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Notes to Accounts of Gabriel India Ltd.

Mar 31, 2017

a) Rights, preferences and restrictions attached to Equity shares:

The Company has only one class of share referred to as Equity shares having a par value of '' 1 per share. Each holder of Equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The final dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

In the unlikely event of liquidation of the Company, the holders of Equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of Equity shares held by the shareholders.

During the year ended March 31, 2017, the amount of per share dividend recognized as distributions to Equity shareholders was Rs, 0.45 (March 31, 2016: Rs, 1.20). (Refer note 1(t))

Liquidity risk arises from borrowings and other liabilities. The company manages its liquidity risk by ensuring availability of committed credit lines and borrowing facilities.

Foreign exchange risk arises from future commercial transactions and recognized assets and liabilities denominated in a currency that is not the company’s functional currency (INR). The risk is measured through a forecast of highly probable foreign currency cash flows. The company manages the risk by entering in foreign currency exposure contracts.

Foreign exchange exposures

The Company enters into Foreign Currency Exposures Contracts for the purpose of hedging its currency risk and interest rate risk. These contracts are entered to hedge underlying assets/liabilities, firm commitments and highly probable forecast transactions and are not intended for trading or speculation.

NOTE 1. The Company is entailed to refund of octroi and sales tax under incentive scheme of Maharashtra Government which as per accounting policy of the Company are recognized based on assessment of certainty of ultimate realization. Refund of octroi duty and taxes reflected under note 21 includes Rs, 29.47 mil (Previous year Nil) pertaining to earlier years recognized based on the aforesaid policy of revenue recognition.

NOTE 2. SEGMENT INFORMATION a) Primary Segment:

The Company operates only in one business segment viz. Auto Components and Parts.

b) Secondary Segment:

The Company caters mainly to the needs of Indian market and the export turnover being 4.47% (Previous year 4.12%) of the total turnover of The Company. There are no reportable geographical segments.

NOTE 3. RELATED PARTY TRANSACTION

In accordance with the Accounting Standard on “Related Party Disclosures” (AS 18), the disclosure in respect of transactions with the Company’s related parties are as follows:

A. Names of related parties and description of relationships

(As identified and certified by the Management)

1. Enterprises where control exists

Holding Company

Asia Investment Private Limited

2. Other related parties with whom transactions have taken place during the year.

a) Fellow subsidiaries

Anand Automotive Private Limited Anand I-Power Limited (erstwhile PCIL)

Victor Gaskets India Limited

Anand CY Myutec Automotive Pvt. Ltd (erstwhile Chang Yun India Private Limited)

b) Partnership Firm of Director

Anchemco ANAND LLP

* Estimated warranty costs are accrued at the time of sale of components on which the warranty provisions are applicable. It is expected that majority of the warranty provisions outstanding as on March 31, 2017 is likely to result in cash outflow within 12 months of the Balance Sheet date.

Warranty expenses for the year are net of reversal of '' 22 million (PY NIL)

** Others represents estimates made for probable claims arising out of litigations/disputes pending with authorities under various statutes including '' 16.29 Mil (Previous Year '' 6 Mil) reflected as exceptional items (Refer note 27) and for entry tax.The probability and the timing of the outflow with regard to these matters depend on the ultimate settlement/conclusion with the relevant authorities.

NOTE 4. During the financial year 2008-09, the Company paid remuneration to the Executive Directors in accordance with the resolutions passed by the Remuneration Committee of the Board of Directors and the Shareholders. An amount of Rs, 17.71 million was paid to the Executive Directors in excess of the limits prescribed under Section II of Part II of Schedule XIII of The Companies Act, 1956. The Company had obtained the Shareholders approval for these excess payments, in the Annual General Meeting held on July 28, 2009 and the same was charged to Statement of Profit and Loss of the said year. The Company had subsequently applied to the Central Government for approval of the excess payments. The Central Government gave approval as under :-

The Company had filed a review petition to the Central government in the financial year 2013-14 in respect of amount disallowed, which is pending for consideration. The company has filed a legal case against Mr Arvind Walia for recovery of excess amount paid, which is pending for decision.

NOTE 5. During the year the Company was required to spend Rs, 15.78 mil and has incurred CSR expenses of Rs, 15.78 mil (Previous year Rs, 12.24 mil) which represented donations/contributions to Companies which are engaged in CSR activities eligible under section 135 of the Companies Act as specified in Schedule VII.

NOTE 6. Th e company has charged depreciation based on the useful life of significant component of assets identified resulting in additional charge of Nil (Previous year Rs, 11.55 million) to the profit of the year.

