates relates primarily to the debt obligations with floating interest rates. The Company manages its interest rate risk by having a balanced portfolio of fixed and variable rate loans and borrowings.

Foreign Currency Risk Management

The Company undertakes transactions denominated in foreign currencies; consequently, exposures to exchange rate fluctuations arise. 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:

Foreign Currency Sensitivity

The following table details the Company’s sensitivity to a 5% change in rupee value against the relevant foreign currencies, which is used when reporting foreign currency risk internally to key management personnel and represents management’s assessment of the reasonably possible change in foreign exchange rates. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period end

In management’s opinion, the sensitivity analysis is unrepresentative of the inherent foreign exchange risk because the exposure at the end of the reporting period does not reflect the exposure during the year.

Other Price Risks

The Company’s exposure to equity securities price risk arises from investments held by the Company and classified in the balance sheet at fair value through profit and loss. To manage its price risk arising from investments in equity securities, the Company diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Company.

Other Price Risk Sensitivity

The table below summarizes the impact of increases/decreases of the BSE index on the Company’s equity and Gain/Loss for the period. The analysis is based on the assumption that the index has increased by 5 % or decreased by 5 % with all other variables held constant, and that all the Company’s equity instruments moved in line with the index.

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Mar 31, 2016

1. The Company has only one class of equity shares having a par values of Rs.10/- per share. Each holder of equity share is entitled to one vote 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 holders of equity shares will be entitled to receive remaining assets of the Company in proportion of the number of equity share held by the shareholders.

2. 5,00,000 Equity shares of Rs. 10/- each at a premium of Rs 230/- each issued to promoters on conversion of preferential Share Warrants.

3. Note on ESOP

The Company instituted an Employees Stock Option Plan (''ESOP 2013'') pursuant to the Compensation Committee and Shareholders'' resolution dated September 23, 2013. As per ESOP 2013, the Company granted 164650 options comprising equal number of equity shares in one or more tranches to the eligible employees of the Company and its subsidiaries. Under ESOP 2013, a total of 164650 options have been granted. The options under this grant would vest to the employees equally as 33.3% of the total grant every year at the end of first, second and third year from the date of the grant respectively, with an exercise period of five years from the date of respective vesting.

The vesting conditions include completion of one, two and three years of service. These options are exercisable at a price of Rs. 50/- each which would be a discount to the market price of Company''s shares on the date of grant. Options under the plan are granted to be vested over a period of three years and are settled by equity shares being allotted to the beneficiary, upon exercise. The Company uses the intrinsic value method for determination of the employee stock compensation expense, the impact on the reported net profit and earnings per share under the fair value approach is as given below:

4. Term Loan from Allahabad Bank, balance outstanding amounting to Rs.139.61 lacs (31st March, 2015 Rs. 418.95 lacs) is secured by first parri passu charge (with Axis Bank) on specific land, building and machinery of the project created out of the Term loan and personal guarantee of one of the Director.

The loan is repayable in fifteen equal quarterly installments starting from April, 2013. Last installment due in January 17. Rate of interest 13.20% p.a. as at year end (Previous Year 13.75 % p.a.)

5. Term Loans from IDBI Bank, balance outstanding amounting to Rs 701.05 lacs (31st March, 2015 Rs. 728.83 lacs) is secured by First Charge on the commercial property situated at Institutional Plot No 38, Sector 44, Gurgaon and personal guarantee of one of the Director.

The loan is repayable in 180 monthly Installment starting from February, 2013. Last installment due in February, 2028. Rate of Interest 11.00 % p.a. as at year end (Previous Year 12.25 % p.a.)

6. Term Loans from IDBI Bank, balance outstanding amounting to Rs 1799.93 lacs (31st March, 2015 Rs. 1873.71 lacs) is secured by First Charge on the commercial property situated at Institutional Plot No 38, Sector 44, Gurgaon and personal guarantee of one of the Director.

Repayable in 161 monthly Installment starting from June, 2014. Last installment due in November, 2027. Rate of Interest 11.00 % p.a. as at year end (Previous Year 12.50% p.a.)

7. Term Loan from Axis Bank, balance outstanding amounting to Rs. 545.69 Lacs (31st March, 2015 Rs, 585 Lacs) is secured by exclusive charge over the fixed assets funded out of it. Exclusive charge by way of Equitable Mortgage over the immovable property situated at plot No 69, 3rd Road, 1st Phase, Jigani industrial Area, Part of Sy No 588 & 590 Jigani, Anekai Taluk, Banglore, 562106 and personal guarantee of one of the Director.

