Notes to Accounts of Manaksia Ltd.

Mar 31, 2018

1. Company Overview

Manaksia Limited (“the Company”) is a public limited company incorporated in India having its registered office situated at 8/1, Lal Bazar Street, Bikaner Building, Kolkata - 700 001. The Company has its shares listed on the Bombay Stock Exchange (BSE) and the National Stock Exchange (NSE). The Company is primarily engaged in the business of trading of Metals and other items.

a) Terms/rights attached to each class of shares Equity Shares:

The Company has only one class of equity shares having a par value of Rs.2/-. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive any of the 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.

2.1 As on 1st April 2016 and as on 31st March 2017 - The amount is secured on Fixed Deposit pledged by Related Party

2.2 As on 31st March 2018 - The amount is secured on Fixed Deposit pledged by the Company.

*Disclosure of payables to MSME vendors as defined under the ““Micro, Small and Medium Enterprise Development Act, 2006”“ is based on the information available with the Company regarding the status of registration of such vendors under the said Act, as per the intimation received from them on requests made by the Company. There are no overdue principal amounts/interest payable for delayed payments to such vendors at the Balance Sheet date. There are no delays in payment made to such suppliers during the year or for earlier years and accordingly there is no interest paid or outstanding interest in this regard in respect of payments made during the year or brought forward from previous years.

3. Entities over which KMP’s and their relatives have significant influence as identified in terms of Ind AS-24, “Related Party Disclosure “ applicable w.e.f. 01.04.2017

Manaksia Steels Limited.

Manaksia Aluminium Company Limited

Manaksia Coated Metals & Industries Limited

4. Employee Benefits

I) Defined Contribution Plan

Contribution to defined contribution plan, recognized are charged off during the year as follows :

II) Defined Benefit Plan

Gratuity is paid to employees under the Payment of Gratuity Act 1972 through unfunded scheme. The present value of obligation is determined based on actuarial valuation using Projected Unit Credit Method, which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

f) Sensitivity Analysis

Significant actuarial assumptions for the determination of the define benefit obligation are discount rate, expected salary increase and mortality. The sensitivity analysis below have determind based on reasonably possible changes of the assumptions occuring at the end of the reporting period, while holding all other assumptions constant. The result of sensitivity analysis is given below :

II) Fair Value Hierarchy

All Financial Assets & Financial Liabilites are carried at amortised cost except Investments in quoted Equity Instruments and Units of Mutual Funds, which have been fair valued.

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

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

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

III) Financial Risk Management

In the course of its business, the Company is exposed primarily to fluctuations in foreign currency exchange rates, interest rates, equity prices, liquidity and credit risk, which may adversely impact the fair value of its financial instruments. The Company’s focus is on foreseeing the unpredictability of financial markets and seek to minimize potenti al adverse effects on its financial performance.

a) Market Risk -

Market Risk Comprises of Foreign Currency Exchange Rate Risk, Interest Rate Risk & Equity Price Risk

i) Exchange Rate Risk

The fluctuati on in foreign currency exchange rates may have a potenti al impact on the Statement of Profit and Loss and Equity, where any transactions are denominated in a currency other than the functional currency of the Company.

The Company’s Exchange Rate Risk exposure is primarily due to Trade Payables, Trade Receivables and Borrowings in the form of Buyers’ Credit denominated in foreign currencies. The Company uses foreign exchange and forward contracts primarily to hedge foreign exchange exposure.

An appreciation/depreciation of the foreign currencies with respect to functional currency of the Company by 1% would result in an increase/decrease in the Company’s Net Profit before Tax by approximately Rs. 17.96 lacs for the year ended March 31, 2018 (March 31, 2017 : - Rs. 29.23 lacs)

ii) Interest Rate Risk

Interest rate risk is measured by using the cash flow sensitivity for changes in variable interest rates. The Company does not have any interest bearing liabilities having floating rate of interest. Hence, the Company does not have any material exposure to Interest Rate Risk.

iii) Equity Price Risk

Equity price risk is related to change in market reference price of investments in equity securiti es held by the Company. The fair value of quoted investments held by the Company exposes the Company to equity price risks. In general, these investments are held for trading purposes.

The fair value of quoted investments in equity, classified as Fair Value through Other Comprehensive Income as at March 31, 2018, March 31, 2017 and April 1, 2016, was Rs. 2.35 lacs, Rs.1.90 lacs and Rs. 2.05 lacs respectively.