NOTE 7. a) Employee benefits expense includes provision towards bonus of Nil (Previous year Rs, 41.12 million including Rs, 21.72 million for the period April 01, 2014 to March 31, 2015) arising due to retrospective amendment of Payment of Bonus Act,1965.

b) Royalty expense is net of the write back of Nil (previous year Rs, 28.17 million) relating to earlier year on finalisation of Technical Services Assistance Agreement

NOTE 8. With effect from April 01, 2016, the Company has changed its policy for accounting of derivative transactions to align with the Guidance Note for Derivative transactions issued by The Institute of Chartered Accountants of India, which is mandatory from that date. Accordingly, the Company has adopted hedge accounting in respect of derivative contracts entered on or after April 01 2016. Consequently, Mark to Market loss of Rs, 32.49 million , in respect of such contracts outstanding as on March 31,17, is carried to Cash Flow Hedge Reserve. Mark to Market gain of Rs, 0.02 million (net of tax) for the contracts outstanding as on April 01, 2016 is taken to opening reserves.

NOTE 9. Following are the details of Specified Bank Notes (SBN) held and transacted during the period 08/11/2016 to 30/12/2016 as required by notification of Ministry of Corporate affairs dated March 30, 2017:

NOTE 10. Previous year figures have been re-grouped/reclassified wherever necessary to conform to current year’s classification.


Mar 31, 2016

Note 1:

Te Company is entailed to refund of octroi and sales tax under incentive scheme of Maharashtra Government which as per accounting
policy of the Company are recognized based on assessment of certainty of ultimate realization. Refund of octroi duty and taxes
reflected under note 21 includes Rs. Nil (Previous year Rs. 11.15 million) pertaining to earlier years recognized based on the
aforesaid policy of revenue recognition.

Note 2: Segment information

(a) Primary Segment:

Te Company operates only in one business segment viz. Auto Components and Parts.

(b) Secondary Segment:

Te Company caters mainly to the needs of Indian market and the export turnover being 4.12% (Previous year 3.88%) of the total
turnover of Te Company. Tere are no reportable geographical segments.

Note 3: Related party transaction

In accordance with the Accounting Standard on "Related Party Disclosures" (AS 18), the disclosure in respect of transactions with
the Company''s related parties are as follows:

A. Names of related parties and description of relationships

(As identified and certified by the Management)

1. Enterprise where control exists

Holding Company

Asia Investment Private Limited

2. Other related parties with whom transactions have taken place during the year.

(a) Fellow subsidiaries

ANAND Automotive Private Limited

Anand I-Power Limited (erstwhile Perfect Circle India Limited ''PCIL'' )

Victor Gaskets India Limited

Chang Yun India Private Limited

(b) Partnership Firm of Director

Anchemco ANAND LLP

(c) Key Management Personnel

Mr.Manoj Kolhatkar (Managing Director)


* Estimated warranty costs are accrued at the time of sale of components on which the warranty provisions are applicable. It is
expected that majority of the warranty provisions outstanding as on March 31, 2016 is likely to result in cash outfow within 12
months of the Balance Sheet date.

** Others represents estimates made for probable claims arising out of litigations/disputes pending with authorities under
various statutes including Rs. 6 million(Previous Year Rs.6 million) reflected as exceptional items (Refer note 26) and for entry
tax. The probability and the timing of the outfow with regard to these matters depend on the ultimate settlement/conclusion with
the relevant authorities.


All the above expenses have been included under Note 24

Note 4.

During the financial year 2008-09, the Company paid remuneration to the Executive Directors in accordance with the resolutions
passed by the Remuneration Committee of the Board of Directors and the Shareholders. An amount of Rs 17.71 million was paid to
the Executive Directors in excess of the limits prescribed under Section II of Part II of Schedule XIII of Te Companies Act,
1956. Te Company had obtained the Shareholders approval for these excess payments, in the Annual General Meeting held on Te
Company had fled a review petition to the Central government in the financial year 2013-14 in respect of amount disallowed, which
is pending for consideration. Te company has filed a legal case against Mr Arvind Walia for recovery of excess amount paid, which
is pending for decision.

Note 5

During the year the Company has incurred CSR expenses of Rs.12.24 million (Previous year Rs.10.84 million) which represented
donations/contributions to Companies which are engaged in CSR activities eligible under section 135 of the Companies Act as
specified in Schedule VII.

Note 6

a) Te Company has recomputed the depreciation based on the useful life of the assets as per accounting policy (e) in Note 1. Tis
has resulted in additional charge of depreciation of Rs. Nil (previous year Rs. 52.45 million). Further, as per transitional
provision of the Act, the Company has adjusted the written down value of Rs. Nil (Previous year Rs. 16.31 million (net of
Deferred tax of Rs. 8.51 million)) in the opening balance of surplus in Profit and Loss in respect of assets whose residual
useful life was NIL as of 1st April 2014.

b) As stated in the same accounting policy, the company has charged depreciation based on the useful life of significant
component of assets identified resulting in additional charge of Rs 11.55 million to the Profit of the year.

