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Notes to Accounts of Jupiter Wagons Ltd.

Mar 31, 2023

Terms, rights, preferences and restrictions attached to shares

Equity Shares: The Company has only one class of equity shares having a par value of '' 10 per share. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

Nature and purpose of reserve

i. Capital reserve

Represents excess of net assets taken over by the Company over purchase consideration, as per the Scheme of Amalgamation, which took place during the earlier year w.e.f., 01 October 2019. .

ii. Retained earnings

Retained earnings represents the accumulated profits / losses made by the Company over the years.

(i) Nature of security

Cash credit and working capital loan facilities from banks are secured by the following as per terms of arrangement with respective banks:

Primary security:

First pari-passu charge on the entire current assets of the company, both present and future.

Collateral security:

First Pari-passu charge on entire fixed assets of the company, both present and future.

(ii) Interest rate on cash credit facilities, working capital facility and bill discounting ranges from 6.75% to 10.80% (31 March 2022: 6.25% to 12.70%)

39. SEGMENT REPORTING

A. Basis for segmentation

The Company is mainly engaged in the business of metal fabrication comprising load bodies for commercial vehicles and rail freight wagons and manufacturing of railway transportation equipments. These, in the context of Ind - AS 108 is considered as one single reportable segment. Accordingly, disclosures under Ind AS 108, Operating Segments are not required to be made.

C. Non-current operating assets

All non-current assets (excluding Financial Assets) of the Company are located in India.

D. Major customers

Revenue from three customers (31 March 2022: two customers) have contributed in more than 10 percent of the total revenue amounting to '' 1,48,038.67 lakhs (31 March 2022: 78,546.03 lakhs).

41. CONTINGENT LIABILITIES AND COMMITMENTS A. Contingent liabilities

Particulars

As at 31 March 2023

As at

31 March 2022

Income tax matters

682.31

682.31

Excise duty and service tax matters

2,491.30

2,491.30

Sales tax and entry tax matters

1,456.51

1,584.27

Total

4,630.12

4,757.88

The above matters are subject to legal proceedings in the ordinary course of business. The legal proceedings, when ultimately concluded will not, in the opinion of the management, have a material effect on the results of the operations or financial position.

B. Commitments

a. Capital commitments: Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) amounts to '' 1,568.62 lakhs (31 March 2022: '' 264.01 lakhs).

b. Other commitments: The Company does not have any long term commitments / contracts including derivative contracts for which there will be any material foreseeable losses.

c. Lease commitments: Refer note 40 in respect of commitment with regard to leases.

B. Defined benefit plans Gratuity:

The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/termination is the employees last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number of years of service.

The employees'' gratuity fund scheme administered by the Company employees gratuity fund trust through fund manager namely Life Insurance Corporation (LIC) of India, is a defined benefit plan. The present value of obligation is determined on actuarial valuation using projected unit credit method to arrive at the final obligation.

C. Risk exposure

Valuations are based on certain assumptions, which are dynamic in nature and vary over time. As such Company is exposed to various risks as follows:

(i) Interest risk

The present value of the defined benefit plan liability (denominated in Indian Rupee) is calculated using a discount rate which is determined by reference to market yields at the end of the reporting period on government bonds.

(ii) Longitivity risk

The present value of the defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan''s liability.

(iii) Salary risk

The present value of the defined benefit plan liability is calculated by reference to the future salaries of plan participants. As such, an increase in the salary of the plan participants will increase the plan''s liability.

The Company makes annual contribution to Life Insurance Corporation (LIC). As LIC does not disclose the composition of its portfolio investments, break-down of plan investments by investment type is not available to disclose.

D. Other long term benefits:

Compensated absences recognised in the Statement of profit and loss for the current year, under the employee cost in Note 34, is '' (24.02 lakhs) (31 March 2022: '' 59.50 lakhs).

44. RELATED PARTY DISCLOSURES:

Names of related parties and description of relationship with the Company (where transactions have taken place during the year, except for control relationships where parties are disclosed irrespective of transactions)

(i) The Company held the following assets and liabilities measured at fair value. The Company uses the following hierarchy for determining and disclosing the fair value of assets and liabilities by valuation technique

Level 1: quoted (unadjusted) prices in active markets for identical assets or liabilities;

Level 2: valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable; and

Level 3: valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.

(ii) The Company''s borrowings have been contracted at floating rates of interest, which resets at short intervals. Accordingly, the carrying value of such borrowings (including interest accrued but not due) approximates fair value.

(iii) The carrying amounts of loans, trade receivables, trade payables, cash and cash equivalents, bank balances other than cash and cash equivalents and other financial assets and liabilities, approximates the fair values, due to their short-term nature.

(iv) Investments in mutual funds are mandatorily classified as fair value through profit and loss. Other investment has been made during the year and there is no material change in fair value as compared to investment made. Investment in equity instruments of joint ventures and subsidiary are measured at cost as per Ind AS 27, ''Separate financial statements'' and hence, not presented here.

(v) There have been no transfers between Level 1, Level 2 and Level 3 for the years ended 31 March 2023 and 31 March 2022.

b) Financial risk management

The Company’s principal financial liabilities comprise borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company’s operations. The Company’s principal financial assets include loans, trade and other receivables, investments and cash and cash equivalents that derive directly from its operations.

The Company is exposed to the following risks arising from financial instruments:

- Credit risk;

- Liquidity risk;

- Market risk - Foreign exchange

- Market risk - Interest rate

- Market risk - Price risk

Risk management framework

The Company''s board of directors has overall responsibility for the establishment and oversight of the Company''s risk management framework. The board of directors have authorised senior management to establish the processes, who ensures that executive management controls risks through the mechanism of properly defined framework.

The Company''s risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risks limits and controls, to monitor risks and adherence to limits. Risk management policies are reviewed regularly to reflect changes in market conditions and the Company''s activities. The Company, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.

(i) Credit risk

The maximum exposure to credit risks is represented by the total carrying amount of these financial assets in the Balance Sheet:

Particulars

As at 31 March 2023

As at

31 March 2022

Trade receivables

21,327.06

7,097.41

Loans

410.80

102.16

Other financial assets

8,261.68

3,506.13

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company’s receivables from customers.

Credit risk on cash and cash equivalents is limited as the Company generally invests in deposits with banks with high credit ratings assigned by domestic credit rating agencies.

The maximum exposure to the credit risk at the reporting date is primarily from trade receivables. Trade receivables are unsecured and are derived from revenue earned from customers primarily located in India. The Company does monitor the economic environment in which it operates. The Company manages its credit risk through credit approvals, establishing credit limits and continuously monitoring credit worthiness of customers to which the Company grants credit terms in the normal course of business.

Liquidity risk refers to the probability of loss arising from a situation where there will not be enough cash and/or cash equivalents to meet the needs of depositors and borrowers, sale of illiquid assets will yield less than their fair value and illiquid assets will not be sold at the desired time due to lack of buyers. The primary objective of liquidity management is to provide for sufficient cash and cash equivalents at all times and any place in the world to enable us to meet our payment obligations.

The Company’s finance department is responsible for liquidity and funding as well as settlement management. In addition, processes and policies related to such risks are overseen by senior management. Management monitors the Company’s net liquidity position through rolling forecasts on the basis of expected cash flows.

Market risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises two types of risk: foreign currency risk, interest rate risk and price risk. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return.

b. Interest rate risk

Interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company’s main interest rate risk arises from long-term borrowings with variable rates, which expose the Company to cash flow interest rate risk.

47. CAPITAL MANAGEMENT

For the purpose of the Company''s capital management, capital includes issued equity capital, share premium and all other equity reserves attributable to the equity holders of the Company.The primary objective of the Company''s capital management is to maximise the shareholder value.

The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares.

In order to achieve this overall objective, the Company’s capital management, amongst other things, aims to ensure that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements.

Loan covenants

In case of variable rate borrowing facility availed by the Company, there are various financial covenants, i.e. the externally imposed capital requirements, which are standard in nature; mainly relating to leverage, debt service coverage ratio and asset coverage ratio specified in the loan agreements. These covenants are monitored by the Company on a regular basis.

(a) Variation is owing to the fact that submission to the banks were made before financial reporting closure process.

(b) Amount in information disclosed to banks for advance to suppliers has been taken only for West Bengal unit.

(c) The trade receivable balances in information disclosed to banks do not include balances which are overdue for a period of more than 90 days and also the balances which has been discounted with the banks by the Company.

51. As at 31 March 2023, the register of charges of the Company are available in records of the Ministry of Corporate Affairs (MCA). Out of these charges registered, there are few charges which involves practical challenges in obtaining no objection certificates (NOC) from the charge holders, despite of repayment of the underlined loans. The Company will file the e-form with MCA towards satisfaction of such charges, within the time lines, as and when it receives NOC from the respective charge holders.

55. OTHER STATUTORY INFORMATION

a. The Company does not have any Benami property not has any proceeding has been initiated or pending against the Company for holding any Benami property.

b. The Company does not have any transactions with struck off companies.

c. The Company has not traded or invested in Crypto currency or Virtual Currency during the financial year.

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

(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries); or

(ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

e. The Company has not received any fund from any person or entity, including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:

(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries); or

(ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

f. The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961.

g. The Company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.

h. The Company has complied with the number of layers prescribed under the Companies Act, 2013.

i. All the title deeds for the Freehold land and Freehold buildings are in the name of the Company.

j. There has been no revaluation of property, plant and equipment, Right-of-Use Assets and Intangible assets during the current and previous year

53. On 15 May 2023, the Company has approved the issue and allotment of 12,039,611 fully paid-up equity shares of the Company to eligible Qualified Institutional Buyers in accordance with SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2018 at an issue price of '' 103.75 per share (including securities premium of '' 93.75 per share) for a consideration of '' 12,491.10 lakhs.

54. The Board of Directors have recommended equity dividend of ''.0.50 per share of face value ''.10/- each for the financial year 2022-23, at their meeting dated 25 May 2023, subject to necessary approval by the members in their ensuing annual general meeting.

56. Previous year figures have been re-grouped / re-classified wherever necessary, to conform to current year''s classification. The impact of such reclassification/regrouping is not material to the financial statements.


Mar 31, 2018

1.1 Corporate Information

Commercial Engineers and Body Builders Co Ltd. (the "Company") is a Company domiciled in India, with its registered office stated at 84/105A, G T Road, Kanpur Mahanagar, Uttar Pradesh (CIN: L24231UP1979PLC004837). The Company has been incorporated under the provisions of Indian Companies Act and its equity shares are listed on the Bombay Stock Exchange (BSE) and National Stock Exchange (NSE). The Company is primarily involved in manufacturing of tippers, local bodies, wagons and components with manufacturing facilities at Jabalpur, Indore and Jamshedpur.

1.2 Basis of preparation

a) Statement of Compliance

These financial statements have been prepared in accordance with the Indian Accounting Standards (Ind AS) as per the Companies (Indian Accounting Standards) Rules, 2015, as amended notified under section 133 of Companies Act, 2013, (the ''Act'') and other relevant provisions of the Act.

The Company''s financial statements up to and for the year ended 31 March, 2017 were prepared in accordance with the Companies (Accounting Standards) Rules, 2006, notified under Section 133 of the Act and other relevant provisions of the Act.

As these are the Company''s first financial statements prepared in accordance with Indian Accounting Standards (Ind AS), Ind AS 101, First-time Adoption of Indian Accounting Standards has been applied. An explanation of how the transition to Ind AS has affected the previously reported financial position, financial performance and cash flows of the Company is provided in Note 46.

The financial statements were authorised for issue by the Company''s Board of Directors on 25 May 2018.

Details of the Company''s accounting policies are included in Note 2.

b) Functional and presentation currency

The management has determined the currency of the primary economic environment in which the Company operates i.e., functional currency, to be Indian Rupees (INR). The financial statements are presented in INR which is Company''s functional and presentational currency.

c) Basis of measurement

The financial statements have been prepared on the historical cost basis except for the following items:

Items Measurement basis

Certain financial assets and liabilities Fair value

Net defined benefit (asset)/ liability Fair value of plan assets less present

value of defined benefit obligations

d) Use of estimates and judgements

In preparing these financial statements, management has made judgements, 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 an ongoing basis. Revisions to accounting estimates are recognised prospectively.