A 10% change in equity prices of such securities held as at March 31, 2018, March 31, 2017 and April 1, 2016, would result in an impact of Rs. 0.24 lacs, Rs. 0.19 lacs and Rs. 0.21 lacs respectively on equity before tax impact.

b) Liquidity Risk -

Liquidity risk refers to the risk that the Company cannot meet its financial obligati ons. The objective of liquidity risk management is to maintain sufficient liquidity and ensure that funds are available for use as per requirements.

The Company has obtained fund and non-fund based working capital facilities from various banks. The Company invests its surplus funds in bank fixed deposit, equity instruments and mutual funds, which carry no or low market risk.

c) Credit Risk -

Credit risk is the risk of financial loss arising from counter-party failure to repay or service debt according to the contractual terms or obligations. Credit risk encompasses both the direct risk of default and the risk of deterioration of creditworthiness.

Financial instruments that are subject to credit risk principally consist of Trade Receivables, Loans Receivables, Investments, Cash and Cash Equivalents and Financial Guarantees provided by the Company. None of the financial instruments of the Company result in material concentration of credit risk.

The Company has a policy of dealing only with credit worthy counter parties as a means of mitigating the risk of financial loss from defaults. The Company manages risks through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the company grants credit terms in the normal course of business.

5. Capital Management

The Company’s capital management is intended to create value for shareholders by facilitati ng the meeti ng of long term and short term goals of the Company.

The Company determines the amount of capital required on the basis of annual business plan coupled with long term and short term strategic investment and expansion plans. The funding needs are met through cash generated from operations and short term bank borrowings.

The Company monitors the capital structure on the basis of net debt to equity ratio and maturity profile of the overall debt portfolio of the Company. Net debt includes interest bearing borrowings less cash and cash equivalents, other bank balances and current investments. The table below summarises the capital, net debt and net debt to equity ratio of the Company.

6. First Time Adoption of Indian Accounting Standards (Ind AS)

These Standalone Financial Statements of Company for the year ended March 31, 2018 have been prepared in accordance with Indian Accounting Standards (Ind AS). For the purposes of transition to Ind AS, the Company has followed the guidance prescribed in Ind AS 101-First Time Adoption of Indian Accounting Standard, with April 1, 2016 as the transition date and IGAAP as the previous GAAP.

The transition to Ind AS has resulted in changes in the presentation of the financial statements, disclosures in the notes thereto and accounting policies and principles. The accounting policies set out in Note 2 have been applied in preparing the standalone financial statements for the year ended March 31, 2018 and the comparative information. Exemptions on first time adoption of Ind AS availed in accordance with Ind AS 101 have been set out in note 38.1 below. An explanation of how the transition from previous GAAP to Ind AS has affected the Company’s Balance Sheet, Statement of Profit and Loss, is set out in note 38.2 and 38.3.

7.1 Exemptions availed on First Time Adoption of Indian Accounting Standards (Ind AS)

Ind AS 101 “First time Adoption of Indian Accounting Standards” permits Companies adopting Ind AS for the first time to take certain exemptions from the full retrospective application of Ind AS during the transition. The Company has accordingly on transition to Ind AS availed the following key exemptions :

I. Business Combination

In accordance with Ind AS 101, the Company has elected not to restate business combinations that occurred before the date of transition i.e. 1st April 2016. In view of the same, the Indian GAAP carrying amounts of assets and liabilities, that are required to be recognized under Ind AS, is their deemed cost at the date of the acquisition. After the date of the acquisition, measurement is in accordance with respective Ind AS.

II. Property, Plant & Equipment

In accordance with Ind AS 101, the Company has elected to continue with the carrying values under previous GAAP as deemed cost at the transition date i.e. 1st April 2016 for all the items of property, plant and equipment.

III Designation of previously recognized financial instruments

Under Ind AS 109, at initial recognition of a financial asset, an entity may make an irrevocable election to present subsequent changes in the fair value of an investment in an equity instrument in other comprehensve income. Ind AS 101 allows such designation of previously recognized financial assets, as ‘FVOCI’ on the basis of the facts and circumstances that existed at the date of transition to Ind AS.

Explanatory Notes to Balance Sheet Reconciliation as at April 1, 2016 and at March 31, 2017

1 Non- current Investments

Fair Valuation of quoted Equity Investment carried at fair value through Other Comprehensive Income under Ind AS.

2 Deferred Tax Assets

Corresponding Deferred tax recognised on fair valuation of quoted Equity Investment carried at Fair Value through Other Comprehensive Income under Ind AS.

3 Financial Assets- Loans

Ind AS 109 requires to recognise loss allowances on trade receivable and other financial assets of the Company, at an amount equal to the lifetime expected credit loss or the 12 month expected credit loss based on the increase in the credit risk.

4 Other Current Assets

Preliminary Expenditure derecognised under Ind AS on transition date.