Note 7

a) Employee benefits expense for the year includes provision towards bonus of Rs. 41.12 million ( including Rs. 21.71 million for
the period 1st April 2014 to 31st March 2015) arising due to retrospective amendment of Payment of Bonus Act,1965.

b) Royalty expense for the year is net of the write back of Rs 28.17 million relating to earlier year on finalization of
"Technical Services Assistance Agreement"

Note 8

Previous year figures have been re-grouped/reclassified wherever necessary to conform to current year''s classification.


Mar 31, 2015

1 The above Cash flow statement has been prepared under the indirect method set out in AS-3 issued by the Institute of Chartered Accountants of India.

2 Figures in brackets indicate cash outgo.

3 Previous period figures have been regrouped and recast wherever necessary to conform to the current year classification.

a) Rights, preferences and restrictions attached to Equity shares:

The Company has only one class of share referred to as Equity shares having a par value of Re.1 per share. Each holder of Equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The final dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

In the unlikely event of liquidation of the Company, the holders of Equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of Equity shares held by the shareholders.

During the year ended 31st March 2015, the amount of per share dividend recognized as distributions to Equity shareholders was H1.05 (31st March 2014: Re. 0.85).

Note 2 Contingent liabilities and commitments (to the extent not provided for)

(rs In Million) As at As at Particulars 31st March, 2015 31st March, 2014

Contingent liabilities :

Bills discounted with banks 149.61 209.76 Disputed tax matters :

a) Company in appeal 201.69 181.39

b) Matters decided in Company''s favour,tax authorities in appeal before the 41.44 41.44

High Court

c) Others 27.51 -

Claims against the Company, not acknowledged as debts 292.6 304.66

Commitments :

Estimated amount of unexecuted capital contracts 60.96 20.12 (net of advances and deposits)

others:

Guarantees issued by banks on behalf of the Company 19.02 18.72

Note 3 Foreign exchange exposures

The Company enters into Foreign Currency Exposures Contracts for the purpose of hedging its currency risk and interest rate risk. These contracts are entered to hedge underlying assets/liabilities,firm commitments and highly probable forecast transactions and are not intended for trading or speculation.

Note 4

The Company is entiled to refund of octroi and sales tax under incentive scheme of Maharashtra Government which as per accounting policy of the Company are recognised based on assessment of certainity of ultimate realisation.Refund of octroi duty and taxes reflected under note 21 includes H11.15 mil (Previous year H20.34 Million) pertaining to earlier years recognised based on the aforesaid policy of revenue recognistion.

Note 5 Segment information

a) Primary Segment:

The Company operates only in one business segment viz. Auto Components and Parts.

b) Secondary Segment:

The Company caters mainly to the needs of Indian market and the export turnover being 3.88% (Previous year 2.80%) of the total turnover of The Company. There are no reportable geographical segments.

Note 6 Related party transaction

In accordance with the Accounting Standard on "Related Party Disclosures" (AS 18), the disclosure in respect of transactions with the Company''s related parties are as follows:

A. Names of related parties and description of relationships (As identified and certified by the Management)

1. Enterprise where control exists:

Holding Company

Asia Investment Private Limited

2. Other related parties with whom transactions have taken place during the year: a Fellow subsidiaries Anand Automotive Private Limited Anand I-Power Limited (erstwhile PCIL)

Victor Gaskets India Limited Chang Yun India Private Limited B partnership Firm of Director

Anchemco (w.e.f 18th Sept 2014)

C Key Management personnel

Mr.Manoj Kolhatkar (Managing Director)

* Estimated warranty costs are accrued at the time of sale of components on which the warranty provisions are applicable. It is expected that majority of the warranty provisions outstanding as on March 31,2015 is likely to result in cash outflow within 12 months of the Balance Sheet date.

** Others represents estimates made for probable claims arising out of litigations/disputes pending with authorities under various statutes including H6.0 Million (Previous Year H42 Million) reflected as exceptional items (Refer note 27) ,sales tax,excise duty and entry tax.The probability and the timing of the outflow with regard to these matters depend on the ultimate settlement/conclusion with the relevant authorities.

Note 7

During the financial year 2008-09, the Company paid remuneration to the Executive Directors in accordance with the resolutions passed by the Remuneration Committee of the Board of Directors and the Shareholders. An amount of H17.71 million was paid to the Executive Directors in excess of the limits prescribed under Section II of Part II of Schedule XIII of The Companies Act, 1956. The Company had obtained the Shareholders approval for these excess payments, in the Annual General Meeting held on July 28, 2009.The Company has subsequently applied to the Central Government for approval of the excess payments. The Central Government gave approval as under :-

The Company had filed a review petition to the Central government in the financial year 2013-14 in respect of amount disallowed, which is pending for consideration.

Note 8

During the year the Company has incurred CSR expenses of H10.84 mil which represented donations/contributions to Companies which are engaged in CSR activities eligible under section 135 of the Companies Act as specified in Schedule VII.