The Loan is repayble in 15 Quarterly Installment starting from September, 2015. Last installment due in June, 2019. Rate of interest 10.65 % p.a. as at year end (previous year - 12.25% p.a.)

8. Term Loans from HDFC Bank, balance outstanding amounting to Rs 728.00 lacs (31st March, 2015 Rs. Nil) is secured by Exclusive charge on the Machinery funded and personal guarantee of one of the Director.

The Loan is repayable in 18 Quarterly Installment starting from December, 2016. Last installment due in March, 2021. Rate of interest 10.70 % p.a. as at year end (previous year - N.A)

9. Vehicle Loans are secured by way of hypothecation of vehicles financed by the Bank.

10 Investment in the subsidiary Bhartiya International SEZ Ltd. include 6 equity shares of (Rs.60/-) held in the name of a Director / nominees in fiduciary capacity for the company .

11. Investment in the wholly owned subsidiaries Ultima S.A, Switzerland, Bhartiya Global Marketing Ltd., Bhartiya Fashion Retail Ltd and Bhartiya Urban Infrastructure Limited include 1 equity share of the nominal value of SFR 1000 (Rs.33,785/ - ) and 6 equity shares ( Rs. 60/-) respectively held in the name of Directors/nominees in fiduciary capacity for the company.

12. BIL Group LLC, Wholly owned subsidiary of the Company, in USA, has been dissolved on 13th January, 2016.

13. SEGMENT INFORMATION a) Business Segments:

Based on similarity of activities/ products , risk and reward structure, organization structure and internal reporting systems, the Company has structured its operations into more than one segment during the year.

b) Geographic Segments:

Operation of the Company do not qualify , for reporting as geographic segments, as per the criteria set out under Accounting Standard 17 on segment reporting issued by the Institute of Chartered Accountants of India.

14. Previous year expenses debited to profit & loss account Rs. 12,58,537/- (Previous Year Rs. 27,36,195/-)

15. In the opinion of the Directors, the Current Assets, Loans and Advances have the value at which they are stated in the balance sheet, if realized in the ordinary course of business and provision for all known liabilities has been adequately made in the accounts.

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Mar 31, 2015

1. The Company has only one class of equity shares having a par values of Rs. 10 per share. Each holder of equity share is entitled to one vote 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 holders of equity shares will be entitled to receive remaining assets of the Company in proportion of the number of equity share held by the shareholders.

2. 100,000 Equity shares of Rs. 10/- each at a premium of Rs. 77/- each issued to non-promotors on conversion of preferential Share Warrants.

3. The Company allotted 50,000 Equity shares of Rs. 10/- each at a premium of Rs. 146/- each in terms of the Employee Stock Option scheme upon exercise of right of conversion of 50,000 options into equity shares by the employee.

4. The Company has alloted 500,000 warrants to promoter company on 18th June, 2014 on preferential basis, convertible into equity shares of Rs. 10/- each fully paid up. The holders of warrants have a right to apply one equity share of Rs. 10/- each at a premium of Rs. 230/- with in a period of 18 months from the date of allotment. Against this the company has received Rs. 60/- per warrant.

5. Term Loan from Allahabad Bank, balance outstanding amounting to Rs. 418.95 lacs (31st March, 2014 Rs. 768.03 lacs) is secured by first parri passu charge (with Axis Bank) on specific land, building and machinery of the project created out of the Term loan and personal guarantee of one of the Director.

The loan is repayable in fifteen equal quarterly instalments starting from April 2013. Last installment due in January 2017. Rate of interest 13.75 p.a. as at year end (Previous Year 13.70 % p.a.)

6. Term Loans from IDBI Bank, balance outstanding amounting to Rs 728.83 lacs (31st March, 2014 Rs. 750.00 lacs) is secured by First Charge on the commercial property situated at Institutional Plot No 38, Sector 44, Gurgaon and personal guarantee of one of the Director.

The loan is repayable in 180 monthly Installment starting from February, 2013. Last installment due in February, 2028. Rate of Interest 12.25 % p.a. as at year end (Previous Year 12.25% p.a.)

7. Term Loans from IDBI Bank, balance outstanding amounting to Rs 1873.71 lacs (31st March, 2014 Rs. 1935.69 lacs) is secured by First Charge on the commercial property situated at Institutional Plot No 38, Sector 44, Gurgaon and personal guarantee of one of the Director.

Repayable in 161 monthly Installment starting from June, 2014. Last installment due in November, 2027. Rate of Interest 12.5 % p.a. as at year end (Previous Year 12.25% p.a.)