Notes:

A Under Ind AS, Gain/(Loss) on Fair Valuation of Investments in Quoted Equity Instruments and Actuarial Gains/Losses on Gratuity with corresponding Deferred Tax effect thereon are routed through Other Comprehensive Income instead of profit or loss.

B Preliminary Expenditure derecognised under Ind AS on transition date. Corresponding portion charged earlier has been reversed.

8. The Company has presented segment information in the consolidated financial statements which are presented in the same financial report. Accordingly, in terms of Paragraph 4 of Ind AS 108 ‘Operating Segments’, no disclosures related to segments are presented in this standalone financial statements.

9. Corresponding comparative figures for the previous years have been regrouped and readjusted wherever considered necessary to conform to the current year presentation.

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Mar 31, 2015

1. As per the Accounting Standard on Segment Reporting (AS-17), segment information has been provided in the Notes to the Consolidated Financial Statements.

2. The certified copy of the Order of Hon'ble Calcutta High Court sanctioning the Scheme of Arrangement under section 391 to 394 of the Companies Act, 1956 ("the Scheme") for demerger of the Aluminium, Steel, Packaging and Coated Metal & Mosquito Coil Undertakings of Manaksia Ltd. on a going concern basis w.e.f. the appointed date (i.e. 1st October 2013) into four wholly owned subsidiaries namely Manaksia Aluminium Company Limited, Manaksia Steels Limited, Manaksia Industries Limited and Manaksia Coated Metals & Industries Limited respectively as approved by shareholders in the court convened meeting on 7th January, 2014 with requisite majority was received on 19th November, 2014 and with fi ling of the same with the Registrar of Companies, West Bengal on 23.11.2014, the scheme has become operational.

3. Pursuant to the Scheme, the said transfer has been affected at the values appearing in the books of the Company as at 30th September, 2013 and recorded as such in book of accounts of all the four transferee Companies. The book value of assets and liabilities as on that date has been detailed out below:

4. Further in terms of the Scheme, as on record date, shareholders of the Company holding 1 equity share of nominal value of Rs 2/- each fully paid have received:

1) 1 (One) Equity Share of nominal value of Re 1/- credited as fully paid in Manaksia Aluminium Company Limited

2) 1 (One) Equity Share of nominal value of Re 1/- credited as fully paid in Manaksia Steels Limited

3) 1 (One) Equity Share of nominal value of Re 1/- credited as fully paid in Manaksia Coated Metals & Industries Limited

4) 1 (One) Equity Share of nominal value of Re 1/- credited as fully paid in Manaksia Industries Limited

5. As stipulated in the Scheme, excess of net assets so transferred, amounting to Rs. 44,439.99 lacs has been adjusted against Reserves in the financial statements in the sequence hereunder:

Firstly, against Security Premium Reserve

The balance against General Reserves

6. Pursuant to the Scheme between Manaksia Limited and Manaksia Aluminium Company Limited, Manaksia Steels Limited, Manaksia Coated Metals & Industries Limited and Manaksia Industries Limited (the Companies), the Companies got demerged from the appointed date of 01.10.2013. Investment in Equity shares of demerged Companies were cancelled simultaneously upon allotment of shares by the demerged companies to the shareholders of Manaksia Ltd and this amount was adjusted with General Reserve of Manaksia Ltd.

7. Effective from April 1, 2014, the Company has charged depreciation based on the revised remaining useful lives of the assets as per the requirement of Schedule II to the Companies Act, 2013. Due to above, depreciation charge for the year ended March 31, 2015, is higher and Profit after tax is lower by Rs. 20.39 lacs. An amount of Rs 56.49 Lacs (net of deferred tax) has been recognized in the opening balance of retained earnings for the assets where remaining useful life as per Schedule II is Nil.

8. Corresponding comparative figures for the previous year have been regrouped and readjusted wherever considered necessary to confirm to the current year presentation.

9. Current period figures are for 12 months ended 31st March 2015 in respect of residual undertaking remaining after demerger and previous period figures include the results of entire undertaking from start of Financial year (i.e 1st April 2013) to period prior to appointed date of demerger (i.e 30th September 2013). Since the reporting period of residual undertaking are not same, these figures are not comparable

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Mar 31, 2014

1 a) Details of aggregate number of shares, alloted without payment being received in cash,alloted as bonus shares and bought back, if any, for the period of five years immediately preceeding the Balance Sheet date:

4,000,000 Equity Shares of Face Value of Rs. 2/- each were bought back and extinguished in the year 2010-11.

b) The Company is not a Subsidiary Company.

c) No Shares has been reserved for issue under options and contracts/commitments for the sale of shares/disinvestment

d) Terms/rights attached to each class of shares Equity Shares:

The Company has only one class of equity shares having a par value of Rs.2/-. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive any of the 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.