Note 45

The Company has recomputed the depreciation based on the useful life of the assets as per accounting policy (e). This has resulted in additional charge of depreciation of H52.45 million for the year ended 31st March, 2015. Further, as per transitional provision of the Act, the Company has adjusted the written down value of H16.31 million (net of Deferred tax of H8.49 million)in the opening balance of surplus in Profit and Loss in respect of assets whose residual useful life was NIL as of 1st April 2014.

Note 9

Previous year figures have been re-grouped/reclassified wherever necessary to conform to current years classification.


Mar 31, 2014

Note 1: Contingent liabilities and commitments (to the extent not provided for)

Particulars As at As at 31st March, 2014 31st March, 2013 (Rs. In Million) (Rs. In Million)

Contingent liabilities :

Bills discounted with Banks 209.76 225.61

Disputed Tax matters :

a) Company in appeal 181.39 187.53

b) Matters decided in Company''s favour, tax authorities in appeal before the 41.44 41.44 High Court

Claims against the Company, not acknowledged as debts 304.66 300.86

Commitments :

Estimated amount of unexecuted capital contracts 20.12 100.33 (net of advances and deposits)

Others:

Guarantees issued by banks on behalf of the Company 18.72 17.29

Note 2: Foreign exchange exposures

The Company enters into Foreign Currency Exposures Contracts for the purpose of hedging its currency risk and interest rate risk. These contracts are not intended for trading or speculation.

Note 3: In terms of Government of Maharashtra policy refund of Octroi Duty under the Package Scheme of Incentives 2007,the Company is eligible to receive an amount not exceeding Rs.74.45 Million at Nashik plant for the period 01.11.2011 to 30.11.2015.During the year the Company has received an amount of Rs 20.34 million for the period 01.11.2011 to 31.03.2013 which is included under other operating income. The octroi refund entitlement for the year of Rs 19.80 million is recognised and is adjusted in material consumption.

Note 4: Segment information

a) Primary Segment:

The Company operates only in one business segment viz. Auto Components and Parts.

b) Secondary Segment:

The Company caters mainly to the needs of Indian market and the export turnover being 2.80% (Previous year 3.51%) of the total turnover of the Company. There are no reportable geographical segments.

Note 5: Related party transaction

In accordance with the Accounting Standard on "Related Party Disclosures" (AS 18), the disclosure in respect of transactions with the Company''s related parties are as follows:

A. Names of related parties and description of relationships

(As identified and certified by the Management)

1. Enterprise where control exists

Holding Company

Asia Investment Private Limited

2. Other related parties with whom transactions have taken place during the year.

A Fellow subsidiaries

Anand Automotive Limited Perfect Circle India Limited Victor Gaskets India Limited Chang Yun India Limited

B Key Management Personnel

Mr.Prakash Kulkarni (Former Executive Chairman) (upto 20th May 2011) Mr. Arvind Walia ( Former Managing Director) (upto 2nd Nov 2011) Mr. Manoj Kolhatkar (Managing Director)

Note 6: Previous year figures have been re-grouped/reclassified wherever necessary to conform to current years classification.


Mar 31, 2013

1. Foreign exchange exposures

The Company enters into Foreign Exchange Exposures Contracts for the purpose of hedging its currency risk and interest rate risk. These contracts are not intended for trading or speculation.

a) The following are the outstanding Forward Exchange Contracts entered into by the Company:

C) The Company has availed the long term foreign currency buyers credit (foreign currency loan) amounting to Euro 0.93 million with interest rate linked to Euribor. In order to hedge the currency risk and interest risk, the Company has entered into SWAP and forward contracts with its bankers with terms similar to the original foreign currency loan. Pursuant to the hedging of the foreign currency and interest risk, the foreign currency loan has been recorded as a fixed Indian currency loan.

2. Loans and advances includes due from officers of the Company current year Nil (Previous year Rs.0.61 million). Maximum amount due during the year Nil (Previous year Rs.0.64 million).

3. Segment information

a) Primary Segment:

The Company operates only in one business segment viz. Auto Components and Parts.

b) Secondary Segment:

The Company caters mainly to the needs of Indian market and the export turnover being 3.51% (Previous year 4.84%) of the total turnover of the Company. There are no reportable geographical segments.

4. RELATED PARTY TRANSACTIONS

In accordance with the Accounting Standard on "Related Party Disclosures" (AS 18), the disclosure in respect of transactions with the Company''s related parties are as follows:

A. Names of related parties and description of relationships

(As identified and certified by the Management)

1. Holding Company

Asia Investments Private Limited

2. Other related parties with whom transactions have taken place during the year.

A Fellow Subsidiaries

Anand Automotive Limited Anchemco Limited Perfect Circle India Limited Victor Gaskets India Limited Chang Yun India Limited

B Associate

Federal-Mogul Bearings India Limited (till 15-03-2012)

C Key Management Personnel

Mr. Deepak Chopra (Chairman)

Mr. Manoj Kolhatkar (Managing Director)

5. During the financial year 2008-09, the Company paid remuneration to the Executive Directors in accordance with the resolutions passed by the Remuneration Committee of the Board of Directors and the Shareholders. An amount of Rs 17.71 Million was paid to the Executive Directors in excess of the limits prescribed under Section II of Part II of Schedule XIII of the Companies Act, 1956. The Company had obtained the Shareholders approval for these excess payments, in the Annual General Meeting held on July 28, 2009.The Company has subsequently applied to the Central Government for approval of the excess payments. The Central Government gave approval as under:-

The company had filed a review petition to the Central Government in the financial year 2010-11 in respect of amount disallowed, which is pending for consideration.