8. Term Loan from Axis Bank, balance outstanding amounting to Rs. 585 Lacs (31st March, 2014 Rs. Nil) is secured by exclusive charge over the fixed assets funded out of it. Exclusive charge by way of Equitable Mortgage over the immovable property situated at plot No 69, 3rd Road, 1st Phase, Jigani industrial Area, Part of Sy No 588 & 590 Jigani, Anekai Taluk, Banglore, 562106 and personal guarantee of one of the Director

The Loan is repayble in 15 Quarterly Installment starting from September, 2015. Last installment due in June, 2019. Rate of interest 12.25% p.a. as at year end (previous year - N/A)

9. Vehicle Loans are secured by way of hypothecation of vehicles financed by the Bank.

10. Working Capital facilities are secured against hypothecation of stocks of raw - materials, stock in process, finished goods, Other Current assets, specified immovable property, movable fixed assets, lien on fixed deposits, exports bills and personal guarantee of Director.

11. Foreign documentary bills discounted with Banks have been shown as a contingent liability. The same are secured against the export bills and the personal guarantee of Director.

12. The Company has not received information from vendors regarding their status under the Micro,Small and Medium enterprises Devlopment Act, 2006 and hence disclosure relating to amounts unpaid as at the year end together with interest paid/payable under this Act have not been given.

13. As per the incorporation documents of BIL Group LLC, Bhartiya international Ltd is the sole member having 100% membership interest and the entire investment has been represented as members capital contribution. An LLC for income tax purposes in USA under the IRS can elect to be taxed as either a partnership or as a separate corporate entity. In the selection of being taxed as a partnership, the LLC is a pass through entity and the members get taxed on their share of the profit/loss. BIL Group LLC has, adopted to be taxed as a partnership and hence Bhartiya International Ltd being the sole member, shall be taxed for the full profit or loss in USA. The financial year closure of this LLC is 31st December and it has reported a loss of USD 3257/- (Rs. 203,302/-) in its financial year ended 31st December, 2014. Accordingly the company has accounted for the loss in the books of accounts.

14. Investment in the subsidiary Bhartiya International SEZ Ltd. include 6 equity shares of (Rs. 60/-) held in the name of a Director/nominees in fiduciary capacity for the company.

15. Investment in the wholly owned subsidiaries Ultima S.A, Switzerland, Bhartiya Global Marketing Ltd.and Bhartiya Fashion Retail Ltd, include 1 equity share of the nominal value of SFR 1,000 (Rs. 33,785/-) and 6 equity shares (Rs. 60/-) respectively held in the name of Directors/nominees in fiduciary capicity for the company.

16. The Company has filed legal Suit for recovery of Rs. 6,162,337/- against one of its overseas customer. Management is confident of recovery of the same and hence has not made any provision for bad & doubtful debts against this.

17. Balances with banks Includes Unclaimed Dividend of Rs. 968,223/- (Previous year Rs. 1,071,138/-)

18. Fixed deposits of Rs. 53,375,585/- (Previous year Rs. 1 18,422,933/-) are pledged with the banks for various limits and facilities granted.

19. The previous period figure has been regrouped/reclassified, wherever necessary to conform to the current period presentation.

20. CONTINGENT LIABILITES AND COMMITMENTS

As at As at 31st March, 31st March, 2015 2014

(a) Estimated value of contract remaining to be executed on capital account and not 7,899,425 9,879,947 provided for

(b) Contingent liabilities not provided for :

i) Letter of Credit/Import Bills outstanding - 60,333,1 172,523,135

ii) Standby Letter of credit (SBLC) issued by company bankers in favour of the bankers of its subsidiaries

- Ultima S A 668,694,300 247,260,000

- WFT Ltd 21,959,000 29,085,000

iii) Bills discounted with banks - 21,052,626 23,219,179

iv) Other Guarantee given by bank -with corporation Bank 2,113,580 4,545,000

v) Corporate Guarantee given by the company to a bank against facilities granted by that bank to its wholly owned subsidiaries Ultima SA and its subsidiary Ultima Italia SRL 943,050,000 53,300,000

vi) Income Tax Demand under dispute 12,225,782 12,225,782

vii) Karnataka VAT Demand under dispute - 2,876,543 -

viii) Forward Contracts outstanding

In GBP 1.85 Millio 0.50 Million (Rs. 1722.30 Lacs (Rs. 530 Lacs) IN USD 9 Millio 1.75 Million (Rs. 5658 Lacs (Rs. 1124.9 IN EURO Lacs) 0.45 Millio - (Rs. 306.4 Lacs)

21. Related party disclosure

Related party disclosure as required under Accounting Standard on "Related Party Disclosures" issued by the Institute Of Chartered Accountants of India are given below :

a) Names of Related Parties & description of relationship:

i) Subsidiaries :

Domestic Overseas

Bhartiya Global Marketing Ltd. World Fashion Trade Ltd., Mauritius

J&J Leather Enterprises Ltd. Ultima S.A, Switzerland

Bhartiya International SEZ Ltd. Ultima Italia SRL, Italy

Bhartiya Fashion Retail Ltd. BIL Group LLC, USA

Design Industry Ltd., Hongkong

ii) Associates :

Bhartiya Prakash Leather

Bhartiya Urban Infrastructure & Land Development Co Pvt. Ltd.