Note:

2.1 The Current part of Long Term Borrowings, as above, have been shown under Other Current Liabilities (Note No.9), as Current Maturities of long term debt, as per the requirement of Schedule VI.

2.2 Rupee Term Loan: The Company''s Secured Corporate Loan facilities are secured by First Charge on Fixed Asset (Movable and Immovable) of the respective units of the Company except for the following which are secured on the 2nd charge basis:- - Fixed assets of Packaging Unit at Bankura.

- Movable Plant & Machinery of Packaging Unit at Bhopal

The amount is further secured on second charge basis on the current assets of the respective units of the Company.

Note: 3.1 The Company''s Secured Working Capital facilities are secured by First Charge on the current assets of the respective units of the Company ranking pari passu with the respective Working Capital Bankers.

The amount is further secured on second charge basis on fixed assets of the respective units of the Company ranking pari passu with the respective Working Capital Bankers except for the following which are secured on the 1st charge pari passu basis:- Fixed assets of the Steel Unit at Haldia Fixed Assets of Steel & Packaging Units at Bankura Movable Plant & Machinery of Packaging Unit at Bhopal

Disclosure of payables to MSME vendors as defined under the "Micro, Small and Medium Enterprise Development Act, 2006" is based on the information available with the Company regarding the status of registration of such vendors under the said Act, as per the intimation received from them on requests made by the Company.

There are no overdue principal amounts/interest payable amounts for delayed payments to such vendors at the Balance Sheet date. There are no delays in payment made to such suppliers during the year or for earlier years and accordingly there is no interest paid or outstanding interest in this regard in respect of payments made during the year or brought forward from previous years.

ii) Defined benefit plan

Gratuity is paid to employees under the Payment of Gratuity Act 1972 through unfunded scheme. The present value of obligation is determined based on actuarial valuation using projected unit credit method, which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

The estimates of rate of escalation in salary considered in actuarial valuation, takes into account inflation,seniority, promotion and other relevant factors. The above information has been certified by the actuaries.

4) Contingent Liabilities & Commitments: I) Contingent Liability

A. Claims against the company/disputed liabilities not acknowledged as Debts

(Rs. In Lacs)

Sl Particulars 31st March 31st March No 2014 2013

1 Excise duty demands under appeal 788.93 738.61

2 Sales tax under appeal 257.26 101.02

3 Income tax demands under appeal 77.75 73.53

4 Excise duty liability on goods exported pending submission of proof of export 388.89 30.72

5 Lease Rent 8.66 NIL

6 Service Tax 124.89 72.48

7 Municipal Tax 111.24 111.24

8 Demand by Haldia Development Authority towards Land Premium 332.50 332.50

9 Stamp Duty for Registration of Land 49.45 49.45

B. Guarantees (Rs. In Lacs)

Particulars 31st March 31st March 2014 2013

Guarantees in favour of banks/institutions against facilities granted to NIL 2,605.44

subsidiaries

a) Name & Relationship of the Related Parties

Particulars Relationship

MINL Ltd.

Dynatech Industries Ghana Ltd.

Euroasian Ventures FZE

Jebba Paper Mills Ltd (Subsidiary of MINL Ltd)

Manaksia Aluminium Co Ltd

Manaksia Coated Metals & Industries Ltd

Manaksia Ferro Industries Ltd

Subsidiary Companies

Manaksia Overseas Ltd

Manaksia Steels Ltd.

Manaksia Industries Ltd

Mark Steels Ltd

(Subsidiary of Manaksia Ferro Industries Ltd)

Euroasian Steels LLC

(Subsidiary of Euroasian Ventures FZE)

Arena Machineries Ltd. Associates

Mr.Basant Kumar Agrawal

Mr.Suresh Kumar Agrawal

Mr.Sushil Kumar Agrawal Key Management Personanel

Mr.Sunil Kumar Agrawal

Mr.Debarata Guha

Mr M P Agrawal

Mr.B D Agrawal

Mr Aditya B Manaksia Relatives to Key Management Personnel Mr Varun Agrawal

Mr Karan Agrawal

Mr Anirudha Agrawal

Mr Vineet Agrawal

Ms Prachi Agrawal

Notes : i) Transactions have taken place on arm''s length basis.

ii) No amount in respect of debts pertaining to the related parties have been written off or written back during the year. iii) No provision for doubtful debts is required to be made for the year in respect of debt due from related parties.

5) As per the Accounting Standard on Segment Reporting (AS-17), segment information has been provided in the Notes to the Consolidated Financial Statements.