6. The company announced compensation under Voluntary Retirement Scheme for employees in one of the unit during the year and paid a sum of Rs. 36.38 Million which is reflected as exceptional item in the Statement of Profit and Loss.

7. Previous year figures have been re-grouped/reclassified wherever necessary to conform to current years classification.


Mar 31, 2012

(a) Rights, preferences and restrictions attached to equity shares

(i) The Company has only one class of share referred to as equity shares having a par value of Re.1 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian Rupee. In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amount. The distribution will be in proportion to the number of equity shares held by the shareholders.

(ii) In the unlikely event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amount. The distribution will be in proportion to the number of equity shares held by the shareholders.

(ii) During the year ended 31 March, 2012, the amount of per share dividend recognized as distributions to equity shareholders was Re.1 (31 March, 2011: Re.1).

* Addition includes interest and pre operative expenses capitalized Rs. 8.08 Million (Previous Year Rs. Nil Million)

# Includes Leasehold land and buildings having a gross value of Rs. Nil Million (Previous Year Rs. 12.61 Million) and Rs. Nil Million (Previous year Rs. 19.16 Million) respectively, which were held by the Company for sale in the previous year.

@ Vehicles include Assets purchased on finance lease amounting to Rs. 18.92 Million (Previous Year Rs. 3.32 Million) with a written down value of Rs. 9.33 Million (Previous Year Rs. 2.82 Million) as at year end .

$ Depreciation for the year includes Rs. Nil Million (Previous Year Rs. 1.54 Million) of provision for assets not in use included under Schedule 16 - Manufacturing, administration, selling and distribution and other expenses.

1. CONTIGENT LIABILITIES AND COMMITMENTS (TO THE EXTENT NOT PROVIDED FOR)

Particulars As at As at 31 March, 2012 31 March, 2011 Rs. In Million Rs. In Million

Contingent liabilities :

Bills discounted, Letters of Credit and Bank guarantees 318.97 400.02

Income Tax, Sales Tax, Service Tax and Excise duty against which the company is in appeal. 157.28 96.70

Claims against the Company, not acknowledged as debts 321.96 24.05

Commitments :

Estimated amount of unexecuted capital contracts 111.64 337.00

(net of advances and deposits)

The Company enters into forward exchange contracts for the purpose of hedging its currency risk and interest rate risk. These contracts are not intended for trading or speculation.

2. The company is in the process of obtaining requisite clearance and completing the purchase formalities for the land situated at Khandsa,on which a manufacturing facility was set up in 2008.The company has paid an advance of Rs.90 million for the purchase of land which is included in Capital advance under the head Long term loans & advances.

3. Loans and advances include Rs.1.02 million (Previous year Rs.0.90 million) due from an officer of the company.Maximum amount due during the year Rs.1.19 million (Previous year Rs.1.32 million)

4. Segment information

a) Primary Segment:

The Company operates only in one business segment viz. Auto Components and Parts.

b) Secondary Segment:

The Company caters mainly to the needs of the Indian market and the export turnover being 4.84% (Previous year 3.00%) of the total turnover of the Company, there are no reportable geographical segments.

5. RELATED PARTY TRANSACTIONS

In accordance with the Accounting Standard on "Related Party Disclosures" (AS 18), the disclosure in respect of transactions with the Company's related parties are as follows:

A. Names of related parties and description of relationships

(As identified and certified by the Management)

1. Enterprise where control exists - Holding Company.

Holding Company

Asia Investments Private Limited

2. Other related parties with whom transactions have taken place during the year.

A Fellow Subsidiaries

Anand Automotive Limited Anchemco Limited Perfect Circle India Limited Victor Gaskets India Limited Chang Yun India Limited

B Associate

Federal-Mogul Bearings India Limited (till 15-03-2012)

C Key Management Personnel

Mr. Arvind Walia (till 01-09-2011)

Mr. Manoj Kolhatkar (from 01-09-2011)

6. The company has identified certain assets which are not in use.The WDV of these assets as at March 31,2012 is Rs.5.39 million (Previous year Rs. 14.98 million) and the same is fully provided for.

Para 132 of AS15 (revised 2005) does not require any specific disclosures except where expense resulting from compensated absence is of such size, nature or incidence that its disclosure is relevant under Accounting Standard No. 5 or Accounting Standard No. 18. In the opinion of the management the expense resulting from compensated absence is not significant and hence no disclosures are prepared under various paragraphs of AS 15 (revised 2005).