Judgements

Information about judgements made in applying accounting policies that have the most significant effects on the amounts recognised in the financial statements is included in the following notes:

- Note 2(m) - leases: whether an arrangement contains a lease

- Note 2(m) - lease classification

- Note 2(p) (i) - classification of financial assets: assessment of business model within which the assets are held and assessment of whether the contractual terms of the financial asset are solely payments of principal and interest on the principal amount outstanding.

Assumptions and estimation uncertainties

Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment in the year ending 31 March, 2018 is included in the following notes:

- Note 2 (g)(iii) and 40- measurement of defined benefit obligations: key actuarial assumptions

- Note 2 (b) - measurement of useful lives and residual values to property, plant and equipment

- Note 2 (c) - measurement of useful lives of intangible assets

- Note 1.2 (e) and 2(p) - fair value measurement of financial instruments & impairment thereon.

- Note 2 (k) and 38 - recognition and measurement of provisions and contingencies: key assumptions about the likelihood and magnitude of outflow of resources

- Note 2 (f) - recognition of deferred tax assets: availability of future taxable profit against which tax losses carried forward can be used

- Note 2 (j) - Impairment of non financial assets.

e) Measurement of fair values

A number of the Company''s accounting policies and disclosures require the measurement of fair values, for both financial and non-financial assets and liabilities.

The Company has an established control framework with respect to the measurement of fair values. This includes the management team that has overall responsibility for overseeing all significant fair value measurements, including Level 3 fair values, and reports directly to the board of directors.

The management regularly reviews significant unobservable inputs and valuation adjustments. If third party information, such as broker quotes or pricing services, is used to measure fair values, then the valuation team assesses the evidence obtained from the third parties to support the conclusion that these valuations meet the requirements of Ind AS, including the level in the fair value hierarchy in which the valuations should be classified.

Significant valuation issues are reported to the Company''s audit committee.

Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows.

- Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.

- Level 2: inputs other than quoted prices included in 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: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

When measuring the fair value of an asset or a liability, the Company uses observable market data as far as possible. If the inputs used to measure the fair value of an asset or a liability fall into different levels of the fair value hierarchy, then the fair value measurement is categorised in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement.

Notes:

a) For details of assets pledged/ hypothecated as securities, refer note 17 and 21.

b) Refer note 38 for disclosure of contractual commitments forthe acquisition of property, plant and equipment.

c) Capital work in progressas at 31 March 2018 is net of impairment provision of INR 1,154.97 lakhs (31 March 2017 INR 1,167.32 lakhs, 1 April 2016 INR 1,167.32 lakhs).

d) The Company has elected exemption under Ind AS -101, First Time Adoption of Indian Accounting Standards and has continued the policy adopted for accounting for exchange differences arising from translation of long-term foreign currency monetary items recognised in the financial statements for the period ending immediately before the beginning of the first Ind AS financial reporting period as per the previous GAAP. Accordingly exchange differences capitalised during the year ended 31 March 2018 was INR 8.89 lakhs {31 March 2017: INR (61.12) lakhs, 1 April 2016: Nil}. Further, the company has also availed optimal exemption and continue with the carrying value for all of its property, plant & equipment and capital work in progress as its deemed cost as at the date oftransition. (Ref. Note - 46)

Notes :

The Company has elected Ind AS 101 exemption and continue with the carrying value for all of intangible assets as its deemed cost as at the date of transition. (Ref. Note No. 46)

b) Terms, rights, preferences and restrictions attached to shares

-The Company has only one class of equity shares having a par value of INR 10 per share. Each shareholder is eligible for one vote per share held.

-Preference shares are non-convertible, cumulative, redeemable and does not carry any voting rights. Preference shares carry preferential dividend of 0.0001% per annum. These are redeemable only on completion of 10 years from the date of allotment and are non-transferable unless fully paid-up.

Nature and purpose of reserve

i. General reserve

Pertains to reserves from scheme of arrangements that took place during 2007-08. This represents appropriation of profit by the company and is available for distribution of dividend.

ii. Capital reserve

Pertains to excess of purchase consideration over net assets taken over as per Scheme of Arrangement took place during 2007-08. Accumulated capital surplus is not available for distribution of dividend and expected to remain invested permanently.

iii. Securities premium reserve

The unutilized accumulated excess of issue price over face value on issue of shares. The reserve is utilized in accordance with the provisions of the Act.

*Loan has been classified as current since the Company has defaulted in repayment as per the terms of agreement and accordingly, the loans given to the Company has been classified as Non-Performing Assets in the books of lenders during the current year.

Repayment terms and security disclosure for the outstanding non-current borrowings (excluding current maturities) as at 31 March 2018:

From banks:

Secured Borrowings:

i) Nature of Security

a) Corporate Loan is secured by :-

Primary Security - Equitable mortgage on certain properties of group concerns and promoter along with his realtives.

Collateral Security

Subservient charge without no objection certificate on entire fixed assets of the company, present and future.

Pledge of 26.74% shareholding of the promoters in the company.

Personal guarantee of Mr. Kailash Gupta, Mrs. Rekha Gupta and Mrs. Nandani Malpani.

b) ECB Loan : -

Primary Security: - Exclusive charge on all the moveable and immoveable fixed assets, present and future, pertaining to unit at Deori.

Collateral Security: - Pari passu first charge on the remaining fixed assets of the company, present and future, along with WC lenders of the company, except for equipments which are exclusively and specially charged to Banks/Financial institution.

Second pari passu charge on the entire current assets of the company, both present and future.

c) Rupee Term Loan: -

Rupee Term Loan - INR 2,500 lakhs

Primary Security :- Extension of first charge on entire fixed asset of the company except factory land and building situated at industrial estate Richahai, Jabalpur, factory land and building situated at Jamshedpur and specific equipments which are exclusively and specifically charged to banks / financial institutions.

Collateral Security: - Pari passu second charge on the entire current assets of the company, both present and future, except on specific equipments which are exclusively and specifically charged to Banks / Financial Institutions.

Guarantee: - Personal guarantee of Mr. Kailash Gupta, Mrs. Rekha Gupta and Mrs. Nandani Malpani.

Rupee Term Loan - INR 1,000 lakhs

Primary Security :- Extension of first charge on entire fixed asset of the company except factory land and building situated at industrial estate Richahai, Jabalpur, factory land and building situated at Jamshedpur and specific equipments which are exclusively and specifically charged to banks/financial institutions.

Collateral Security: - Pari passu second charge on the entire current assets of the company, both present and future.

Guarantee: - Personal guarantee of Mr. Kailash Gupta and Mrs. Rekha Gupta

Rupee Term Loan - INR 2,200 lakhs

Primary Security :- Extension of first charge on entire fixed asset of the company except factory land and building situated at industrial estate Richahai, Jabalpur, factory land and building situated at Jamshedpur and specific equipments which are exclusively and specifically charged to banks/financial institutions.

Collateral Security: - Pledge of 26.74% shareholding of the promoters in the company.

Guarantee: - Personal guarantee of Mr. Kailash Gupta and Mrs. Rekha Gupta

d) Term Loans from Others : -

Primary Security: - Extension of First pari passu charge along with Axis Bank on:

1. Factory land and building at Jamshedpur unit

2. Factory land and building situated at plot Nos. 21, 22 (area measuring 90,000 square feet) and Plot Nos. 33, 34 (area measuring 126,000 square feet) at industrial Estate, Richai, Jabalpur.

Extension of second charge on all other fixed assets of the company along with Axis Bank and HDFC Bank.

Collateral Security: - Pledge of 15,889,914 unencumbered shares of the Company held by Jashn Beneficiary Trust and Mr. Kailash Gupta.

Guarantee: -

1. Irrevocable and unconditional personal guarantee of Mr. Kailash Gupta and Mrs. Rekha Gupta

2. Irrevocable and unconditional personal guarantee of Mrs. Nandani Malpani to the extent value of shares (3,213,443 nos.)

3. Irrevocable and unconditional corporate guarantee of Jashn Benificiary Trust

ii) Terms of Repayment

a) Corporate Loan: -

Corporate Loan is repayable in 9 quarterly instalments commencing from the end of 12 months from the date of first disbursement i.e. 13 December, 2013 and carries fixed interest rate of 14.50% p.a.

b) ECB Loan: -

ECB loan is repayable in quarterly 20 equal installments starting from 21 month from the date of 1st disbursement i.e. 17 February, 2012 and carries variable interest rate @ 6 months LIBOR 350 bps margin

c) Rupee Term Loan: -

Rupee Term Loan - INR 2,500 lakhs

in 21 unequal monthly installment starting from 31 December, 2016 as under :-

1st - 3rd Installment INR 33.30 lakhs each

4th -15th Installment INR 100 lakhs each

16th - 21st Installment INR 200 lakhs each

And it carries interest rate of 14.15% p.a.

Rupee Term Loan - INR 1,000 lakhs in 3 equal quarterly installments starting from 27 July 2017 and it carries interest rate of 13.45% p.a.

Rupee Term Loan - INR 2,200 lakhs in 3 equal quarterly installments starting from 28 October 2017 and it carries interest rate of 13.35% p.a.

c) Term Loans from Others: -First Term Loan

Interest - it carries interest rate of 14.50% p.a. to be paid on monthly basis till maturity.

Principal - 6 month moratorium starts from date of first tranche disbursement made in various installments from 16 December, 2014 to 25 February, 2015, thereafter payable in a structured manner as mentioned below

1. Next 6 months : INR 25 lakhs per month

2. Next 12 months : INR 41.67 lakhs per month

3. Next 12 months : INR 50 lakhs per month

Second Term Loan

Is repayable in bullet at the end of 3 years from the date of disbursement i.e. 3 June 2015 or mandatory repayment in event of Equity Infusion and carries floating interest rate of 14.50% p.a.

* includes INR 2,692.11 lakhs (31 March 2017 : INR 2,646.47 Lakhs, 1 April 2016 : INR 1,713.48 Lakhs) pursuant to the Rule 10(A) of Central Excise Rules, 2002 which was inserted vide Notification no. 9/2007-CE(N.T) dated 1st March, 2007, the Company has been availing Cenvat credit on chassis and has been paying Excise Duty on the Fully Built Vehicle (FBV). This amount represent the amount pertaining to unutilised cenvat credit payable to the customers.

(i) Nature of Security

Cash Credit Facilities are secured by either one or more of the following as per terms of arrangement with respective banks: Primary Security:

Pari -passu First charge on the entire current assets of the company, both present and future.

Collateral Security:

Second Pari passu charge on entire fixed assets of the company, both present and future.

Notes:

a) It includes trade payable to related parties of INR 6.59 lakhs (31 March 2017: INR 6.59 lakhs, 1 April 2016: INR 6.91 lakhs)

b) For terms and conditions of trade payables owing to related parties, refer note 41.

B. Deferred tax assets/ liabilities

As at 31 March, 2018, the Company has unabsorbed depreciation and business losses under the provisions of the Income-tax Act, 1961. Consequent to the provisions of Ind AS 12 - "Income Taxes", in the absence of reasonable certainity of taxable profits in future years, deferred tax assets have not been recognised. The Company reassess the unrecognised deferred tax assets at each reporting period and recognise the deferred tax assets over its deferrred tax liability when it has become probable that future taxable profits will allow the deferred tax assets to be recovered.

2. Operating segments

A. Basis for segmentation

An operating segment is a component of the Company that engages in business activities from which it may earn revenues and incur expenses, including revenues and expenses that relate to transactions with any of the Company''s other components, and for which discrete financial information is available. All operating segments'' operating results are reviewed regularly by the Board of Directors collectively who have been identified as Chief Operating Decision Maker (''CODM'') to make decisions about resources to be allocated to the segments and assess their performance.

The principal business of the Company is sheet metal fabrication and body building. All there activities of the Company revolve around its main business. Hence there is only one reportable segment.

B. Geographical information

The Company''s revenue from operations i.e. sheet metal fabrication and body building is located in India only. Hence, no additional disclosure about geographical information has been given.

1. The above matters are subject to legal proceedings in the ordinary course of business. The legal proceedings, when ultimately concluded will not, in the opinion of the management, have a material effect on the results of the operations or financial position.