6) Due to continued volatility in the value of Rupee against the US Dollar and other foreign currencies during the quarter under review, the loss/gain arising out of foreign exchange fluctuations items has been considered as exceptional item.

7.1) The shareholders of the Company in the Court Convened Meeting held on 7th January 2014, pursuant to the directives dated 13th November 2013 of Hon''ble High at Calcutta, have approved with requisite majority the Scheme of Arrangement (Scheme) under provisions of Sections 391 to 394 of the Companies Act, 1956 (Act) for demerger of the Aluminium, Steel, Packaging and Coated Metals & Mosquito Coil undertakings of the Company on a going-concern basis w.e.f. appointed date i.e. 1st October 2013 into four wholly owned subsidiary companies namely Manaksia Aluminium Company Ltd., Manaksia Steels Ltd., Manaksia Industries Ltd. and Manaksia Coated Metals & Industries Ltd. respectively. In terms of the requirement of the Scheme, the shareholders of the Company, pursuant to the provisions of Section 78 read with Sections 101 to 103 of the Act, in Extra Ordinary General Meeting held on 7th January 2014 have also approved by requisite majority, reduction in Securities Premium Reserve Account. In compliance with the requirements of SEBI Circular dated 4th February 2013 read with Circular dated 21st May 2013, the Scheme has also been approved by the public shareholders on 21st January 2014 through postal ballot and e-voting by majority. The Hon''ble High Court at Calcutta has vide its order dated 24.03.2014 approved the Scheme, which would become effective from the appointed date i.e. 1st October 2013 after receipt of the order of the Hon''ble High Court at Calcutta and filing of the same with Registrar of Companies, West Bengal.

7.2) The financial statements have been prepared on a going-concern basis without considering the effect of the Scheme of Arrangement (Scheme) referred herein above in Note No. 33.1. On the Scheme becoming effective the financial statements would be recasted by exclusion of the financials for the period 1st October 2013 to 31st March 2014 in respect of the undertakings being demerged pursuant to the Scheme.

8) Figures in bracket indicates Previous Year figures.

9) Corresponding comparative figures for the previous year have been regrouped and readjusted wherever considered necessary to confirm to the current year presentation.

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Mar 31, 2013

1) Contingent Liability

A. Claims against the company/disputed liabilities not acknowledged as Debts

(Rs. In Lacs)

Sl Particulars 31st March 31st March No 2013 2012

1 Excise duty demands under appeal 738.61 600.95

2 Sales tax under appeal 101.02 98.73

3 Income tax demands under appeal 73.53 73.53

4 Excise duty liability on goods exported pending submission 30.72 27.50 proof of export

5 Custom Duty NIL 15.15

6 Service Tax 72.48 51.92

7 Municipal Tax 111.24 49.99

8 Demand by Haldia Development Authority towards Land 332.50 332.50 Premium

9 Stamp Duty for Registration of Land 49.45 49.45

2) As per the Accounting Standard on Segment Reporting (AS-17), segment information has been provided in the Notes to the Consolidated Financial Statements.

3) Due to continued and unexpected depreciation in the value of Rupee against the US Dollar and other foreign currencies resulting from volatile global market during the year under review, the loss arising out of foreign exchange fluctuations items has been considered as exceptional item.

4) During the year, the Company has made pre-payment of outstanding External Commercial Borrowings and therefore in compliance with notification Dated 29 December 2011 of the Ministry of Corporate Affairs, Government of India, the amount of Rs 311 lacs in Foreign Currency Translation Account remaining unamortized loss as on 31st March 2012 has been charged to Profit & Loss Account during the current year.

5) Figures in bracket indicates Previous Year figures.

6) Corresponding comparative figures for the previous year have been regrouped and readjusted wherever considered necessary to confirm to the current year presentation.

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Mar 31, 2012

1.0 Foreign Currency Term Loans :

Foreign Currency Term Loan amounting to Rs. 4,085.14 Lacs (Prev.Yr.Rs. 3,219.84 Lacs) is secured by First Charge on all immovable assets of the Company excluding the immovable assets located at Aluminium Rolling Mill Unit, Haldia ,Assam Manufacturing unit and Land at Mehsana, Gujarat. The amount is further secured by way of creation of second charge on the moveable assets of the Company excluding the movable assets loacted at Aluminium Rolling Mill Unit, Haldia and Assam manufacturing Unit. In respect of the immovable properties at Kutch the First charge ranks pari passu with ICICI Bank for its Non Fund based Limit to the extent of Rs. 3500 lacs.