7. During the financial year 2008-09, the Company paid remuneration to the Executive Directors in accordance with the resolutions passed by the Remuneration Committee of the Board of Directors and the Shareholders. An amount of Rs 17.71 million was paid to the Execu- tive Directors in excess of the limits prescribed under Section II of Part II of Schedule XIII of the Companies Act, 1956. The Company had obtained the Shareholders approval for these excess payments, in the Annual General Meeting held on July 28, 2009.The company has subsequently applied to the Central Government for approval of the excess payments. The Central Government gave approval as under

The company had filed a review petition to the Central Government in the financial year 2010-11 in respect of amount disallowed, which is pending for consideration.

8. The company has availed the long term foreign currency buyers credit (foreign currency loan) amounting to Euro 1,013,956 with interest rate linked to Euribor.In order to hedge the currency risk and interest risk, the company has entered into SWAP and forward contracts with its bankers with terms similar to the original foreign currency loan.Pursuant to the hedging of the foreign currency and interest risk,the foreign currency loan has been recorded as a fixed Indian currency loan.

9. Previous year figures have been re-grouped/reclassified wherever necessary to conform to current years classification.


Mar 31, 2011

1. a) The Secured Term Loans amounting to Rs. 394.97 million (Previous Year Rs. 404.97 million) from banks are secured as follows:

i) Rs. 199.97 million (Previous year Rs. 199.97 million) from Bank of India is secured by first charge on specified movable plant and machinery installed at Khandsa plant and Chakan plant and collaterally secured by first and exclusive charge on the immovable properties situated at Hosur plant.

ii) Rs. 45.00 million (Previous year 75.00 million) from ING Vysya Bank, secured by equitable mortgage of Land and Building situated at Ambad plant.

iii) Rs. 150.00 million (Previous year Rs. NIL) from Kotak Mahindra Bank secured by first Pari Passu charge over the movable fixed assets both present and future and exclusive charge by way of equitable mortgage over the immovable properties situated at Chakan plant.

iv) Rs. NIL (Previous year Rs. 130.00 million) from State Bank of India was secured by hypothecation of the Company's entire movable fixed assets both present and future.

(b) Buyer's Import Credit for Capital Goods facility Rs. 60.21 million (Previous year NIL) is secured by exclusive charge on the Dyna Chrome plating machine and all related equipment.

(c) The Working capital facilities amounting to Rs. 658.55 million (Previous year Rs. 640.75 million) are secured by hypothecation of stocks, book debts and other current assets of the Company.

2. (a) Secured Term Loans from banks due for repayment within a year is Rs. 180.03 million (Previous year Rs. 171.11 million).

(b) Buyer's Import Credit for Capital Goods due for repayment within a year is Rs. NIL (Previous Year NIL)

(c) Fixed deposits due for repayment within a year Rs. 162.10 million (previous year Rs. 30.04 million)

(d) Sales Tax Deferral loan due for repayment within a year is Rs. 46.13 million (previous year Rs. 24.98 million).

(e) Other Loans and advances due for repayment within a year is Rs. 1.25 million (Previous year Rs. 1.56 million).

3. Estimated amount of contracts remaining to be executed on capital account and not provided for are Rs. 337.00 million (Previous year Rs. 127.46 million).

4. Contingent Liabilities are in respect of:

31.03.11 31.03.10

Rs. Million Rs. Million

(i) Bills discounted, Letters of Credit and Bank guarantees 400.02 422.86

(ii) Income Tax, Service Tax, Sales Tax and Excise duty 96.70 109.03 against which the Company is in appeal

(iii) Claims not acknowledged as debts 24.05 29.40

5. The Company is in process of obtaining requisite clearance and completing the purchase formalities for the land situated at Khandsa, on which a manufacturing facility was set up in 2008. As the clearance formalities are taking time, the Company has, during the year, agreed to make a onetime payment of Rs. 30 million for usage of the land. The expense has been fully charged off to Profit and Loss Account in the current year. The Company has paid an advance of Rs. 90 Million for the purchase of land which is included in CWIP.

6. Loans and Advances include Rs. 0.90 million (Previous year Rs. 1.43 million) due from an officer of the Company. Maximum amount due during the year Rs. 1.32 million (Previous year Rs. 1.66 million).

7. Segmental Reporting:

a) Primary Segment:

The Company operates only in one business segment viz. Auto Components and Parts.

b) Secondary Segment:

The Company caters mainly to the needs of Indian market and the export turnover being 3.00% (Previous year 1.81%) of the total turnover of the Company; there are no reportable geographical segments.