Bhartiya City Developers Pvt. Ltd.

Tada Mega Leather Cluster Pvt. Ltd.

iii) Key Management Personnel:

Snehdeep Aggarwal

Jaspal Sethi

A.K. Gadhok

iv) Enterprises owned or significantly influenced by key management personnel or their relatives :

Itopia Management Services (India) Pvt. Ltd.

v) Relatives of Key Management Personnel :

Kanwal Aggarwal

Arjun Aggarwal

a) Business Segments:

Based on similarity of activities/products, risk and reward structure, organisation structure and internal reporting systems, the Company has structured its operations into more than one segment during the year.

b) Geographic Segments

Operation of the Company do not qualify, for reporting as geographic segments, as per the criteria set out under Accounting Standard 17 on segment reporting issued by the Institute of Chartered Accountants of India.

22. Previous year expenses debited to profit & loss account Rs. 2,736,195/- (Previous Year Rs. 3,597,331/-)

23. In the opinion of the Directors, the Current Assets, Loans and Advances have the value at which they are stated in the balance sheet, if realised in the ordinary course of business and provision for all known liabilities has been adequately made in the accounts.

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Mar 31, 2014

1.1 The Company has only one class of equity shares having a par values of Rs. 10 per share. The Board of Directors , in their meeting on 27th May, 2014 declared a dividend of Rs. 1/- per equity share. The proposal is subject to the approval of shareholders at the Annual General Meeting. Each holder of equity share is entitled to one vote per share. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company in proportion of the number of equity share held by the shareholders.

1.2 50000 options issued on 28/01/2014 under Employee Stock Option Scheme 2013 excercisable over a period upto 31st March, 2015 after vesting on 1st February 2015 (25000 options) and 1st March, 2015 (Balance 25000 options) at an exercise price of Rs. 156/- (including premium of Rs. 146/-) per option are outstanding as at year end. Each option entitles the holder therof to apply for and be allotted one equity share of the face value of Rs. 10/- each.

1.3 The Company had alloted 100,000 warrants to non-promoter on 7th Dec 2012 on preferential basis, convertible into equity shares of Rs. 10/- each fully paid up. The holders of warrants have a right to apply one equity share of Rs. 10 each at a premium of Rs. 77/- with in a period of 18 months from the date of allotment. Against this the company has received Rs. 21.75/- per warrant.

1.4 Term Loan from Allahabad Bank is secured by exclusive charge on specific land , building and machinery of the project created out of the Term loan and personal guarantee of one of the Director. The loan is repayble in fifteen equal quarterly instalments starting from April 2013 quarter.

1.5 Term Loans of Rs. 20 Crores & Rs. 7.5 Crores from IDBI Bank is secured by First Charge on the commercial property situated at Institutional Plot No 38, Sector 44, Gurgaon and personal guarantee of one of the Director. The Term Loan of Rs. 20 Crores is repayble in 180 monthly Installment starting from February, 2013 and Term Loan of Rs. 7.5 Crores is repayble in 161 monthly installment starting from June, 2014.

1.6 Vehicle Loans are secured by way of hypothecation of vehicles financed by the Bank.

1.7 Working Capital facilities are secured against hypothecation of stocks of raw - materials, stock in process, finished goods, Other Current assets , specified immovable property, movable fixed assets, lien on fixed deposits, exports bills and personal guarantees of Directors.

1.8 Foreign documentary bills discounted with Banks have been shown as a contingent liability.The same are secured against the export bills and the personal guarantees of Directors.

1.9 The Company has not received information from vendors regarding their status under the Micro,Small and Medium enterprises Devlopment Act , 2006 and hence disclosure relating to amounts unpaid as at the year end together with interest paid / payable under this Act have not been given.

1.10 The Company has provided for the diminution in the value of investments in two of its overseas subsidiary companies due to accumulated losses in these subsidiary companies.