2. It is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above pending resolution of the respective proceedings as it is determinable only on receipt of judgements / decisions pending with various forums/ authorities."

-Pursuant to the Rule 10(A) of Central Excise Rules, 2002 which was inserted vide Notification no. 9/2007-CE(N.T) dated 1st March, 2007, the Company has started paying differential Excise Duty on behalf of customer on sales made to them since September''2010 under protest. The Excise department has issued demand notices in respect of this matter aggregating INR 2,819.55 Lakhs (31 March 2017 : INR 2,967.51 Lakhs, 1 April 2016 : INR 2,967.51 Lakhs). The aggregate of total payment made under protest up to the year-end is INR 2692.11 Lakhs (31 March 2017 : INR 2,646.47 Lakhs, 1 April 2016 : INR 1,713.48 Lakhs). Since, the liability, if any in this regard is recoverable from the customer, there will be no impact on Statement of Profit and Loss as consequence of the outcome of this case.

B. Commitments

a. Capital commitments : Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) amounts to INR 38.95 lakhs (31 March 2017: INR 39.48 lakhs, 1 April 2016: INR 116.10 lakhs).

b. Other commitments : The Company does not have any long term commitments / contracts including derivative contracts for which there will be any material foreseeable losses.

c. Lease Commitments : Refer note 37 in respect of commitment with regard to leases.

3. Loss per share

Basic and diluted loss per share

Basic and diluted loss per share is calculated by dividing the loss during the year attributable to equity shareholders of the Company by the weighted number of equity shares outstanding during the year.

4. Employee benefits

During the year, the Company has recognized following amounts in the statement of profit and loss :

B. Defined benefit plans Gratuity:

The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/termination is the employees last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number of years of service.

The employees'' gratuity fund scheme administered by the Company employees gratuity fund trust through fund manager namely Life Insurance Corporation (LIC) of India, is a defined benefit plan. The present value of obligation is determined on actuarial valuation done by LIC using projected unit credit method to arrive the final obligation.

C. Risk exposure

Valuations are based on certain assumptions, which are dynamic in nature & vary over time. As such company is exposed to various risk as follows :

a) Interest Risk

The present value of the defined benefit plan liability (denominated in Indian Rupee) is calculated using a discount rate which is determined by reference to market yields at the end of reporting period on government bonds.

b) Longitivity Risk

The present value of defined benefit plan liability is calculated by reference to the best estimate of the mortality of plan participants both during and after their employment. An increase in the life expectancy of the plan participants will increase the plan''s liability.

c) Salary Risk

The present value of defined benefit plan liability is calculated by reference to the future salaries of plan participants. As such, increase in the salary of plan participants will increase the plan''s liability.

The company makes annual contribution to Life Insurance Corporation (LIC). As LIC does not disclose the composition of its portfolio investments, break-down of plan investments by investment type not available to disclose.

5. Disclosure on Specified Bank Notes (SBN)

Information pursuant to G.S.R. 308 ( E) dated 30 March 2017 issued by Ministry of corporate affairs.

The specified bank notes as defined under the notification issued by the Ministry of Finance, Department of Economic dated 8 November, 2016 are no longer in existence. Hence, the Company has not provided the corresponding disclosures as prescribed in Schedule III to the Companies Act, 2013. Disclosure made in the previous year ended 31 March 2017 financial statements is as below:

# The Company''s borrowings have been contracted at floating rates of interest, which resets at short intervals. Accordingly, the carrying value of such borrowings (including interest accrued but not due) approximates fair value.

* The carrying amounts of trade receivables, trade payables, cash and cash equivalents, investments, bank balances other than cash and cash equivalents and other financial assets and liabilities, approximates the fair values, due to their short-term nature.

There have been no transfers between Level 1, Level 2 and Level 3 for the years ended 31 March 2017 and 31 March 2016.

b. Financial risk management

The Company has exposure to the following risks arising from financial instruments:

- Credit risk ;

- Liquidity risk ; and

- Market risk - Foreign exchange

- Market risk - Interest rate

Risk management framework

The Company''s board of directors has overall responsibility for the establishment and oversight of the Company''s risk management framework. The board of directors have authorised senior management to establish the processes, who ensures that executive management controls risks through the mechanism of properly defined framework.

The Company''s risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risks limits and controls, to monitor risks and adherence to limits. Risk management policies are reviewed regularly to reflect changes in market conditions and the Company''s activities. The Company, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company''s receivables from customers.

Credit risk on cash and cash equivalents is limited as the Company generally invests in deposits with banks with high credit ratings assigned by domestic credit rating agencies.

The maximum exposure to the credit risk at the reporting date is primarily from trade receivables. Trade receivables are unsecured and are derived from revenue earned from customers primarily located in India. The Company does monitor the economic environment in which it operates. The Company manages its credit risk through credit approvals, establishing credit limits and continuously monitoring credit worthiness of customers to which the Company grants credit terms in the normal course of business.

* The Company believes that the amounts that are past due by more than 30 days are still collectible in full, based on historical payment behaviour.

# The Company based upon past trends determine an impairment allowance for loss on receivables outstanding for more than 180 days past due.

b. Financial risk management (continued)

(ii) Liquidity risk

Liquidity risk refers to the probability of loss arising from a situation where there will not be enough cash and/or cash equivalents to meet the needs of depositors and borrowers, sale of illiquid assets will yield less than their fair value and illiquid assets will not be sold at the desired time due to lack of buyers. The primary objective of liquidity management is to provide for sufficient cash and cash equivalents at all times and any place in the world to enable us to meet our payment obligations. Currently the company is facing liquidity crises due to huge interest cost. Maturities of financial liabilities

The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross and undiscounted:

(iii) Market risk

Market risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises two types of risk: currency risk and interest rate risk. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return.

Currency risk

Currency risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates.The Company is exposed to the effects of fluctuation in the prevailing foreign currency exchange rates on its financial position and cash flows. Exposure arises primarily due to exchange rate fluctuations between the functional currency and other currencies from the Company''s operating, investing and financing activities.

Sensitivity analysis

The following table demonstrate the sensitivity to a reasonably possible change in exchange rates of various currencies with INR, with all other variables held constant. The impact on the Company''s profit before tax is due to changes in the fair value of monetary assets and liabilities including non-designated foreign currency derivatives.

(iii) Market risk Interest rate risk

Interest rate risk is the risk that the future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company''s main interest rate risk arises from long-term borrowings with variable rates, which expose the Company to cash flow interest rate risk.

Exposure to interest rate risk

The Company''s interest rate risk arises majorly from the term loans from banks/Non banking financial companies (NBFC) carrying floating rate of interest. These obligations exposes the Company to cash flow interest rate risk. The exposure of the Company''s borrowing to interest rate changes as reported to the management at the end of the reporting period are as follows:

6. Capital management

For the purpose of the Company''s capital management, capital includes issued equity capital, share premium and all other equity reserves attributable to the equity holders of the Company. The primary objective of the Company''s capital management is to maximise the shareholder value. The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. In order to achieve this overall objective, the Company''s capital management, amongst other things, aims to ensure that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements. No changes were made in the objectives, policies or processes for managing capital during the years ended 31st March 2018 and 31st March 2017.

7. Explanation of transition to Ind AS

As mentioned in note 2.1 (i), these financial statements for the year ended 31 March 2018, are the first financial statements of the Company prepared in accordance with the Indian Accounting Standards ("Ind AS”) notified under the Companies (Indian Accounting Standards) Rules, 2015 as amended. For periods up to and including the year ended 31 March 2017, the Company prepared its financial statements in accordance with "previous GAAP”, including accounting standards notified under the Companies (Accounting Standards) Rules, 2006 (as amended).

Accordingly, the Company has prepared financial statements which comply with Ind-AS applicable for periods ended on or after 31 March 2018, together with the comparative period data as at and for the year ended 31 March 2017, as described in the summary of significant accounting policies. In preparing these financial statements, the Company''s opening balance sheet was prepared as at 1 April 2016, the Company''s date of transition to Ind-AS. This note explains the principal adjustments made by the Company in restating its previous GAAP financial statements, including the balance sheet as at 1 April 2016 and the financial statements as at and for the year ended 31 March 2017.

According to Ind AS 101, the first Ind AS financial statements must use recognition and measurement principles that are based on standards and interpretations that are effective for the financial year ended 31 March 2018. These accounting principles and measurement principles must be applied retrospectively to the date of transition to Ind AS and for all periods presented within the first Ind AS financial statements. Any resulting differences between carrying amounts of assets and liabilities according to Ind AS 101 as of 1 April 2016 compared with those presented in the previous GAAP Balance Sheet as of 31 March 2016, were recognised in equity within the Ind AS Balance Sheet.

A. Exemptions and exceptions availed

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

Transition elections

Explanation of the Ind AS 101 exceptions and exemptions to the full retrospective application of Ind AS applied by the Company.

In the Ind AS opening Balance Sheet as at 1 April, 2016, the carrying amounts of assets and liabilities from the previous GAAP as at 31 March 2016 are generally recognized and measured according to Ind AS in effect for the financial year ended as on 31 March 2018. For certain individual cases, however, Ind AS 101 provides for optional exemptions to the general principles of retrospective application of Ind AS. The Company has made use of the following exemptions in preparing its Ind AS opening Balance Sheet.

a) Ind AS optional exemptions:

(i) Property, plant and equipment and intangible assets

Ind AS 101 permits a first-time adopter to elect to continue with the carrying value for all of its property, plant and equipment, intangible assets and capital work in progress as recognised in the financial statements as at the date of transition to Ind AS, measured as per the previous GAAP and use that as its deemed cost as at the date of transition. Accordingly, the Company has elected to measure all of its property, plant and equipment and intangible assets at their Previous GAAP carrying value.

(ii) Determining whether an arrangement contains a lease

Appendix C to Ind AS 17 requires an entity to assess whether a contract or arrangement contains a lease. In accordance with Ind AS 17, this assessment should be carried out at the inception of the contract or arrangement. However, Ind AS 101 provides an option to make this assessment on the basis of facts and circumstances existing at the date of transition to Ind AS, except where the effect is expected not to be material. The Company has elected to apply this exemption for such contracts/arrangements.

b) Ind AS mandatory exceptions:

(i) Estimates

An entity''s estimates in accordance with Ind ASs at the date of transition to Ind AS shall be consistent with estimates made for the same date in accordance with previous GAAP (after adjustments to reflect any difference in accounting policies), unless there is objective evidence that those estimates were in error.Ind AS estimates as at 1 April 2016 are consistent with the estimates as at the same date made in conformity with previous GAAP. The Company has made estimates for following items in accordance with Ind AS at the date of transition as these were not required under previous GAAP:a) Determination of the discounted value for financial instruments carried at amortised costb) Impairment of financial assets based on expected credit loss model.

(ii) Classification and measurement of financial assets

Ind AS 101 requires an entity to assess classification of financial assets on the basis of facts and circumstances existing as on the date of transition. Further, the standard permits measurement of financial assets accounted at amortised cost based on facts and circumstances existing at the date of transition if retrospective application is impracticable. Accordingly, the Company has determined the classification of financial assets based on facts and circumstances that exist on the date of transition. Measurement of financial assets accounted at amortised cost has been done retrospectively except where the same is impracticable

B. Reconciliations between previous GAAP and Ind AS:

Ind AS 101 requires an entity to reconcile equity, total comprehensive income and cash flows for prior periods. The following tables represent the reconciliations from previous GAAP to Ind AS.

(vi) Impact of Ind AS adoption on the statements of cash flows for the year ended 31 March 2017

There were no material differences between the statement of cash flows presented under Ind AS and the Previous GAAP except due to various re-classification adjustments recorded under Ind AS and difference in the definition of cash and cash equivalents under these two GAAPs.