8. In accordance with the Accounting Standard on "Related Party Disclosures" (AS 18), the disclosure in respect of transactions with the Company's related parties are as follows:

A. Names of related parties and description of relationships (As identified and certified by the Management)

1. Enterprise where control exists - Holding Company. Holding Company Asia Investment Private Limited, March 25, 2011

2. Other related parties with whom transactions have taken place during the year.

A Fellow Subsidiaries

Anand Automotive Limited Anchemco Limited Perfect Circle India Limited Victor Gaskets India Limited Chang Yun India Limited

B Associate

Federal-Mogul Bearings India Limited

C Key Management Personnel

Mr. Prakash Kulkarni Mr. Arvind Walia

9. The Company has the following provision in the books of account as on March 31, 2011

Estimated warranty costs are accrued at the time of sale of components on which the warranty provisions are applicable. It is expected that majority of the warranty provision outstanding as on 31st March 2011 is likely to result in cash outflow within 18 months of the Balance Sheet date.

10. Job work charges included in cost of materials amount to Rs. 348.05 million (Previous Year Rs. 333.93 million).

11. Actual consumption of raw material as disclosed in the profit and loss account is derived on the basis of opening stock purchase- closing stock = consumption. The standard consumption based on the bill of material is not fully computed by this company in one of its plants. Accordingly the amount relating to the abnormal scrap, rejections and wastages which is inbuilt in the above mentioned consumption relating to these plants is not available.

12. The Company has identified certain assets which are not in use. The WDV of these assets as at March 31, 2011 is Rs. 14.98 million (Previous Year Rs. 17.89 Million) against which an additional provision of Rs. 1.54 million (previous year Rs. 4.61 million) has been made during the year. The total provision being carried at March 31, 2011 is Rs. 14.98 million (Previous Year Rs. 13.42 Million).

IX. The contributions expected to be paid to the plan during the annual period beginning after the balance sheet date is indeterminable as the information from the fund manager has not been received.

X. Para 132 of AS15 (revised 2005) does not require any specific disclosures except where expense resulting from compensated absence is of such size, nature or incidence that its disclosure is relevant under Accounting Standard No. 5 or Accounting Standard No. 18. In the opinion of the management the expense resulting from compensated absence is not significant and hence no disclosures are prepared under various paragraphs of AS 15 (revised 2005).

13. During the year, the Company has availed a long term foreign currency buyers credit ("foreign currency loan") amounting to Euro 1,013,956 with interest rate linked to Euribor. In order to hedge the currency risk and interest rate risk, the Company has entered into SWAP and forward contracts with its bankers with terms similar to the original foreign currency loan. Pursuant to the hedging of the foreign currency and interest rate risk, the foreign currency loan has been recorded as a fixed Indian currency loan.

14. During the year discrepancies arising from timing differences in recording of consumption of certain raw materials were noticed in one of the manufacturing units of the Company. Consequently Rs. 23.3 million of Raw Material purchases pertaining to year ended March 31, 2010 and consequential tax impact of Rs. 6.10 million has been recorded in the year ended March 31, 2011.

15. Previous year figures have been re-grouped/reclassified wherever necessary to conform to current year's classification.


Mar 31, 2010

1. a) The Term Loans amounting to Rs. 404.97 million (Previous Year Rs. 774.02 million) from banks are secured as follows:

i) Rs. 130.00 million (Previous year Rs. 54.30 million) from State Bank of India is secured by hypothecation of the Company’s entire movable fixed assets both present and future.

ii) Rs. 199.97 million (Previous year Rs. 130.42 million) from Bank of India , secured by first charge on specified movable plant and machinery installed at Khandsa plant and Chakan plant and also collaterally secured by first and exclusive charge on the immovable properties situated at Hosur plant.

iii) Rs. 75.00 Million (Previous year Nil) from ING Vysya Bank, is secured by equitable mortgage of Land and Building situated at Ambad plant.

iv) Rs. Nil (Previous year Rs. 200.00 million) loan from State Bank of India is secured by hypothecation of the Company’s entire movable fixed assets both present and future.

v) Rs. Nil (Previous year Rs. 214.30 million) from ABN AMRO Bank, secured by first Pari Passu charge over the movable fixed assets both present and future and exclusive charge by way of equitable mortgage over the immovable properties situated at Chakan plant.

vi) Rs. Nil (Previous year Rs. 175.00 million) from ING Vysya Bank is secured by second Charge of the movable fixed assets and an exclusive charge by way of equitable mortgage over the immovable properties situated at Ambad plant.

(b) The Working capital facilities amounting to Rs. 640.75 million (Previous year Rs. 501.21 million) are secured by hypothecation of stocks, book debts and other current assets of the Company.

2. (a) Secured Term Loan from banks due for repayment within a year are Rs. 171.11 million (Previous year Rs. 191.40 million).

(b) Fixed deposits due for repayment with in a year Rs. 30.04 million (previous year Rs.22.22 million)

(c) Sales Tax Deferral loan due for repayment within a year is Rs. 24.98 million (Previous year Rs. 15.28 million).

(d) Other Loans and Advances due for repayment within a year are Rs. 1.56 million (Previous year Rs. 0.65 million).