1.11 As per the incorporation documents of BIL Group LLC, Bhartiya International Ltd, is the sole member having 100% membership interest and the entire investment has been represented as members contribution. An LLC for income tax purposes in USA under the IRS can elect to be taxed as either a partnership or as a separate corporate entity. In the selection of being taxed as a partnership , the LLC is a pass through entity and the members get taxed on their share of the profit/loss. BIL Group LLC has , adopted to be taxed as a partnership and hence Bhartiya International Ltd being the sole member , shall be taxed for the full profit or loss in USA .The financial year closure of this LLC is 31st December and it has reported a loss of USD 2937 /- ( Rs. 175,251/-) in its financial year ended 31st December, 2013. Accordingly the company has provided the loss in books of accounts .

1.12 Investment in the subsidiary Bhartiya International SEZ Ltd. include 6 equity shares of (Rs.60/-) held in the name of a Director / nominees in fiduciary capacity for the company.

1.13 Investment in the wholly owned subsidiaries Ultima S.A, Switzerland, Bhartiya Global Marketing Ltd.and Bhartiya Fashion Retail Ltd, include 1 equity share of the nominal value of SFR 1000 (Rs.33,785/- ) and 6 equity shares ( Rs. 60/-) respectively held in the name of Directors/nominees in fiduciary capicity for the company.

1.14 The Company has filed legal Suit for recovery of Rs. 61,62,337/- against one of its overseas customer. Management is confident of recovery of the same and hence has not made any provision for bad & doubtful debts against this.

1.15 The company has filed a writ Petiton before the Hon''ble Madras High Court for the recovery of Duty Drawback amounting to Rs. 33,63,721/- against the Chief Commissioner of Customs, Chennai. The management is confident for the recovery of the said amount and hence has not made any provision for bad & doubtful debts against this.

1.16 The previous period figure has been re grouped/reclassified, wherever necessary to conform to the current period presentation.

02.01 CONTINGENT LIABILITES AND COMMITMENTS

As at As at 31ST March, 2014 31ST March, 2013

(a) Estimated value of contract remaining to be executed on capital Account net of Advances and not provided for 9,879,947 24,784,958

(b) Contingent liabilities not provided for

i) Letter of Credit/Import Bills outstanding – 172,523,135 228,251,468

ii) Standby Letter of credit (SBLC) issued by company bankers in favour of the bankers of its subsidiaries

– Ultima Italia SRL - 41,982,000

– Ultima S A 247,260,000 83,964,000

– WFT Ltd 29,085,000 19,096,000

iii) Bills discounted with banks- 23,219,179 37,533,923

iv) Other Guarantee given by bank -with corporation Bank 4,545,000 3,105,000

v) Corporate Guarantee given by the company to a bank against facilities granted by that bank to its wholly owned subsidiaries

– Ultima Italia Srl 53,300,000 69,970,000

vi) Income Tax Demand under dispute 12,225,782 12,225,782

vii) DVAT Demand under dispute – 284,507

vi) Forward contracts outstanding

In GBP .50 million (53 Million INR)

In USD 1.75 million (112.49 Million INR)

3.0 Previous year expenses debited to profit & loss account Rs. 3,597,331/- (Previous Year Rs. 1,793,602/-)

3.1 SEGMENT INFORMATION

a) BUSINESS SEGMENTS:

Based on similarity of activities/products, risk and reward structure, organisation structure and internal reporting systems, the Company has structured its operations into more than one segment during the year.

b) Geographic segments

Operation of the Company do not qualify, for reporting as geographic segments, as per the criteria set out under Accounting Standard 17 on segment reporting issued by the Institute of Chartered Accountant of India.

3.2 In the opinion of the Directors, the Current Assets, Loans and Advances have the value at which they are stated in the Balance Sheet, if realised in the ordinary course of business and provision for all known liabilities has been adequately made in the accounts.

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Mar 31, 2013

1.1 Related party disclosures

Related party disclosure as required under Accounting Standard on "Related Party Disclosures" issued by the Institute Of Chartered Accountants of India are given below :

a) Name of Related Parties & Nature of Relationship: i) Subsidiary Companies

Domestic Overseas

Bhartiya Global Marketing Ltd World Fashion Trade Ltd, Mauritius

J&J Leather Enterprises Ltd Ultima S.A., Switzerland

Bhartiya International SEZ Ltd Ultima Italia SRL, Italy

Bhartiya Fashion Retail Ltd BIL Group LLC, USA

ii) Associate Parties :