Working Capital loans amounting to Rs. 2,981.84 Lacs (Prev.Yr. Rs. 4,633.45 Lacs) are secured by way of creation of First 6.1 Charge on the movable assets of the Company ranking pari passu with other Working Capital Banks excluding moveable assets at manufacturing unit at Kutch.The amount is further secured by creation of second charge on all immovable properties ranking pari passu with Working Capital Banks excluding immovable properties situated at Aluminium Rolling Mill Haldia,Manufacturing unit at Kutch and Land at Mehsana, Gujarat. Some of the credit facilities are further secured by personal guarantee of some of the promoter directors of the Company.

1.1 Other Loans and advances from banks include Commercial Paper of Rs. 3,000.00 Lacs (Previous Year Rs. Nil)

Balance as on 31st March 2012 31st March 2011 (Rs. in lacs) (Rs. in lacs)

2 CONTINGENT LIABILITIES AND COMMITMENTS

I) Contingent Liabilities

A) Claims against the company/disputed liabilities not acknowledged as Debts

1) Excise duty demands under appeal 600.95 540.43

2) Sales tax and Entry tax demand under appeal. 98.73 409.86

3) Income tax demands under appeal. 73.53 73.73

4) Excise duty liability on goods exported pending 27.50 35.83 submission of proof of export.

5) Custom Duty 15.15 15.15

6) Service Tax 51.92 51.92

7) Municipal Tax 49.99 67.90

8) Demand by Haldia Development Authority 332.50 332.50 towards Land Premium

9) Stamp Duty for Registration of Land 49.45 49.45

3 Financial and Derivative Instruments :-

a) Derivative contracts entered into by the company and outstanding as on 31st March 2012 1) For hedging Interest rate related risk - (LIBOR Hedging) on Loan balance of USD 7.5 Million(P. Y USD7.50 Million) 2) For hedging commodity related risks in Metals - Futures 1850MT (Previous Year 625MT) b) Foreign currency loans that are not hedged USD 29.91 Million (Previous Year USD 31.50 Million)

4. As per the Accounting Standard on Segment Reporting (AS-17), segment information has been provided in the Notes to the Consolidated Financial Statements.

5.Due to unexpected depreciation in the value of Rupee against the US Dollar and other foreign currencies resulting from exceptionally volatile global market developments during the current year, the loss arising out of foreign exchange fluctuations and on restatement of foreign currency monetary items have been considered as exceptional item and disclosed separately.

6.The Ministry Of Corporate Affairs, Government of India, Vide General Circular No.2 and 3 dated 8th February 2011 and 21st February 2011 respectively has granted a general exemption from compliance with section 212 of the Companies Act,1956, subject to fulfillment of conditions stipulated in the circular. The Company has satisfied the conditions stipulated in the circular and hence is entitled to the exemption. Necessary information relating to the subsidiaries has been included in the Consolidated Financial Statement.

7.The Company has exercised the option as per the notification Dated 29 December 2011 of the Ministry of Corporate Affairs, Government of India, relating to the effects of Changes in Foreign Exchange Rates. The amount remaining to be amortised in subsequent periods is Rs. 311.00 Lacs.

8.Figures in bracket indicates Previous Year figures.

9.Corresponding comparative figures for the previous year have been regrouped and readjusted wherever considered necessary to confirm to the current year presentation.

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Mar 31, 2011

I) Contingent Liabilities not provided for in respect of : Balance as on Balance as on 31st March 2011 31st March 2010

1) Guarantees in favour of 14,846.13 19,753.80 banks/institutions against facilities granted to subsidiaries

2) Excise duty demands 540.43 1,171.35 under appeal

3) Sales tax and Entry tax demand under appeal. 409.86 76.71

4) Income tax demands under appeal. 73.53 73.53

5) Excise duty liability on goods exported pending submission of proof of export. 35.83 0.38

6) Custom Duty 15.15 37.29

7) Service Tax 51.92 7.41

8) Municipal Tax 67.90 70.83

9) Demand by Haldia Development Authority towards Land Premium 332.50 332.50

10) Stamp Duty for Registration of Land 49.45 49.45

iii) Sundry Creditors include Rs. 198.59 Lacs (Previous Year Rs. 336.44 Lacs) towards Creditors for Capital Goods.

iv) Advances recoverable in kind or for value to be received include advance for capital goods amounting to Rs. 397.11 Lacs (Previous Year Rs. 263.28 Lacs).

viii) Excise duty on stocks represents differential excise duty on opening and closing stock of Finished Goods.

ix) Exchange fluctuation Rs. 58.05 lacs (Previous Year Rs. 1092.34 Lacs) represents short term exchange fluctuation loss.

x) Financial and Derivative Instruments :-

a) Derivative contracts entered into by the company and outstanding as on 31st March 2011

1) For hedging Interest rate related risk - (LIBOR Hedging)on Loan balance of USD 7.5 Million (Previous Year USD 7.50 Million)

2) For hedging commodity related risks - Forward contract (Net) USD 2.05 Million (Previous Year USD 34.00 Million)

b) Foreign currency loan that are not hedged USD 31.50 Million (Previous Year USD 19.10 Million)

xi) Information pursuant to the provisions of the Paragraph 4C, and 4D of Part II of Schedule VI to the Companies Act, 1956.