3. Estimated amount of contracts remaining to be executed on capital account and not provided for are Rs. 127.46 million (Previous year Rs. 342.78 million).

4. (a) Contingent Liabilities are in respect of: 31.03.10 31.03.09 Rs. Million Rs. Million

(i) Bills discounted, Letters of Credit and Bank guarantees 422.86 366.27

(ii) Income Tax, Sales Tax and Excise duty against which appeals are pending 109.03 100.44

(iii) Claims not acknowledged as debts 29.40 241.22

(iv) Interest unpaid to Micro, Small and Medium Enterprises 2.50 3.21

5. The company has signed an MOU with Mahle Filter Systems India Limited for purchase of land at Khandsa, on which the Company has set up plant and building. Mahle Filter Systems India Limited is in process of obtaining necessary Government clearances for tranferring the title of lands to the company.

6. Loans and Advances include:

a) Rs. 1.43 million (Previous year Rs. 1.55 million) due from an officer of the company. Maximum amount due during the year Rs. 1.66 million (Previous year Rs. 3.40 million).

b) Rs. 0.19 million (Previous year Rs. 4.72 million) of debts due from Private Limited Companies and Firms where any director is a director or partner.

7. Segmental Reporting:

a) Primary Segment:

The Company operates only in one business segment viz. Auto Components and Parts.

b) Secondary Segment:

The Company caters mainly to the needs of Indian market and the export turnover being 1.81% (Previous year 2.10%) of the total turnover of the company; there are no reportable geographical segments.

8. In accordance with the Accounting Standard on “Related Party Disclosures” (AS 18), the disclosure in respect of transactions with the Company’s related parties are as follows:

A. Names of related parties * and description of relationships

1. Mr. Prakash Kulkarni - Key Management Personnel

2. Mr. Arvind Walia – Key Management Personnel

3. Federal Mogul Bearings India Limited formerly Anand Engine Components Limited-Associate

4. Asia Investments Private Limited - Entity in respect of which the company is an associate. * As identified and certified by the Management

9. The Company enters into forward exchange contracts being derivative instruments, for the purpose of hedging its currency risk and are not intended for trading or speculation.

10. Actual consumption of raw material as disclosed in the Profit and Loss account is derived on the basis of Opening stock + purchases - closing stock =Consumption. The standard consumption based on the bill of material is not fully computed by the company in two of its plants. Accordingly, the amount relating the abnormal scrap, rejections and wastages which is inbuilt in the above mentioned consumption relating to these plants are not fully readily available.

11. The Company has identified certain assets which are not in use. The WDV of these assets as at March 31, 2010 is Rs. 17.89 million (Previous Year Rs.24.99 Million) against which an additional provision of Rs. 4.61 million (previous year Rs. 5.19 million) has been made during the year. The total provision being carried at March 31, 2010 is Rs. 13.42 million (Previous Year Rs. 8.81 Million).

12. The amounts of Inter Corporate Deposits outstanding as at the year end from Asia Investments Pvt Ltd, a shareholder of the company are Rs. Nil (previous year Rs. 82.5 million), from Anfilco Limited Rs. 75 million (Previous year Rs.10 million) and from Anand Automotive Systems Limited Rs. 5 million (Previous Year Rs Nil).

13. Other income includes Rs. Nil (previous year Rs. 9.00 million) of reimbursement towards shifting expenses for the manufacturing facility located at Gurgaon.

14. Profit on sale of assets includes gain of Rs. Nil (previous year Rs. 42.80 million) for ceding development rights for a part of the land located at Mulund, Mumbai.

15. One case involving fraudulent purchases of stores and consumables through falsification of records and documents was detected during the year. Based on the investigations carried out by the Company, the estimated amount involved is Rs 4.1 Million over a period of time including previous years. Necessary legal process has been initiated for the recovery of the amount.

16. (a) During the previous year, the Company paid remuneration to the Executive Directors in accordance with the resolutions passed by the Remuneration Committee of the Board of Directors and the Shareholders. An amount of Rs 12.94 million was paid to the Executive Directors in excess of the limits prescribed under Section II of Part II of Schedule XIII of the Companies Act, 1956. The Company had obtained the Shareholders approval in the Annual General Meeting held on July 28, 2009 and has applied to the Central Government and their approval is awaited.

(b) The Company has purchased machinery from related party i.e. Asia Investments Private Limited without the prior approval of Central Government under Section 297 of the Companies Act, 1956. The Company has filed for Compounding of offence under Section 621A of the Companies Act, 1956 to the Central Government and their approval is awaited.

(c) The Company has given Inter Corporate Deposits to related party i.e. Asia investments Private Limited without the prior approval of Central Government under Section 295 of the Companies Act, 1956. The Company has filed for Compounding of offence under Section 621A of the Companies Act, 1956 to the Central Government and their approval is awaited.

17. Previous year figures have been re-grouped/reclassified wherever necessary to conform to current year’s classification.

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