Bhartiya Prakash Leather

Bhartiya Urban Infrastructure & Land Development Co Pvt. Ltd

Itopia Management Services (India) Pvt. Ltd

Bhartiya City Developers Pvt. Ltd

Tada Mega Leather Cluster Pvt. Ltd

iii) Key Management Personnel: Board of Directors Snehdeep Aggarwal C.L. Handa Shashank A. Sahasranaman Jaspal Sethi Ramesh Bhatia A.K.Gadhok Sandeep Seth Nikhil Agarwal V.K. Chopra

iv) Relatives Of Key Management Personnel : Kanwal Aggarwal Arjun Aggarwal

1.2 SEGMENT INFORMATION

a) Business Segments:

Based on similarity of activities/products , risk and reward structure, organisation structure and internal reporting systems , the Company has structured its operations into more than one segment during the year.

b) Geographic segments

Operation of the Company do not qualify , for reporting as geographic segments, as per the criteria set out under Accounting Standard 17 on segment reporting issued by the Institute of Chartered Accountants of India.

1.3 In the opinion of the Directors, the Current Assets, Loans and Advances have the value at which they are stated in the Balance Sheet, if realised in the ordinary course of business and provision for all known liabilities has been adequately made in the accounts.

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Mar 31, 2012

1.1 20,89,308 equity shares of Rs. 10/- each were allotted as bonus shares by capitalization the General Reserve.

1.2 2,00,000 equity shares of Rs. 10/- each at a premium of Rs. 33/- each and 3,00,000 Equity Shares of Rs. 10/- each at a premium of Rs. 50/- to promoters associate companies on conversion of Preferential Share Warrants.

1.3 4,00,000 equity shares of Rs. 10/- each at a premium of Rs. 33/- each and 1,00,000 Equity shares of Rs. 10/- each at a premium of Rs. 50/- each issued to non- promoters associate companies on conversion of preferential Share Warrants.

2.1 The Company has allotted 800,000 warrants to promoters associate company & 200,000 warrants to non-promoter on 14th Feb 2012 on preferential basis, convertible into equity shares of Rs. 10/- each fully paid up. The holders of warrants have a right to apply one equity share of Rs. 10/- each at a premium of Rs 50/- within a period of 18 months from the date of allotment. Against this the company has received Rs 15/- per warrant.

3.1 Term Loan from Allahabad Bank is secured by exclusive charge on specific land , building and machinery of the project created out of the Term loan and personal guarantee of one of the Director. The loan is repayble in fifteen equal quarterly installments starting from June 2013 quarter.

3.2 Term Loans from IDBI Bank is secured by exclusive charge on specific movable and immovable properties & second parri passu charge on the entire Current Assets of the Company and personal guarantee of one Director. This loan is repayable in twenty equal quarterly installment beginning from April, 2010.

3.3 Vehicle Loans are secured by way of hypothecation of vehicles financed by the Bank.

4.1 Working Capital facilities are secured against hypothecation of stocks of raw - materials, stock in process, finished goods, Other Current Assets specified immovable property, movable Fixed Assets, lien on Fixed Deposits, Exports Bills and personal Guarantees of Directors.

4.2 Foreign documentary bills discounted with Banks have been shown as a contingent liability. The same are secured against the Export Bills and the personal Guarantees of Directors.

5.1 The Company has not received information from vendors regarding their status under the Micro, Small and Medium enterprises Development Act , 2006 and hence disclosure relating to amounts unpaid as at the year end together with interest paid / payable under this Act have not been given.

6.1 The Company has not provided for the diminution in the value of long term investments in its subsidiary Companies since in the opinion of the Board such diminution in their value is only temporary in nature considering the inherent value, nature of investments, the investee's assets and expected future cash flow from such investments.

6.2 As per the incorporation documents of BIL Group LLC, Bhatia international Ltd is the sole member having 100% membership interest and the entire investment has been represented as members capital contribution. An LLC for Income Tax purposes in USA under the IRS can elect to be taxed as either a partnership or as a separate corporate entity. In the selection of being taxed as a partnership , the LLC is a pass through entity and the members get taxed on their share of the profit/loss. BIL Group LLC , has adopted to be taxed as a partnership and hence Bhartiya International Ltd, being the sole member taxed for the full profit or loss in USA. The financial year closure of this LLC is 31st December, 2011 and it has reported a loss of US$ 2465 (Rs. 126,072/-) in its financial year ended 31st December, 2011. Accordingly Bhartiya International Ltd shall be filing a tax return in the USA showing its loss of US$ 2465 (Rs. 126,072/-) in BIL Group LLC and shall claim deduction of this loss against its Income Tax liability in India.

6.3 Investment in the subsidiary Bhatia International SEZ Ltd. include 6 equity shares of (Rs.60/-) held in the name of a Director / nominees in fiduciary capacity for the company.