C. Notes to the reconciliations:

a. Borrowings and Property, plant and equipment - transaction cost adjustment

As per the requirement of Ind AS, loan processing fee should be amortised over the period of repayment of loan as per Effective Interest Rate (EIR) method. In previous GAAP (IGAAP), processing fee were capitalised (depreciated over the life of specific fixed assets) / charged to Profit & Loss on straight line basis. The same has been reversed and now amortised over the period of loan according to Effective Interest Rate (EIR) method. The impact of the transition is detailed below:

b. Measurement of financial liability at amortised cost

The Company has issued 2,000,000, 0.0001% Non Convertible, Cumulative, Redeemable Preference Shares of INR 100 per share. As per the requirements of Ind-AS 109, initial measurement of such preference shares needs to be done at fair value. The difference between transaction price and fair value needs to be accounted for as borrowings in the financial statements of the Company. The same has been adopted under Ind AS as on transition date. Accordingly the Preference share capital has been divided into two components viz. Debt and Equity as at transition date.

The impact of the transition is detailed below:

The same has resulted in decrease in retained earnings by INR 48.90 lakhs as at 1 April 2016 and loss for the FY 2016-17 has increased by INR 57.37 lakhs.

c. Employee benefits: Remeasurement of post employment benefit plans

Under Ind AS, remeasurements i.e. actuarial gains and losses on the net defined benefit liability are recognised in other comprehensive income instead of statement of profit and loss. Under previous GAAP these were forming part of the statement of profit and loss for the year. As a result. loss for the year ended 31 March 2017 is decreased by INR 0.18 lakhs and is reclassified to other comprehensive income. There is no impact on the total equity as at 31 March 2017.

d. Other comprehensive income

Under previous GAAP, there was no requirement to disclose any item of statement of profit and loss in other comprehensive income. However as per requirement of Ind AS certain items of profit or loss are to be reclassified to other comprehensive income. Consequent to this, the Company has reclassified remeasurement of defined benefit plans from the statement of profit and loss to other comprehensive income.

e. Prior period Errors (Penalty for delay interest)

Under previous GAAP, the Company has not recognised the penal interest for non payment of interest and principal on loans. The same has been recognised in the opening and previous year comparative balance sheet of the Company prepared under Ind AS. Penal interest amounting to INR 23.13 lakhs has been provided for in the opening balance sheet and INR 139.05 lakhs has been provided for in the FY 2016-17.

The same has resulted in decrease in retained earnings by INR 23.13 lakhs as at 1 April 2016 and loss for the FY 2016-17 has increased by INR 139.05 lakhs.

f. Classification of Revenue net of committed costs

Under previous GAAP, the Company has recognised the gross amount of revenue and has recognised Late Delivery charges under Other Expenses. The same has been netted off from Revenue in the comparative previous year Statement of Profit and Loss. Accordingly the revenue for the FY 2016-17 has reduced by INR 63.73 lakhs with corresponding decrease in other expenses. There is no impact on loss due to above adjustment.

8. "Other Current Financial Assets” include Inter corporate deposits (ICD) of INR 1,000.00 Lakhs given to two Companies in an earlier year and which are outstanding as on 31st March 2017. These amounts have been fully provided for, as doubtful of recovery, in an earlier year. The Company has, during the earlier year filed a legal suit for recovery of the same (along with accumulated interest thereon). This case is lying before the Second Additional District Judge, Jabalpur.

9. The Company during the earlier year has availed the benefit of refund of sales tax (VAT) under MP Industrial Investment Promotion Assistance Policy under, a scheme by MP Trade and Investment Facilitation Corp Limited. The refund is receivable from the department and is pending for clearance.

10. Over the past few years, the Company has been incurring cash losses affecting its ability to service the borrowings / creditors/ other liabilities and similar obligations. Consequently, the Joint Lenders Forum invoked Strategic Debt Restructuring ("SDR") on 11 January 2017, in compliance of the guidelines issued by the Reserve Bank of India ("RBI"). On 12 October 2017, the lead bank communicated that SDR could not be completed within the timeframe prescribed by RBI and loan given by the lenders to the Company has been classified Non-Performing Assets in the books of lenders. These conditions indicate the existence of material uncertainty about the Company''s ability to continue as a going concern. The lenders are in the process of identifying revival measures, including debt restructuring and other structural changes. The Company continues to receive orders from customers which are being serviced on the basis of support from its key customers. The management is confident about positive outcome of the restructuring and continued support of its customers resulting in revival of the operations of the Company. Accordingly, the financial statements have been prepared by the Company on a going concern basis.


Mar 31, 2016

1) Nature of Security

2) Corporate Loan is secured by: -

Primary Security- Equitable mortgage on certain properties of group concerns and director.

Collateral Security –

3. Subservient charge without no objection certificate on entire fixed assets of the company, present and future.

4. Pledge of 26.74% shareholding of the promoters in the company.

5. Personal guarantees of two directors and partners of group concerns.

6) ECB Loan is secured by: -

Primary Security: - Exclusive First charge on the entire fixed assets of the company, both present and future, except on specific equipments which are exclusively and specifically charged to banks/ financial institutions and factory land & building situated at Plot Nos. 21,22,33,34 at Industrial Estate, Richhai, Jabalpur.

Collateral Security: - Second pari passu charge on the entire current assets of the company, both present and future.

7) Rupee Term Loan: -

Primary Security :- Extension of first charge on entire fixed asset of the company except factory land and building situated at industrial estate Richahai, Jabalpur, factory land and building situated at Jamshedpur and specific equipments which are exclusively and specifically charged to banks/financial institutions.

Collateral Security: - Pari passu second charge on the entire current assets of the company, both present and future, except on specific equipments which are exclusively and specifically charged to Banks / Financial Institutions.

Guarantee:

Personal guarantee of Mr.Kailash Gupta, Mrs. Rekha Gupta and Mrs. Nandini Malpani.

8) Term Loans from Others : -

Primary Security: - Extension of First pari passu charge along with Axis Bank on:

9. Factory land and building at Jamshedpur unit

10. Factory land and building situated at plot Nos. 21, 22 (area measuring 90,000 square feet) and Plot Nos. 33, 34 (area measuring 126,000 square feet) at Industrial Estate, Richhai, Jabalpur.

Extension of second charge on all other fixed assets of the company along with Axis Bank and HDFC Bank.

Collateral Security: - Pledge of 15,889,914 unencumbered shares of the Company held by Jashn Benificiary Trust and Mr. Kailash Gupta.

Cash flow: - Extension of charges/ escrow on the MAN receivables within 30 days of 1st tranche disbursal

Guarantee: -

11. Irrevocable and unconditional personal guarantee of Mr. Kailash Gupta and Mrs. Rekha Gupta

12. Irrevocable and unconditional personal guarantee of Mrs. Nandini Malpani to the extent value of shares (3,213,443 nos.)

13. Irrevocable and unconditional corporate guarantee of Jashn Benificiary Trust

14) Terms of Repayment

15) Corporate Loan: -

Corporate Loan is repayable in 9 quarterly installments commencing from the end of 12 months from the date of first disbursement i.e. 13th December, 2013 and carries fixed interest rate of 14.50% p.a.

16) ECB Loan: -

ECB loan is repayable in quarterly 20 equal installments starting from 21st month from the date of 1st disbursement i.e 17th February, 2012 and carries variable interest rate @ 6 months LIBOR 3.50 bps margin.

17) Rupee Term Loan: -

in 21 unequal monthly installment starting from 31st December, 2016 as under :-

1st - 3rd Installment Rs. 333 lacs each 4th -15th Installment Rs. 100 lacs each 16th - 21st Installment Rs. 200 lacs each And it carries interest rate of 14.15% p.a.

18) Term Loans from Others:-First Term Loan

Interest - it carries interest rate of 14.50% p.a. to be paid on monthly basis till maturity.

Principal - 6 month moratorium starts from date of first tranche disbursement made in various installments from 16th December, 2014 to 25th February, 2015, thereafter payable in a structured manner as mentioned below

1. Next 6 months : Rs. 25 lacs per month

2. Next 12 months : Rs. 41.67 lacs per month

3. Next 12 months : Rs. 50 lacs per month

Second Term Loan

Is repayable in bullet at the end of 3 years from the date of disbursement i.e. 3rd June 2015 or mandatory repayment in event of Equity Infusion and carries floating interest rate of 14.50% p.a.

The estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) as at 31st March 2016 aggregate Rs.116.10 Lacs (Previous Year – Rs. 116.10Lacs).

Note:19

Pursuant to the Rule 10(A) of Central Excise Rules, 2002 which was inserted vide Notification no. 9/2007-CE(N.T) dated 1st March, 2007, the Company has started paying differential Excise Duty on behalf of customer on sales made to them since September'' 2010 under protest. The Excise department has issued demand notices in respect of this matter aggregating Rs. 2967.51 Lacs (previous year Rs. 2962.70 Lacs) for the period up to 31st March, 2016.The aggregate of total payment made under protest up to the year-end is Rs. 1713.48 Lacs (Previous year -Rs. 1130.87 Lacs).

Since, the liability, if any in this regard is recoverable from the customer, there will be no impact on Statement of Profit and Loss as consequence of the outcome of this case.

As per the information available with the company, the following are the details of dues to the creditors who have confirmed their registration under the Micro, Small and Medium Enterprises Development Act, 2006. (MSMED Act)

20) Dues remaining unpaid as at the year-end Principal - Rs.19.97 Lacs (Previous Year Rs.9.08Lacs)

Interest- Rs.19.48Lacs (Previous Year Rs.18.18Lacs)

21) Interest paid in terms of Section 16 of the MSMED Act - Nil (Previous Year -Nil)

22) Amount of interest due and payable for the year of delay in making Payments -Rs.2.21 Lacs (Previous Year Rs. 1.79 Lacs)

23) Amount of interest accrued and remaining unpaid as at the year-end - Rs. 19.48 Lacs (Previous Year Rs. 18.18Lacs)

24) Amount of interest due and payable on previous year''s outstanding amount -Rs. 18.18 Lacs. (Previous Year Rs. 16.39 Lacs)

(25) Contributions are made to Provident Funds which covers all regular employees. Amount recognized as expense in respect of these defined contribution plans, aggregate to Rs.30.18 Lacs (Previous year Rs. 31.50 Lacs).

Provision is made for gratuity based upon actuarial valuation done at the end of every financial year using ''Projected Unit Credit'' method and it covers all regular employees. Gains and losses on changes in actuarial assumptions are accounted for in the Statement of Profit and Loss account.

(26) The disclosure as required under AS 15 (Revised) regarding Company''s gratuity plan is as follows:

Note:27. There are no arrears of dividend on non-convertible redeemable preference shares (NCRPS) as NCRPS are not yet fully paid-up at the year end.

Note 28:

Loans and Advances in the nature of Loans due from related parties (in accordance with clause 32 of Listing Agreement) (Refer Note 13 on ''Long term Loans and Advances'' and Note 18 on ''Short term Loans and Advances'') "Long Term Loans and Advances" include Inter corporate deposits (ICD) of Rs. 1000 Lacs given to two Companies in an earlier year and which are outstanding as on 31st March 2016. These amounts have been fully provided for in an earlier year.The Company has, during the previous year filed a legal suit for recovery of the same (along with accumulated interest thereon). This case is lying before the Second Additional District Judge, Jabalpur.

Note 29:

During the previous year, the Company had provided for impairment of Rs. 6300 Lacs in the value of its plant & machinery relating to the cash generating unit located in a particular region in view of significant reduction in volumes mainly due to general economic slowdown. During the year, the Company has reviewed future business scenario and results achieved against budgeted forecasts of the previous year. Consequently and as required by the Accounting Standard (AS) 28 "Impairment of Assets", the Company has provided for further impairment of Rs. 5367 lacs in the value of its plant & machinery relating to the cash generating unit located in a particular region based on the assessment of its "value in use" with a weighted average cost of capital (WACC) in the range of 13% to 15%. The same has been disclosed as an exceptional item in the statement of Profit and & Loss.

Note 30:

Details of Loans given, Investment made and Guarantee given covered u/s 186(4) of the Companies Act, 2013

(31) The company has not given any loans.

32) Investments made by the company as at 31stMarch, 2016 (Refer note 12)

(33) The Company has not given any Corporate Guarantees in connection with a loan to any other body corporate or person

Note 34:

Over the past few years, the Company has been incurring losses due to which its net worth has significantly eroded. A significant portion of these losses are attributable to exceptional items of Impairment loss relating fixed assets and provision towards doubtful receivables. The Company had taken steps to raise term loans and working capital funds. Also the promoters have infused funds by way loan and preference shares. Additionally, various cost reduction measures have been taken by the Company which would improve profitability. The Company continues to get orders from existing customers. With funding support, the Company will be in a position to attain higher volumes. Toward this, the Company is in discussions with its bankers to restructure the loans which are repayable within one year and get further working capital support. The management is confident that restructuring of loans will be achieved and further working capital funds will be available, and Company will continue its operations as going concern. Accordingly, financial statements have been prepared by the Company on a going concern basis.