Notes:

a) Installed capacities have been certified by the Management and accepted as correct by the Auditors.

b) The Ministry of Corporate Affairs, Government of India vide its General Notification No.S.O.301(E) dated. 8th February, 2011 issued under Section 211(3) of the Companies Act, 1956 has exempted certain classes of companies from disclosing certain information in their Profit and Loss account. The Company being an "Export Oriented Company" is entitled to the exemption. Accordingly, disclosures mandated by paragraph 3(i)(a),3(ii)(a), 3(ii)(b) and 3(ii)(d) of Part II, Schedule VI to the Companies Act,1956 have not been provided.

c) The Ministry Of Corporate Affairs, Government of India, Vide General Circular No.2 and 3 dated 8th February 2011 and 21st February 2011 respectively has granted a general exemption from compliance with section 212 of the Companies Act,1956, subject to fulfillment of conditions stipulated in the circular. The Company has satisfied the conditions stipulated in the circular and hence is entitled to the exemption. Necessary information relating to the subsidiaries has been included in the Consolidated Financial Statement.

xii) Related Parties disclosure

Subsidiary Companies Associates Key Management

MINL Ltd. Arena Mr.Basant Kumar Agrawal Machineries Ltd.

Dynatech Industries Ghana Ltd.

Euroasian Ventures FZE

Euroasian Steels LLC Mr. Suresh Kumar Agrawal (Subsidiary of Euroasian Ventures FZE)

Solex Chemicals Pvt Ltd

Crescent Ind (Nepal) Pvt Ltd *

Jebba Paper Mills Ltd Mr.Sushil Kumar Agrawal (Subsidiary of MINL Ltd)

Manaksia Aluminium Mr. Sunil Kumar Agrawal Co Ltd

Manaksia Coated Metals & Industries Ltd

Manaksia Ferro Industries Ltd

Manaksia Overseas Ltd Mr. Nadia Basak**

Manaksia Steels Limited

Manaksia Global Ltd * Mr. Debarata Guha



Subsidiary Companies Relatives Relationship

MINL Ltd. Mr Aditya B Manaksia Son

Dynatech Industries Mr Navneet Manaksia Son Ghana Ltd

Euroasian Ventures FZE

Euroasian Steels LLC Mr.B D Agrawal Brother (Subsidiary of Euroasian Ms Vishakha Agrawal Daughter Ventures FZE

Mark Steels Ltd Mr. Mahabir Pd. Brother Agrawal Solex Chemicals Pvt Ltd

Crescent Ind (Nepal) Pvt Ltd *

Jebba Paper Mills Ltd Mr Karan Agrawal Son (Subsidiary of MINL Ltd)

Manaksia Aluminium Co Ltd Mr Anirudha Agrawal Son

Manaksia Coated Metals & Industries Ltd Ms Prachi Agrawal Daughter

Manaksia Ferro Industries Ltd

Manaksia Overseas Ltd

Manaksia Steels Limited

Manaksia Global Ltd *

* The Holding -Subsidiary relationship ceased to exist as on 31st March 2011

** Resigned as Executive Director w.e.f. Close of business hours of 30th March,2011.

xiii) Segment information as on and for the Year ended 31st March 2011 are as below:

1) Primary Segment : Business segment has been identified as primary segment on the basis of the products of the company. Accordingly, the company has identified Packaging Product, Mosquito Coil, Metal Products, Engineering & Others as the business segments.

- Packaging consists of manufacture and sale of PP Cap, Crown Closures, Metal Containers, EP Liners, Washer, EP Sheets etc.

- Mosquito Coils consists of manufacture and sale of Mosquito Repellant coils.

- Metal Product consists of manufacture and sale of Aluminium and Steel galvanized sheets, coils etc.

- Engineering & others consists of manufacture and sales of Machine, Spare Parts etc.

2) Secondary Segment : Geographical segment has been identified as secondary segment. Geographical segments considered for disclosure are :

- Within India

- Outside India

xv) Change in Accounting for Insurance Claims.