6.4 Investment in the wholly owned subsidiaries Ultima S.A, Switzerland, Bhartiya Global Marketing Ltd. and Bhartiya Fashion Retail Ltd, include 1 equity share of the nominal value of SFR 1000 (Rs.33,785/-) and 6 equity shares (Rs. 60/-) respectively held in the name of Directors/nominees in fiduciary capicity for the company.

7.1 Balances with banks Includes Unclaimed Dividend of Rs. 1,369,348/- (Previous year Rs. 1,394,261/-)

7.2 Fixed deposits of Rs.29,070,242/- (Previous year Rs. 27,001,778/-) are pledged with the banks for various limits and facilities granted.

8.01 The previous period figure has been re grouped/reclassified, wherever necessary to conform to the current period presentation.

PARTICULARS As at As at 31st March, 2012 31st March, 2011

8.02 CONTINGENT LIABILITES AND COMMITMENTS

(a) Estimated value of contract remaining to be executed on Capital Account and not provided for 64,362,470 1,784,924

(b) Contingent liabilities not provided for

i) Letter of Credit / Import Bills outstanding - 23,956,771 28,193,894

ii) Standby Letter of Credit (SBLC) issued by companies bankers in favour of the bankers of its subsidiaries - Ultima Italia Srl 41,304,000 44,611,000

- Ultima S.A. 55,072,000 50,984,000

- WFT Ltd 17,986,500 15,655,500

iii) Bills discounted with banks - 16,605,219 12,025,386

iv) Other Guarantee given by bank -with Corporation Bank 550,000 1,699,717

v) Corporate Guarantee given by the company to a bank against facilities granted by that bank to its Wholly Owned Subsidiaries

- J & J Leather Enterprises ltd - 35,200,000

- Ultima Italia Srl 41,424,500 41,424,500

vi) Income Tax Demand under dispute 12,225,782 11,639,722

8.03 Previous year expenses debited to profit & loss account Rs. 3,303,455 /- (Previous Year Rs. 1,457,035/-)

8.04 SEGMENT INFORMATION a) Business Segments:

Based on similarity of activities/ products, risk and reward structure, organization structure and internal reporting systems, the Company has structured its operations into more than one segment during the year.

b) Geographic Segments

Operation of the Company do not qualify, for reporting as geographic segments, as per the criteria set out under Accounting Standard 17 on segment reporting Issued by the Institute of Chartered Accountants of India.

Computation of net profit for calculation of managerial remuneration u/s 349 of the Companies Act, 1956, has not been enumerated since no commission is paid / payable to the managing and Whole Time Director.

8.05 In the opinion of the Directors, the Current Assets, Loans and Advances have the value at which they are stated in the Balance Sheet, if realized in the ordinary course of business and provision for all known liabilities has been adequately made in the accounts.

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Mar 31, 2010

Current Year Previous Year

Rs. Rs.

1. (a) Estimated value of contract remaining to be executed on capital Account and not provided for 9,604,132 10,304,269

(b) Contingent liabilities not provided for

i) Letter of Credit outstanding - 43,732,228 71,318,298

ii) Standby Letter of credit (SBLC) issued by companies bankers in favour of the bankers of its subsidiaries

- Ultima Italia SH 42,287,000 47,593,000

- Ultima S.A. 48,328,000 54,392,000

-WFTLtd 15, 778,000 17,913,000

iii) Bills discounted with banks - 30,348,225 60,290,443

iv) Other Guarantee given by bank -with Corporation Bank 100,000 155,000

v) Corporate Guarantee given by the Company to a bank against facilities granted by that bank to its Wholly Owned Subsidiaries

J & J Leather Enterprises Ltd. 35,200,000 35,200,000

Ultima Italia Sri 39,266,500 44,193,500

vi) Income Tax Demand under dispute 12,269,295 12,269,295

2. Investment in the wholly owned subsidiaries Ultima S.A, Switzerland, Bhartiya Global Marketing Ltd.and Santorini Fashion Ltd. include 1 equity share of the nominal value of SFR 1000 (Rs.33,785/-) and 6 equity shares (Rs. 60/-) respectively held in the name of a Director / nominees in fiduciary capacity for the company.

3. Investment in the subsidiary Bhartiya International SEZ Ltd. include 6 equity shares of (Rs.60/-) held in the name of a Director / nominees in fiduciary capacity for the company.

4. Fixed deposits of Rs.25,321,820/- (previous year Rs. 23,362,363/-) are pledged with the banks for various limits and facilities granted. Indira Vikas Patra totaling to Rs.6,500/- each are given as security both to Sales Tax Department and RTO.