The Company during an earlier year, had filed claim for refund of excise duty on sales made to customers which are exported under ARE-1 with Department of Customs and Excise aggregating to Rs. 259.17 Lacs (Previous year Rs. 259.17 Lacs). However, the Department has issued orders rejecting the claims based on certain technical grounds. The Company has preferred an appeal against the orders passed and is confident of succeeding in the matter.

Note 35:

Since the accumulated losses of the company are more than 50% of its peak net worth, the company is a potentially sick company in accordance with Section 23 of Sick Industrial Companies (Special Provisions) Act, 1985.

Note 36:

Entry tax represents provision / payments made pursuant to completion of assessments in respect of entry tax on certain sales done by the Company in earlier years. The Company expects no further liability in subsequent years.

Note 37:

The figures of the previous year have been regrouped wherever necessary to correspond with those of the current year.


Mar 31, 2015

1. Background of the Company

The Company was incorporated in the year 1979, under the name Commercial Engineers & Body Builders Co Private Limited. The name was changed to 'Commercial Engineers & Body Builders Co Limited' in the year 2010. The Company's Equity Shares were listed in the same year. The Company caters to Commercial Vehicles, Railways and Power sectors through manufacturing of tippers, load bodies, wagons and components.

2. Issue of Bonus Shares :

36,767,760 Equity Shares of Rs 10/- each were issued as fully paid-up Bonus shares during the year ended 31st March, 2010, by capitalisation of Securities Premium Account and balance in Statement of Profit and Loss account.

3. Details of calls unpaid :

The NCRPS have been issued on partly paid basis with last call falling due on December 31,2015 when it will become fully paid-up.

i) Nature of Security

a) Corporate Loan is secured by: -

Primary Security- Equitable mortgage on certain properties of group concerns and director.

Collateral Security -

1. Subservient charge without NOC on entire fixed assets of the company, present and future.

2. Pledge of 26.74% shareholding of the promoters in the company.

3. Personal gurantees of two directors and partners of group concern.

b) ECB Loan is secured by: -

Primary Security: - Exclusive First charge on the entire fixed assets of the company, both present and future, except on specific equipments which are exclusively and specifically charged to banks/ financial institutions and factory land & building situated at Plot Nos. 21,22,33,34 at Industrial Estate, Richhai, Jabalpur.

Collateral Security: - Second pari passu charge on the entire current assets of the company, both present and future.

c) RupeeTerm Loan: -

Primary Security :- Extension of first charge on entire fixed asset of the company except factory land and building situated at industrial estate Richahai, Jabalpur and factory land and building situated at Jamshedpur.

Collateral Security: - Pari passu second charge on the entire current assets of the company, both present and future.

Guarantee: -

Personal guarantee of Mr.Kailash Gupta, Mrs. Rekha Gupta and Mrs. Nandani Malpani.

d) Term Loan from Other : -

Primary Security: - First pari passu charge Bank on below mentioned fixed assets

1. Factory land and building at Jamshedpur unit

2. Factory land and building Richhai and second pari passu charge on all fixed assets of the company.

Collateral Security: - Pledge of 10,313,443 unencumbered shares of the Company held by Jashn Benificiary Trust and Mr. Kailash Gupta.

Guarantee: -

1. Irrevocable and unconditional personal guarantee of Mr. Kailash Gupta and Mrs. Rekha Gupta

2. Irrevocable and unconditional personal guarantee of Mrs. Nandani Malpani to the extent value of shares (3,213,443 nos.)

3. Irrevocable and unconditional corporate guarantee of Jashn Benificiary Trust

ii) Terms of Repayment

a) Corporate Loan: -

Corporate Loan is repayable in 9 quarterly instalments commencing from the end of 12 months from the date of first disbursment i.e. 13th December, 2013 and carries fixed interest rate of 14.50% p.a.

b) ECB Loan: -

ECB loan is repayable in quarterly 20 equal installments starting from 21st month from the date of 1st disbursement i.e 17th February, 2012 and carries variable interest rate @ 6 months LIBOR 3.50 bps margin

c) Rupee Term Loan: -

in 21 unequal monthly installment starting from 31 st December, 2016 as under :-

1st - 3rd Installment Rs. 333 lacs each

4th -15th Installment Rs. 100 lacs each

16th - 21st Installment Rs. 200 lacs each

And it carries interest rate of 14.15% p.a.

d) Term Loan from Other: -

"Interest - it carries interest rate of 14.50% p.a. to be paid on monthly basis till maturity."Principal - 6 month moratorium starts from date of first tranche Disbursement made in various installments from 16th December, 2014 to 25th February, 2015, thereafter payable in a structured manner as mentioned below."

1. Next 6 months : Rs. 25 lacs per month

2. Next 12 months : Rs. 41.67 lacs per month

3. Next 12 months : Rs. 50 lacs per month

(i) Nature of Security

Cash Credit Facilities, Working Capital Loans and Short Term Loan are secured by either one or more of the following as per terms of Arrangement with respective banks:

Primary Security:

Pari -passu First charge on the entire current assets of the company, both present and future.

Collateral Security:

a. Pari-Passu first charge by way of extension of Equitable Mortgage of factory land and building and hypothecation of plant and machineries situated at Plot Nos. 21, 22, 33 and 34 at Industrial Estate, Richhai, Jabalpur

b. First Pari-Passu charge on movable fixed assets of the Company

c. Equitable Mortgage of flat no. 14,5,2,3,6,7,9,10,8 Mouza Hathital, Gorakhpur, Jabalpur.

d. Equitable Mortgage of Property situated at Block No.36, Plot No.2/29, Pachpedi, South Civil Lines, Jabalpur standing in the name of Shri Arun Gupta

"e. First and exclusive charge on the following Fixed assets of the Company situated at lease hold / free hold land by way of Hypothecation of "

* Plot Nos. (Nos. to be allotted) at Industrial Estate, Richhai, area- 105000 sq.feet, Jabalpur (lease hold)

* Plot Nos.(Nos. to be alloted) at Industrial Estate, Richhai area- 105000 sq feet, Jabalpur (lease hold).

* Plot No.133/2 (New no.169) at Udaipura, area- 15.92 acres, Dist: - Mandla.(free hold)

* Sector -3, Plot no. 690-693, 751-756 at MPAKVN Growth Centre, Phase-III, area 8.67 acres, Pithampur, Distt-Dhar. (lease hold)

* Land and Building measuring 50.16 acres situated at Village - Deori/Imlai, Jabalpur.

f. Personal guarantees of two directors and their relatives.

g. Corporate Guarantee of group concerns

Bank Overdraft facility was secured against Term Deposit Receipts.

4. Capital Commitments

The estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) as at 31st March 2015 aggregate Rs. 116.10Lacs (Previous Year - Rs.1343.58Lacs).

5. Contingent liabilities

(Rs. in Lacs)

Sr. Particulars As at As at No. 31st March, 31st March, 2015 2014 a) Disputed demands of following authorities :

(i) Income-tax 15.93 126.93

(ii) Excise duty related to Rule10A matter - - (see note below)

(iii) Other Excise duty&Service Tax Matter 2520.38 2481.43 (Rs. 12.83Lacs (Previous Year Rs. 8. 67 Lacs) paid under protest)

(iv) Sales tax/ Entry Tax (Rs. 48.06Lacs 1584.32 199.91 (Previous Year Rs. 55.11 Lacs) paid under protest) (The Company has contested all the above demands before various authorities and is hopeful of success in the respective matters)

b) Claims against the Company not 24.63 - acknowledged as debt

Total 4145.26 2808.27

6. Pursuant to the Rule 10(A) of Central Excise Rules, 2002 which was inserted vide Notification no. 9/2007-CE(N.T) dated 1st March, 2007, the Company has started paying differential Excise Duty on behalf of customer on sales made to them since September' 2010 under protest. The Excise department has issued demand notices in respect of this matter aggregating Rs. 3016.95 lacs (previous year Rs. 2910.91 Lacs) for the period up to 31stMarch, 2009.The aggregate of total payment made under protest up to the year-end is Rs. 1130.87 Lacs (Previous year - Rs. 895.92Lacs).

Since, the liability, if any in this regard is recoverable from the customer, there will be no impact on Statement of Profit and Loss as a consequence of the outcome of this case.

7. As per the information available with the company, the following are the details of dues to the creditors who have confirmed their registration under the Micro, Small and Medium Enterprises Development Act, 2006. (MSMED Act)

i) Dues remaining unpaid as at the year-end

Principal - Rs. 9.08Lacs (Previous Year Rs. 7.07 Lacs)

Interest- Rs. 18.18Lacs (Previous Year Rs. 16.39 Lacs)

ii) Interest paid in terms of Section 16 of the MSMED Act - Nil (Previous Year -Nil)

iii) Amount of interest due and payable for the year of delay in making Payments - Rs. 1.79 Lacs (Previous Year Rs. 1.21Lacs)

iv) Amount of interest accrued and remaining unpaid as at the year-end - Rs.18.18 Lacs (Previous Year Rs. 16.39Lacs)

v) Amount of interest due and payable on previous year's outstanding amount Rs. 16.39Lacs. (Previous Year Rs. 15.18Lacs)

8. (a) Contributions are made to Provident Funds which covers all regular employees. Amount recognized as expense in respect of these defined contribution plans, aggregate to Rs. 31.50Lacs (Previous year Rs. 32.96Lacs).

Provision is made for gratuity based upon actuarial valuation done at the end of every financial year using 'Projected Unit Credit' method and it covers all regular employees. Gains and losses on changes in actuarial assumptions are accounted for in the Statement of Profit and Loss account.

9. The principal business of the Company is sheet metal fabrication and bodybuilding. All other activities of the Company revolve around its main business. Hence, there is only one reportable business segment as defined by Accounting Standard 17 on 'Segment Reporting' (AS 17).

10. Disclosures as required by the Accounting Standard 18 (AS - 18) on 'Related Party Disclosures' are given below:

a) Names of related parties and description of relationship :

Sr. Names of Related party Nature of Relationship No. 1 Dr. Kailash Gupta Director having significant influence through voting power (Key Management Personnel till 15th July, 2014)

2 Mr. Deepak Tiwary Key Management Personnel

3 Commercial Auto Centre

4 Commercial Automobiles Private Enterprises over which Director Limited with significant influence and their relatives

5 Commercial Body Builders are able to exercise significant influence.

6 Commercial Motors

7 Commercial Toyota

8 Kailash Traders

9 Commercial Motors Sales P Ltd.

10 Shivam Motors Private Limited

11 Anubha Engineering Limited

12 Kailash Infratech Private Limited

13 Commercial Installments

14 Shubham Multi Services Private Limited

15 J.N. Auto Limited (Unit Rekha Engineering)

16 Jai Narayan Charitable Trust

17 Kailash Motors

18 Jashn Beneficiary Trust

19 Commercial Motors (Dehradun) P. Ltd.

20 Kailash Motors Private Limited

"Long Term Loans and Advances" include Inter corporate deposits (ICD) of Rs. 1000 Lacs given to two Companies in an earlier year and which are outstanding as on 31st March 2015. These amounts have been fully provided for in an earlier year. The Company has, during the year filed a legal suit for recovery of the same (along with accumulated interest thereon). The suit is pending for admission before the relevant Court in Jabalpur.

11. In respect of recall/closure facility notice received from a bank in the previous year, in respect of outstanding fund-based credit facility availed by the Company of Rs. 662.41 Lacs with interest thereon which is still outstanding as on 31st March, 2015, the bank has subsequent to the year-end invoked the pledge of shares given as collateral by the promoters. The Company is in the process of negotiating with bank for resolution of the matter.