The Company has changed the accounting for Insurance claims from actual/receipt basis to accrual basis from the the current financial year. Consequent upon such change in the accounting, the profits for the year has increased by Rs.148.04 lacs.

xvi) The Company has raised Rs. 24800.00 Lacs by issue of shares, in public issue in an earlier year and has fully utilised the proceeds of the issue as approved in Annual General Meeting of Shareholders

xix) Buy Back of Equity Shares

Pursuant to the approval of the Board of Directors of the Company, for buy back of equity shares under Section 77A of the Companies Act ,1956,the Company has bought back & extinguised 4,000,000 equity shares during the year ended March 31,2011 through open market transactions for Rs.40.14 crores by utilizing the Securities Premium account & the General Reserve to the extent of Rs.39.34 crores & Rs.0.80 crores respectively. The Capital Redemption Reserve has being created out of General Reserve for Rs.0.80 crores being the nominal value of shares bought back in terms of Section 77A of the Companies Act,1956.

xx) Figures in bracket indicates Previous Year figure.

xxi)Corresponding comparative figures for the previous year have been regrouped and readjusted wherever considered necessary

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Mar 31, 2010

(Rs. in Lacs)

Balance as on Balance as on 31st March 2010 31st March 2009

i) Estimated amount of contracts remaining to be executed on Capital Account and not provided for (net of advances) 2,231.63 3,906.00

ii) Contingent Liabilities not provided for in respect of:

1) Guarantees in favour of banks/ institutions against facilities granted to subsidiaries 12,836.27 13,434.17

2) Excise duty demands under appeal 1,171.35 2,533.21

3) Sales tax and Entry tax demand under appeal. 76.71 90.45

4) Income tax demands under appeal. 73.53 73.53

5) Excise duty liability on goods exported pending submission of proof of export. 0.38 0.32

6) Custom Duty 37.29 27.29

7) Service Tax 7.41 4.60

8) Civil - 0.58

9) Municipal Tax 70.83 103.85

10) Demand by Haldia Development Authority towards Land Premium 332.50 332.50

Stamp Duty for Registration of Land 49.45 49.45

iii) Sundry Creditors include Rs. 336.44 Lacs (Previous Year Rs. 106.08 Lacs) towards Creditors for Capital Goods. iv) Advances recoverable in kind or for value to be received include advance for capital goods amounting to Rs. 263.28 Lacs (Previous Year Rs. 356.89 Lacs).

iv) Excise duty on stocks represents differential excise duty on opening and closing stock of Finished Goods.

v) In line with the notification dated 31st March, 2009 issued by the Ministry of Corporate Affairs, amending Accounting Standard (AS) 11 - Effects of Changes in Foreign Exchange Rates, the Company has chosen to exercise the option under paragraph 46 inserted in the standard by the notification.

Accordingly, with retrospective effect from 1st April, 2007 exchange differences on all long term monetary items are :

i) to the extent such items are used for financing fixed assets, added to/subtracted from the cost of those fixed assets and depreciated over the balance useful life of the asset.

ii) in other cases accumulated in the Foreign Currency Monetary Item Translation Difference Account and amortised over the balance period of such long term monetary item but not beyond 31st March, 2011. Arising from the above, in the current year the Company has : i) Debited to the Profit and Loss Account Rs. 700.44 Lacs. ii) carried forward Rs. 93.69 Lacs in the Foreign Currency Monetary Item Translation Difference Account being the amount remaining to be amortised as at 31st March, 2010.

vi) Exceptional items Rs. 1092.34 (Previous year Rs. 1126.04 lacs) represents short term exchange fluctuation loss.

vii) Financial and Derivative Instruments:-

a) Derivative contracts entered into by the company and outstanding as on 31st March 2010

1) For hedging Interest rate related risk - (LIBOR Hedging)on Loan balance of USD 7.50 Million (Previous Year USD 5.00 Million)

2) For hedging commodity related risks - Forward contract (Net) USD 34.00 Million (Previous Year USD 60.00 Million)

b) Foreign currency loan that are not hedged USD 19.10 Million (Previous Year USD 14.30 Million)

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

ix) The Company has raised Rs. 24800.00 Lacs by issue of shares in public issue in an earlier year . Below is the utilisation of the proceeds of the issue as approved in Annual General Meeting of Shareholders

x) Change in cost formula for valuation of inventories

Consequent upon introduction of SAP based ERP system the company has adopted weighted average cost formula for valuation of inventories as against first in first out (FIFO) method adopted during earlier year.

Due to such change in the cost formula the value of inventories have increased to the extent of Rs. 78.36 Lacs with corrosponding increase in profits during the year.

xi) Corresponding comparative figures for the previous year have been regrouped and readjusted wherever considered necessary.