5. Registration formalities in respect of properties purchased for Rs. 1,850,000/- (Previous year Rs. 1,850,000/-) are pending.

6. In the opinion of the Directors, the Current Assets, Loans and Advances have the value at which they are stated in the balance sheet, if realised in the ordinary course of business and provision for all known liabilities has been adequately made in the accounts.

7. SEGMENT INFORMATION

a) BUSINESS SEGMENTS

Based on similarity of activities/ products , risk and reward structure, organisation structure and internal reporting systems, the Company has structured its operations into more than one segment during the year.

8. Debit and Credit balances of parties are subject to their confirmation.

9. The Company has not received information from vendors regarding their status under the Micro, Small and Medium enterprises Devlopment Act, 2006, and hence disclosure relating to amounts unpaid as at the year end together with interest paid / payable under this Act have not been given.

10. Previous year expenses debited to profit & loss account Rs- 1,775,186/- (Previous Year Rs. 937,613/-)

11. The Company has not provided for the diminution in the value of long term investments in its subsidiary companies and loans / advances given to them ,since in the opinion of the Board such diminution in their value is only temporary in nature considering the inherent value, nature of investments, the investees assets and expected future cash flow from such investments.

12. The company has a wholly owned subsidiary by the name of BIL Group LLC in USA . As per the incorporation documents of this Limited liability company, Bhartiya International Ltd is the sole member having 100% membership interest and the entire investment has been represented as members capital contribution. An LLC for income tax purposes in USA under the IRS can elect to be taxed as either a partnership or as a separate corporate entity. In the selection of being taxed as a partnership the LLC is a pass through entity and the members get taxed on their share of the profit/loss. BIL Group LLC has adopted io be taxed as a partnership and hence Bhartiya International Ltd being the sole member, shall be taxed for the full profit or loss in USA. The financial year closure of this LLC is 31st December, and it has reported a loss of USD 436/- (Rs 19,657/-) in its financial year ended 31st December, 2009. Accordingly Bhartiya International Ltd shall be filing a tax return in the USA showing its loss of USD 436/- (Rs 19,657/-) in BIL Group LLC and shall claim deduction of this loss against its Income Tax liability in India.

13. The Company has filed legal Suit for recovery of Rs. 6,162,337/- against one of its overseas customer. Management is confident of recovery of the same and hence has not made any provision for bad & doubtful debts against this.

14. a) Provisions for Income tax / Wealth Tax includes Rs 353,889/- (Previous Year Rs.Nil )being taxes paid for earlier years

15. Related party disclosures

Related party disclosure as required under Accounting Standard on "Related Party Disclosures" issued by the Institute of

Chartered Accountants of India are given below :

a) Relationship:

i) Subsidiary Companies

Domestic Overseas

Bhartiya Global Marketing Ltd. World Fashion Trade Ltd, Mauritius

J&J Leather Enterprises Ltd. Ultima S.A, Switzerland

Bhartiya International SEZ Ltd. Ultima Italia SRL, Italy

Santorini Fashions Ltd. BIL Group LLC, USA

ii Associate Parties

Bhartiya Prakash Leather

Bhartiya Urban Infrastructure Land Development Co. Pvt. Ltd.

Itopia Management Services (India) Pvt. Ltd.

iii) Key Management Personnel: Board of Directors

Snehdeep Aggarwal

C.L. Handa

Jaspal Sethi

Ramesh Bhatia A.K. Gadhok

Sandeep Seth

Nikhil Aggarwal

Shashank

A. Sahasranaman

iv) Relatives of Key Management Personnel

Kanwal Aggarwal

Arjun Aggarwal

16. The Company has received Grant of Rs. 9,567,128/- under the IDLS Scheme of Ministry of Commerce and Industries, Department of industrial policy and promotion (leather Section), towards purchase of specific machines. The same has been adjsuted with the cost of the machines.

17. Additional information (Pursuant to the provision of paragraph 3, 4C and para II of schedule VI) to the Companies Act, 1956.

A. LICENCE CAPACITIES AND PRODUCTION

The company has been issued a letter of intent by secretariat of industrial approvals, Department of Industrial development, Ministry of Industry for manufacture of Leather Garments with capacity of 54,000 Nos. per annum at their current factory in Bangalore. In view of the nature of the garments industry the installed capacity with specific reference to numbers of garments pieces is not ascertainable.

18. Previous year figures are shown in brackets and have been regrouped wherever necessary so as to make them comparable with current year figures.

19. Figures have been rounded off to the nearest rupee. Schedule referred to above form an integral part of the balance sheefft