12. During the recent past, there has been a significant reduction in volumes mainly due to general economic slowdown. The Company has reviewed future business scenario. While the Company expects a revival in the economy in the foreseeable future, the Company has decided to rationalize the operations in order to optimize costs. Consequently and as required by the Accounting Standard (AS) 28 "Impairment of Assets", the Company has provided for impairment of Rs. 6300 Lacs in the value of its plant & machinery relating to the cash generating unit located in a particular region based on the assessment of its "value in use" with a weighted average cost of capital (WACC) in the range of 13 to 15%. The same has been disclosed as an exceptional item in the statement of Profit and Loss.

13. During the year ended 31st March 2015, pursuant to the assessment by the commercial tax department, an amount of Rs. 129.72 Lacs has been determined as payable towards entry tax on certain sales made by the company within the state of Madhya Pradesh for the year ended 31st March, 2012. Following the rationale of this decision, the company had during the year deposited Rs. 678.04 lacs(including interest of Rs. 156 Lacs) towards entry tax liability for the year ended 31st March 2013. Subsequent to the year end, on completion of assessment for the year ended March 2013, an amount of Rs. 723.89 Lacs (inclusive of interest of Rs. 176 Lacs) has been assessed and the same has been charged to the Statement of Profit and Loss. The liability in respect of subsequent years is not expected to be material.

The company's depreciation policy in respect of fixed assets until 31st March, 2014 was as under:

a. Assets acquired prior to 1st January, 2011 on WDV basis; and

b. Assets acquired after 1st January, 2011 on straight line method

With effect from 1st April, 2014, the Company has adopted the useful life as prescribed by Schedule II to the Companies Act, 2013 to depreciate its assets. Consequently, the depreciation charge for the year ended31st March, 2015 and net loss from ordinary activities are lower by Rs. 979.89 lacs.

14. Details of Loans given, Investment made and Guarantee given covered u/s 186(4) of the Companies Act, 2013

(i) The company has not given any loans.

(ii) Investments made by the company as at 31stMarch, 2015 (Refer note 13)

(iii) The Company has not given any Corporate Guarantees in connection with a loan to any other body corporate or person

15. In view of the financial position of the Company and the performance of the Company during the previous year, the shareholders, in the Annual General Meeting of the Company held on 28th September, 2013, after discussions, disapproved the proposal of distribution of dividend for the year ended 31stMarch, 2013. Accordingly the proposed dividend of Rs. 219.78 Lacs (Rs. 0.40 per share) and the dividend distribution tax of Rs. 37.35 Lacs provided during the year ended 31stMarch, 2013 had been reversed in the books of account.

16. The Company during the previous year had filed claim for refund of excise duty on sales made to customers which are exported under ARE-1 with Department of Customs and Excise aggregating to Rs. 259.17 Lacs (Previous year Rs. 259.17 Lacs). However, the Department has issued orders rejecting the claims based on certain technical grounds. The Company has preferred an appeal against the orders passed and is confident of succeeding in the matter.

17. The figures of the previous year have been regrouped wherever necessary to correspond with those of the current year.


Mar 31, 2014

Background of the Company

The Company was incorporated in the year 1979, under the name Commercial Engineers & Body Builders Co Private Limited. The name was changed to ''Commercial Engineers & Body Builders Co Limited'' in the year 2010. The Company''s Equity Shares were listed in the same year. The Company caters to Commercial Vehicles, Railways and Power sectors through manufacturing of tippers, load bodies, wagons and components.

1. Nature of Security

a) Corporate Loan is secured by: -

Primary Security- Equitable mortgage of following properties of group concerns and director.

1. Shop/Office bearing No 906, New Municipal No. 6/139, situated in 9th Floor, ''A'' Wing, Mittal Tower, New No. 21 (Old No. 6/47), Mahathma Gandhi road, in Civil Station Corporation Division No. 78, Vide City Survey No. 355, PTS No. 952 and Chaltha No. 5 Bangalore, comprising of super built up area of 720 sq. ft.

2. Unit No 201, New Municipal No. 100/6, 2nd Floor, Kengal Hanumanthaiah Road, Ward Name - Sudhamanagar ward no. 48, Money Terrance, Banglore having super built up area of 996 sq. ft.

3. Commercial property at Unit No. 202, 2nd Floor, ''Money Terrace'', Khata No 100/7, Double road (Kengal Hanumanthaiah Road) Banglore, Sudhama Nagar, Ward No. 48 with super built up area of 978 sq. ft.

4. Khasra No. 30/375 (Part of Khasra no. 30/1, 30/23, & 30/24) Area 0.023 Hec. (2500 Sq. Ft.), Plot No. E- 18, Area 50 x 50 = 2500 sq. ft. situated in - Lamti, Tehsil & Distt. Jabalpur, Babu Kamla Grih Nirman Sahakari Samiti Maryadit, Jabalpur.

5. Part of Khasra No 6/17, Plot No 92 Area 160 X 100= 16000 sq. ft., constructed Area 200 sq. ft., situated in Municipal Corporation House No. 1310/92, Shaheed Gulabsingh Ward No 56, Nayagaon Housing Co- operative Society, Village Nayagaon Settlement no. 726, P C. No. 28/32, Tehsil & Distt. Jabalpur.

Collateral Security -

1. Subservient charge without NOC on entire fixed assets of the company, present and future.

2. Pledge of 26.74% shareholding of the promoters in the company.

3. Personal guarantee of two directors and partners of group concern.

b) ECB Loan is secured by: -

Primary Security: - Exclusive First charge on the entire fixed assets of the company, both present and future, except on specific equipments which are exclusively and specifically charged to banks/ financial institutions and factory land & building situated at Plot Nos. 21,22,33,34 at Industrial Estate, Richhai, Jabalpur.

Collateral Security: - Second pari passu charge on the entire current assets of the company, both present and future.

2. Terms of Repayment

a) Corporate Loan: -

Corporate Loan is repayable in 9 quarterly instalments commencing from the end of 12 months from the date of first disbursement i.e.13/12/2013 and carries fixed interest rate of 14.50% p.a.

b) ECB Loan: -

ECB loan is repayable in quarterly 20 equal installments starting from 21st month from the date of 1st disbursement i.e 17/02/2012 and carries variable interest rate @ 6 months LIBOR 3.50 bps margin

Note 2: Capital Commitments

The estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) as at 31st March 2014 aggregate Rs. 1,343.58 Lacs (Previous Year - Rs. 1,650.93 Lacs).

Note 3: Contingent liabilities (Rs. In Lacs)

As at As at Particulars 31st March 31st March 2014 2013

a) Disputed demands of following authorities:

Income-tax 126.93 -

Excise duty (Rs. 408.67 Lacs (Previous Year 5392.34 5,182.77 Rs. 405.67 Lacs) paid under protest) (Also Refer note below)

Sales tax/ Entry Tax (Rs. 55.11 Lacs 199.91 171.99 ( Previous Year Rs. 47.79 Lacs) paid under protest)

(The Company has contested all the above demands before various authorities and is hopeful of success in the respective matters)

b) Claims against the Company not - 23.32 acknowledged as debt

c) Guarantees given by banks as performance guarantees 431.64 805.22

d) Letters of Credit (L/C) 95.49 421.38

Total 6246.31 6,604.68

Note:

Pursuant to the Rule 10(A) of Central Excise Rules, 2002 which was inserted vide Notification no. 9/2007-CE(N.T) dated 01.03.2007, the Company has started paying differential Excise Duty on sales made to a customer (which is the subject matter of dispute in the aforesaid demands) since September''2010 under protest. The aggregate of such payment made under protest up to the year-end aggregates to Rs. 495.92 Lacs (Previous year - Rs. 337.81 Lacs).

Note 4:

The Company had challenged the constitutional validity of entry tax collected by State of Madhya Pradesh on goods purchased from other States by filing a writ petition in Honorable High Court of Madhya Pradesh on 30th August, 2007. The petition was decided against the Company during an earlier year. The Company had filed a special leave petition (SLP) before the Honorable Supreme Court, again challenging the constitutional validity of Entry Tax. As per the interim order passed by Supreme Court, the Company has been directed to deposit the unpaid Entry tax before the petition is decided.

The Company had already deposited Entry tax aggregating to Rs. 1015.86 Lacs including interest of Rs. 1.47 Lacs for the period from April 2007 to March 2013 to the authorities, under protest.

The Supreme Court has transferred the above SLP to a Higher Bench before the Chief Justice of the Supreme Court of India for decision, which is pending.

Since, the matter has been pending for hearing for a long time and further the probability of availing relief is reduced due to the passage of time, the Company during the previous year ended March 31, 2013, after obtaining expert opinion decided to charge-off the amounts of entry tax paid under protest for the period from April 2007 to March 2012, aggregating to Rs. 979.12 Lacs. The same were included under ''Other Expenses''. Entry tax for the period after April 2012 is charged to the Statement of Profit and Loss and included under ''Manufacturing Expenses''.

Note 5:

The Company had an agreement with a party for the purpose of engaging into a Jointly Controlled Operations (JCO) to manufacture market and sell fabricated automobile bodies and components to Original Equipment Manufacturers and to other customers, at Jamshedpur. As per the agreement, the Company and the other venture agreed to share the distributable cash flow from the JCO after paying all taxes in the ratio of 60:40 respectively. In addition to the above, the Company was required to pay a fixed sum for grant of license to use the factory premises of the other venture for the purposes of the operations as follows:

In year 1 - Rs. 300,000 per month In year 2 - Rs. 315,000 per month In year 3 - Rs. 330,750 per month

During the previous year the Company entered into a Memorandum of Understanding (MOU) with the above party for purchase of its factory premises (including land) for a total consideration of Rs. 1,518 Lacs. Accordingly an advance of Rs. 218 Lacs were paid to the party. As per the MOU, the balance amounts had to be paid in installments by 31st March, 2013 upon which Formalities for the transfer of ownership in the name of the Company would be completed. Pursuant to this agreement, Joint venture agreement with the party came to an end on 30th September, 2012. However, due to the on-going negotiations, no further payments were made to the party till 31st March, 2013.

During the year, as per addendum executed to the above MOU, the Company agreed to pay rent for the period October 2012 to March 2013 aggregating to Rs. 20.84 Lacs and the above consideration of Rs. 1,518 Lacs was divided into two separate considerations of Rs. 759 Lacs each based on the segregation of area the land and value of other assets to be purchased. Accordingly, a sale deed was executed between the Company and the party for transfer of portion of the land and factory premises valued at Rs. 759 Lacs by paying off the balance consideration of Rs. 541 Lacs. Possession of these assets has been handed over to the Company, though formalities relating to registration of the land are yet to be completed. Accordingly, these assets have been capitalized in the books. Sale deed for balance consideration of Rs. 759 Lacs consisting of remaining portion of the land and other assets would be executed on full payment of the consideration by the Company. The Company has, however provided for the interest on these overdue amounts aggregating to Rs. 120.56 Lacs (Previous Year Rs. 22.44 Lacs) as per the terms of MOU and disclosed as Finance charges in Note 26.

Note 6:

As per the information available with the company, the following are the details of dues to the creditors who have confirmed their registration under the Micro, Small and Medium Enterprises Development Act, 2006. (MSMED Act)

i) Dues remaining unpaid as at the year-end

Principal - Rs. 7.07 Lacs (Previous Year Rs. 4.66 Lacs)

Interest- Rs. 16.39 Lacs (Previous Year Rs. 15.18 Lacs)

ii) Interest paid in terms of Section 16 of the MSMED Act - Rs. Nil (Previous Year - Rs. Nil)

iii) Amount of interest due and payable for the year of delay in making Payments - Rs. 1.21 Lacs (Previous Year Rs. 0.48 Lacs)

iv) Amount of interest accrued and remaining unpaid as at the year-end - Rs. 16.39 Lacs (Previous Year Rs. 15.18 Lacs)

v) Amount of interest due and payable on previous year''s outstanding amount - Rs. 15.18 Lacs. (Previous Year Rs. 14.70 Lacs)

Note 7:

(a) Contributions are made to Provident Funds which covers all regular employees. Amount recognized as expense in respect of these defined contribution plans, aggregate to Rs. 32.96 Lacs (Previous year Rs. 53.05 Lacs).

Provision is made for gratuity based upon actuarial valuation done at the end of every financial year using ''Projected Unit Credit'' method and it covers all regular employees. Gains and losses on changes in actuarial assumptions are accounted for in the Statement of Profit and Loss account.

(b) The disclosure as required under AS 15 (Revised) regarding Company''s gratuity plan is as follows:

Note: Net Liability recognized in Balance Sheet stands at Rs. 9.23 Lacs (Previous year Rs. 23.78 Lacs) as the company has made an additional provision of Rs. 9.00 Lacs in the books based on contribution demand notice received from LIC towards shortfall in the plan assets as at the year-end as per valuation carried out by them

Note 8:

The principal business of the Company is sheet metal fabrication and bodybuilding. All other activities of the Company revolve around its main business. Hence, there is only one reportable business segment as defined by Accounting Standard 17 on ''Segment Reporting'' (AS 17).

Note 9:

The Company during an earlier year had availed External Commercial Borrowing (ECB) of USD 6mn (in Rs. 2957.10 Lacs) for construction of new facility, for the purpose of manufacture of vehicle bodies in Jabalpur and also for the purchase of other capital assets. Construction work of the facility started during previous year and capital expenditure along with the borrowing costs were carried forward under Capital work-in-progress.

The said facility has been fully constructed and capitalized during the previous year. The borrowing costs attributable to the project aggregating Rs. 386.16 Lacs incurred till the date of capitalization has been added to the total value of the facilities capitalized in accordance with AS 16 on ''Borrowing Costs'' during the year ended March 31, 2013.

Note 10:

During an earlier year, the Company had advanced Inter-corporate deposits (ICD) to certain companies aggregating to Rs. 1,500 Lacs at an interest rate of 21%. Out of these, amounts aggregating to Rs. 500 Lacs, pertaining to one ICD were received back by the Company during the previous year without interest in the previous year. The other deposits aggregating to Rs. 1,000 Lacs are still outstanding. Further, no interest has been received from these companies. The Company is following up rigorously for recovery of principle amounts and interest.

Out of abundant caution, the Company, in the previous year had provided for the aforesaid principle amounts of the outstanding ICDs aggregating to Rs. 1,000 Lacs and had also not accounted for the interest income. The Company continues to pursue this matter with the aforesaid companies and is hopeful of recovering the amounts along with interest. The company will account for the interest income as and when the same is received.

Note 11:

In view of the financial position of the Company and the performance of the Company during the quarter ended June 30, 2013, the shareholders, in the Annual General Meeting of the Company held on September 28, 2013, after discussions, disapproved the proposal of distribution of dividend for the year ended March 31, 2013. Accordingly the proposed dividend of Rs. 219.78 Lacs (Rs. 0.40 per share) and the dividend distribution tax of Rs. 37.35 Lacs provided during the year ended March 31, 2013 has been reversed in the books of account. The Company has also informed the Stock Exchanges regarding the same as per Clause 36(7) (VIII) of the Listing Agreement.

The Company has filed claims for refund of excise duty on sales made to customers which are exported under ARE-1 with Department of Customs and Excise aggregating to Rs. 259.17 Lacs (Previous Year Rs. 162.5 Lacs). However, the department has issued orders rejecting the claims aggregating to Rs. 17.63 Lacs and issued show cause notices for other claims stating that why the claims should not be rejected based on certain technical grounds. The Company has preferred an appeal against the orders passed and is also in the process of replying to the show cause notices. The Company is confident of succeeding in the matter.

Note 12:

The Company has been availing certain fund-based credit facilities from two banks. Due to the general business conditions, the Company has defaulted in payment of dues to these banks. Consequently, the Company has received recall/closure notices from these banks in relation to these facilities. Subsequently, one of the facility has been closed during the year after the Company settled the outstanding dues. The Company is negotiating with the other banks and is hopeful of honoring the dues of the bank as per schedule. The Company has accounted for the overdue and penal interest, wherever applicable.

Note 13:

Due to overall slowdown in the commercial vehicle segment, the Company, during the year received reduced number of orders for commercial vehicles from its'' customers. This affected the working capital availability and resulted in the Company reporting a loss for the year.

However, subsequent to the year-end, the market for commercial vehicle segment has revived and currently the Company has sizable orders for commercial vehicles to be executed in the financial year 2014-15. Further, the Company is negotiating with its'' bankers for extension and enhancement of credit facilities. Accordingly, the Company expects improvement in its'' financial results in the financial year 2014-15.

Note 14:

The figures of the previous year have been regrouped wherever necessary to correspond with those of the current year.


Mar 31, 2013

Note 1: The Company had challenged the constitutional validity of entry tax collected by State of Madhya Pradesh on goods purchased from other states by filing a writ petition in Honorable High Court of Madhya Pradesh on 30th August, 2007. The petition was decided against the Company during an earlier year.

The Company had filed a special leave petition (SLP) before the Honorable Supreme Court, again challenging the constitutional validity of Entry Tax. As per the interim order passed by Supreme Court, the Company has been directed to deposit the unpaid Entry tax before the petition is decided.

The Company has already deposited Entry tax aggregating to Rs. 1,015.86 Lacs (Previous year -Rs. 858.71 Lacs) including interest Nil (Previous year - ^ 1.47 Lacs) for the period from April 2007 to March 2013 to the authorities, under protest.

The Supreme Court has transferred the above SLP to a Higher Bench before the Chief Justice of the Supreme Court of India for decision, which is pending.

Since, the matter is pending for hearing for a long time and further the probability of availing relief is reduced due to the passage of time, the Company during the last quarter after obtaining expert opinion decided to charge-off the amounts of entry tax paid under protest relating to the period from April 2007 to March 2012, aggregating to Rs. 979.12 lacs. The same are included under ''Other Expenses'' in Note 28. Entry tax relating to the period from April 2012 to March 2013 aggregating to ^41.15 lacs, being on account of raw material purchases have been disclosed as ''Other Manufacturing Expenses'' in Note 25.

Note 2: The Company has an agreement with a party for the purpose of engaging into a Jointly Controlled Operations (JCO) to manufacture market and sell fabricated automobile bodies and components to Original Equipment Manufacturers and to other customers, at Jamshedpur. As per the agreement, the Company and the other venture have agreed to share the distributable cash flow from the JCO after paying all taxes in the ratio of 60:40 respectively. In addition to the above, the Company is required to pay a fixed sum for grant of license to use the factory premises of the other venture for the purposes of the operations as follows:

During the year the Company has entered into a Memorandum of Understanding (MOU) with the above party for purchase of its factory premises (including land) for a total consideration of Rs. 1,518 lacs. Accordingly an advance of Rs. 218 lacs has been paid to the party which is disclosed under ''Capital Advances'' in Note 14. As per the MOU, the balance amounts had to be paid in instalments by 31st March, 2013. However, due to the on-going negotiations, no further payments were made to the party. The Company has, however provided for the interest on these overdue amounts aggregating to Rs. 22.43 lacs as per the terms of MOU and disclosed as Finance charges in Note 27. Formalities for the transfer of ownership in the name of the Company would be completed on full and final payment being made. Pursuant to this agreement Joint venture agreement with the party has come to an end on 30th September, 2012.

Accordingly, 40% share of profit from the operations for the period ended September 30, 2012 of Rs. 16.04 Lacs (Previous Year - Rs. 79.33 Lacs) have been transferred to the joint venture partner and disclosed as "Other expenses" in Note 28.

The Company is in the process of completing the negotiations and related formalities for the above.

Notes forming part of the financial statements

Note 35: As per the information available with the company, the following are the details of dues to the creditors who have confirmed their registration under the Micro, Small and Medium Enterprises Development Act, 2006. (MSMED Act)

(i)Dues remaining unpaid as at the year-end

Rs. Principal - Rs. 4.67 Lacs (Previous Year Rs. 8.20 Lacs)

Rs. Interest - Rs. 15.18 Lacs (Previous Year Rs. 14.70 Lacs)

(ii) Interest paid in terms of Section 16 of the MSMED Act - Rs. Nil (Previous Year - Rs. Nil)

(iii) Amount of interest due and payable for the year of delay in making Payments - Rs. 0.48 Lacs (Previous Year Rs. 1.19 Lacs)

(iv) Amount of interest accrued and remaining unpaid as at the year-end-Rs.15.18Lacs (Previous Year Rs.14.70Lacs)

(v) Amount of interest due and payable on previous year''s outstanding amount - Rs. 14.70 Lacs. (Previous Year Rs. 13.51 Lacs)

Note 3

(a) Contributions are made to Provident Funds which covers all regular employees. Amount recognized as expense in respect of these defined contribution plans, aggregate to Rs. 53.05 Lacs (Previous year Rs. 64.85 Lacs).

Provision is made for gratuity based upon actuarial valuation done at the end of every financial year using ''Projected Unit Credit'' method and it covers all regular employees. Gains and losses on changes in actuarial assumptions are accounted for in the Statement of Profit and Loss.

(b) The disclosure as required under AS 15 (Revised) regarding Company''s gratuity plan is as follows:

Notes forming part of the financial statements

Note 4: During the previous year, the Company had advanced Inter-corporate deposits (ICD) to certain companies aggregating to Rs. 1,500 lacs at an interest rate of 21%. Out of these, amounts aggregating to Rs. 500 lacs, pertaining to one ICD has been received back without interest. The other deposits aggregating to Rs. 1,000 lacs are outstanding as at the year-end. Further, no interest has been received from these companies. The Company has followed-up with the companies for recovery of principle amount and interest and is hopeful of recovering the pending dues.

However, out of abundant caution, the Company, at the year-end has provided for the principle amounts of the outstanding ICDs aggregating to Rs. 1,000 lacs and also reversed the interest income aggregating to Rs. 173 lacs, accounted on these ICDs up to 31st December, 2012. The Company will account for the interest income as and when the same is received.

Note 5: The Board of Directors have recommended payment of Dividend of Rs. 0.40/- per Equity share of Rs. 10/- each i.e. 4%. The total outlay on this along with the dividend distribution tax aggregates to Rs. 257.12 lacs.

Note 6: The Company has filed claims for refund of excise duty on sales made to customers which are exported under ARE-1 with Department of Customs and Excise aggregating to Rs. 162 lacs. However, the department has issued orders rejecting the claims aggregating to Rs. 17.63 lacs and issued show cause notices for other claims stating that why the claims should not be rejected based on certain technical grounds. The Company has preferred an appeal against the orders passed and is also in the process of replying to the show cause notices. The Company is confident of succeeding in the matter.

Note 7: The figures of the previous year have been regrouped wherever necessary to correspond with those of the current year in-line with the Revised Schedule VI to the Companies Act, 1956.


Mar 31, 2012

Note 1: Background of the Company

The Company was incorporated in the year 1979, under the name Commercial Engineers & Body Builders Co Private Limited. The name was changed to "Commercial Engineers & Body Builders Co Limited" in the year 2010. The Company's Equity Shares were listed in the same year. The Company caters to Commercial Vehicles, Railways and Power sectors through manufacturing of Tipper, Load bodies, Wagons and components.

Note 2: Capital Commitments

The estimated amount of contracts remaining to be executed on capital account, and not provided for (net of advances) as at 31st March 2012 aggregate to Rs. 1,022.30 Lacs (Previous year - March 31, 2011 Rs. 8,680.70 Lacs) (including in respect of Joint venture nil (previous year Rs. 130.09).

Note 3: Contingent liabilities

(Rs. in Lacs)

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

a) Disputed demands of following authorities:

Income-tax 26.21 19.68

Excise duty (Rs. 19.41 Lacs (Previous year Rs. 19.41 lacs) paid under protest) (Also Refer note below) 4,955.86 4,663.64

Sales tax (Rs. 27.51 lacs ( Previous year Rs. 7.70 lacs) paid under protest) 138.78 77.03

Employees State Insurance Corporation - 0.96

(The Company has contested these demands before various authori- ties and is hopeful of success in the respective matters)

b) Bank Guarantee (Given as performance guarantee) 465.84 436.05

c) Letters of Credit (L/C) 996.66 1,280.83

Total 6,583.35 6,478.19

Note:

Pursuant to the Rule 10(A) of Central Excise Rules, 2002 which was inserted vide Notification no. 9/2007-CE(N.T) dated 1.03.2007, the Company has started paying differential Excise Duty on sales made to a customer (which is the subject matter of dispute in the aforesaid demands) since September'2010 under protest. The aggregate of such payment made under protest up to the year-end amounts to Rs. 238.62 Lacs (Previous year - Rs. 38.68 lacs). The same has been adjusted against unutilized CENVAT balance of the said customer lying with the Company based on the instructions received from the customer.

Note 4:

The Company had challenged the constitutional validity of entry tax collected by State of Madhya Pradesh on goods purchased from other states by fling a writ petition in Honorable High Court of Madhya Pradesh on 30th August, 2007. The petition was decided against the Company during the previous year. The Company had fled a special leave petition (SLP) before the Honorable Supreme Court, again challenging the constitutional validity of Entry Tax. As per the interim order passed by Supreme Court, the Company has been directed to deposit the unpaid Entry tax before the petition is decided.

The Company has already deposited Entry tax aggregating to Rs. 858.71 Lacs (Previous year - Rs. 606.15 Lacs) including interest Rs. 1.47 lacs (Previous year - Rs. 1.47 Lacs) for the period from April 2007 to Dec 2011 to the authorities, under protest (included in Note 20: 'Short Term Loans and Advances'). Balance amount of Entry tax payable for the period from january, 2012 to March 2012 aggregates to Rs. 118.30 Lacs, which will be deposited subsequently, under protest.

The Supreme Court has transferred the above SLP to a Higher Bench before the Chief justice of the Supreme Court of India for decision, which is pending. The Company is hopeful that the matter will be decided in its favor and hence no provision for the above is required in the accounts at this stage.

Note 5:

The Company has an agreement with a party for the purpose of engaging into a jointly Controlled Operations (jCO) to manufacture market and sell fabricated automobile bodies and components to Original Equipment Manufacturers and to other customers, at jamshedpur. As per the agreement, the Company and the other venture have agreed to share the distributable cash flow from the jCO after paying all taxes in the ratio of 60:40 respectively. In addition to the above, the Company is required to pay a fixed sum for grant of license to use the factory premises of the other venture for the purposes of the operations as follows:

In year 1 – Rs. 300,000 per month In year 2 – Rs. 315,000 per month In year 3 – Rs. 330,750 per month

Accordingly, 40% share of Profit from the operations for the year ended March 31, 2012 of Rs. 79.33 Lacs (Previous year- loss of Rs. 32 Lacs) have been transferred to the joint venture partner and disclosed as "Other expenses" in Note 27.

Note 6:

As per the information available with the company, the following are the details of dues to the creditors who have confirmed their registration under the Micro, Small and Medium Enterprises Development Act, 2006. (MSMED Act)

i) Dues remaining unpaid as at the year-end

Principal - Rs. 8.20 Lacs (Previous year Rs. 9.71 Lacs)

Interest - Rs. 14.70 Lacs (Previous year Rs. 13.51 Lacs)

ii) Interest paid in terms of Section 16 of the MSMED Act - Rs. nil (previous Year - Rs. nil)

iii) Amount of interest due and payable for the year of delay in making Payments - Rs. 1.19 Lacs (Previous year Rs. 1.05 Lacs)

iv) Amount of interest accrued and remaining unpaid as at the year-end - Rs. 14.70 Lacs (Previous year Rs. 13.51 Lacs)

v) Amount of interest due and payable on previous year's outstanding amount - Rs..13.51 Lacs. (Previous year Rs. 12.46 Lacs)

Note 7:

(a) Contributions are made to Provident Funds which covers all regular employees. Amount recognised as expense in respect of these Defined contribution plans, aggregate to Rs. 64.85 Lacs (Previous year Rs. 67.36 Lacs).

Provision is made for gratuity based upon actuarial valuation done at the end of every financial year using 'Projected unit Credit' method and it covers all regular employees. Gains and losses on changes in actuarial assumptions are accounted for in the Statement of Profit and Loss account.

Note 8:

The principal business of the Company is sheet metal fabrication and bodybuilding. All other activities of the Company revolve around its main business. Hence, there is only one reportable business segment as Defined by Accounting Standard 17 – "Segment Reporting" (AS 17).

Note 9:

In view of inadequacy of Profits in the previous year, the Company had applied to the Central Government for approval of the remuneration paid to the Managing Director and Whole Time Director. The Company has received approval from the Central Government on 25th October, 2011 for payment of annual remuneration of Rs. 84 lacs to Mr. Ajay Gupta (Whole Time Director) and Rs. 32.52 lacs to Mr. Kailash Gupta (Managing Director) for 2010-11. Consequent to the approval, remuneration paid to Mr. Ajay Gupta for the year ended March 31, 2012 has been reversed by Rs. 16.86 lacs being excess remuneration paid for the year ended March 31, 2012.

Note 10:

The Company during the year has availed External Commercial Borrowing (ECB) of uSD 6mn (Rs. 2957 lacs) for construction of new facility, for the purpose of manufacture of vehicle bodies in jabalpur. Total capital expenditure (including Capital advances) incurred on the project till March 31, 2012 aggregates to Rs. 4659.61 lacs.

The borrowing costs attributable to the aforesaid project aggregating Rs. 411.64 lacs (Previous year Rs. Nil) incurred during the year have been carried forward under Capital work-in-progress in accordance with AS 16 on 'Borrowing Costs' (Refer Note 26).

Note 11:

The figures of the previous year have been regrouped wherever necessary to correspond with those of the current year in- line with the Revised Schedule VI to the Companies Act, 1956.


Mar 31, 2011

1. Capital commitments:

The estimated amount of contracts remaining to be executed on capital account, and not provided for (net of advances) as at 31 st March, 2011 Rs. 8,680.70 lacs (Previous year: Rs. 152.84 lacs) (including in respect of loint Venture Rs. 130.09 lacs (Previous year Rs. Nil)).

2. Contingent liabilities:

Rs. in Lacs

As at 31st March, 2011 As at 31st March ,2010

a) Disputed demands of following authorities

Income tax 19.68 18.58

Excise duty ( Rs.19.41 lacs (Previous Year Rs.16.41 lacs) paid under protest) 4,663.64 1,727.38 (Also Refer Note No. 1 below)

Sales tax ( Rs. 7.70 lacs ( Previous Year Rs. Nil) paid under protest) 77.03 -

employees State Insurance Corporation (ESIC) (Refer Note No. 2 below) 0.96 -

(The Company has contested these demands before various authorities and is hopeful of success in the respective matters)

b) Bank Guarantee (Given as performance guarantee) 436.05 293.57

c) Letters of Credit (L/C) 1,280.83 12.65

Total 6,456.92 2,052.18

Note:

1) Pursuant to the Rule 10(A) of Central Excise Rules, 2002 which was inserted vide Notification no. 9/2007-CE(N.T) dated 1.03.2007, the Company has started paying differential Excise Duty on sales made to a customer (which is the subject matter of dispute in the aforesaid demands) since September 2010 under protest. The aggregate of such payment made under protest up to the year-end amounts to Rs. 38.68 lacs (Previous Year Nil).

3) The Company is in the process of filling reply with the ESIC authorities, as the said demand has arisen due to payment of ESIC dues under an incorrect code which needs to be rectified by the authorities.

4. The Company had challenged the constitutional validity of entry tax collected by State of Madhya Pradesh on goods purchased from other states by filing a writ petition in Honorable High Court of Madhya Pradesh on 30th August, 2007. The petition was decided against the Company during the previous year. The Company had filed a special leave petition (SLP) before the Honorable Supreme Court, again challenging the constitutional validity of Entry Tax. As per the interim order passed by Supreme Court, the Company has been directed to deposit the unpaid Entry tax before the petition is decided.

The Company has already deposited Entry tax aggregating to Rs. 606.15 lacs (Including Interest Rs. 1.47 lacs) for the period from April 2007 to Dec 2010 to the authorities, under protest (included in Schedule 10: 'Loans and Advances'). Balance amount of Entry tax payable forthe period from January 2011 to March 2011 aggregates to Rs. 45.11 lacs, which will be deposited subsequently, under protest.

The Supreme Court has transferred the above SLP to a Higher Bench before the Chief Justice of the Supreme Court of India for decision, which is pending. The Company is hopeful that the matter will be decided in its favor and hence no provision forthe above is required in the accounts at this stage.

5. The Company operates in the business of sheet metal fabrication and bodybuilding. Due to the nature of the production activities, wherein fixed assets like plant and machinery can be put to multiple uses and multiple activities can be carried out simultaneously in production premises etc., changes in related technology may not materially affect the productivity of the Company in future. Accordingly, the fixed assets acquired/purchased after 1st January, 2011 are being depreciated using the straight line method overthe management's estimate of useful life of these assets. Due to this change in providing for depreciation, the depreciation charge forthe year is lower and the written down value of such assets is higher by Rs. 6.68 lacs and the profit after tax for the year is higher by Rs. 6.62 lacs.

6. During the previous year, the Company has entered into an agreement with a party for the purpose of engaging into a Jointly Controlled Operations (]C0) to manufacture market and sell fabricated automobile bodies and components to Original Equipment Manufacturers and to other customers, at ]amshedpur. Per the agreement, the Company and the other venturer have agreed to share the distributable cash flow from the ]C0 after paying all taxes in the ratio of 60:40 respectively. In addition to the above, the Company is required to pay a fixed sum for grant of license to use the factory premises of the other venture for the purposes of the operations as follows:

In year 1 - Rs. 300,000 per month

In year 2- Rs. 315,000 per month

In year 3 - Rs. 330,750 per month

Accordingly, 40% share of loss from the operations for the year ended 31st March, 2011 aggregating to Rs. 32.00 lacs (Previous Year- Rs. 5.59 lacs) has been transferred to the joint venture partner and disclosed as "Other income" in Schedule 14.

7. During the previous year, pursuant to the resolution passed by the shareholders at the Extraordinary General Meeting held on 18th March, 2010, the Company has sub-divided each Equity share of Rs. 100/- each into 10 shares of Rs. 10/- each.

Further, the Company, during the previous year has issued 36,767,760 Equity shares of Rs. 10/- each as bonus shares at the rate of 6 shares for each share held at 18th March, 2010 aggregating to Rs. 3,676.77 lacs by way of capitalisation of Securities premium account and balance in Profit and Loss Account respectively.

8. As per the information available with the company, the following are the details of dues to the creditors who have confirmed their registration under the Micro, Small and Medium Enterprises Development Act, 2006. (MSMED Act)

i) Dues remaining unpaid as at the year-end

Principal - Rs.9.71 lacs (Previous Year 15.35 lacs) Interest - Rs.1.05 lacs (Previous Year 12.46 lacs)

ii) Interest paid in terms of Section 16 of the MSMED Act- Nil (Previous Year-Nil)

iii) Amount of interest due and payable for the year of delay in making payments- Rs. 1.05 lacs (Previous Year Rs. 3.62 lacs) iv) Amount of interest accrued and remaining unpaid as at the year-end - Rs.13.51 lacs (Previous Year Rs. 12.46 lacs) v) Amount of interest due and payable on previous year's outstanding amount - Rs.-12.46 lacs. (Previous Year Rs. 8.84 lacs)

9. (a) Contributions are made to Provident Funds which covers all regular employees. Amount recognised as expense in respect of these defined contribution plans, aggregate to Rs. 67.36 lacs (previous year Rs. 44.77 lacs).

Provision is made for gratuity based upon actuarial valuation done at the end of every financial year using 'Projected Unit Credit' method and it covers all regular employees. Gains and losses on changes in actuarial assumptions are accounted for in the Profit and Loss account.

10. The principal business of the Company is sheet metal fabrication and bodybuilding. All other activities of the Company revolve around its main business. Hence, there is only one reportable business segment as defined by Accounting Standard 17- "Segment Reporting" (AS 17).

11. During the year, the Company successfully completed the Initial Public Offering (IPO) of its shares which are now listed on the Bombay Stock Exchange and the National Stock Exchange. The IPO consisted of issue of 1,20,47,244 Equity Shares of Rs. 10/- each issued at a premium of Rs. 117 each, aggregating to Rs.127.

The expenses relating to the IPO aggregating to Rs.1,257.48 lacs, have been adjusted from the Securities premium account received as stated above in accordance with section 78 of the Companies Act, 1956.

12. Figures of previous year are regrouped wherever necessary to correspond with the figures of the current year.

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