Notes to Accounts of Mercator Ltd.

Mar 31, 2018

CORPORATE INFORMATION

Mercator Limited (the “Company”) is a public limited Company registered in India under the provisions of the Companies Act, 2013. Its shares are listed on the Bombay Stock Exchange and the National Stock Exchange of India.

Note:

i Vessels, Land and Vehicle of Net book value of Rs. 845.82 Crore, Rs. 0.11 Crore and Rs. 0.04 Crore respectively has been charged/mortgaged to the lenders (Refer Note 2.15.)

ii Impairment testing for fleet

The Company has assessed ‘recoverable amount’ of each fleet by estimating their “value in use”, in terms of Ind-AS 36 “Impairment of Assets”. ‘Value in use’ is estimated by applying appropriate discount rate to projected net cash inflows having regard to existing long term contracts, expected tariff based on past trends and costs to operate the fleet which represents the management’s best estimate of the set of economic conditions that will exist over remaining useful life of each fleet. Based on the aforementioned assessment, it has been concluded that ‘recoverable amount’ of the fleet is higher than their respective carrying amount.

(b) All of the Company’s Investment Properties are held under freehold interest. Investment properties have restriction on title as they are pledged to secure long term borrowings of the Company (Refer to Note 2.15(a).

c) The Company has no contractual obligations to purchase, construct or develop investment properties or for repairs, maintenance and enhancements.

d) The fair value of the Company’s Investments properties as at March 31, 2018 & March 31, 2017 have been arrived at on the basis of valuation carried out as at March 31 2017 by an external, independent valuer registered with the authority which govern the valuers in India. The fair value measurement for all the investments properties has been categorised as Level 1/Level 2 fair value on the inputs to the valuation technique used.

(a) Rights, preferences, restrictions attached to Shares

The company has two class of shares, referred to as equity shares having a face value of Re.1/- and preference shares having a face value of Rs. 100/-. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividend in Indian rupees. The dividend whenever proposed by the Board of Directors is subject to the approval of the shareholders at 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.

(c) On 13th Nov 2017, the Company issued and allotted 3,25,67,262 Equity Shares of Re 1/- each at an issue price of Rs. 44.65 per share to raise Rs. 145.41 Crore by way of Qualified Institutional Placement (“QIP”) under Chapter VIII of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009 and Section 42 of the Companies Act, 2013 read with Rule 14 of the Companies (Prospectus and Allotment of Securities Rules, 2014). Expenses related to the issue amounting to Rs. 12.31 Crore have been adjusted against Securities Premium Reserves. The net proceeds of the Qualified Institutional Placement has been utilised for repayment / prepayment of debt, working capital and general corporate purpose.

(d) The company during the preceding five years :

(i) Has not allotted shares pursuant to contracts without payment received in cash.

(ii) Has not issued shares by way of bonus shares.

(iii) Has not bought back any shares.

Out of above 52,623,401 no of shares (PY 21,680,951 no of shares) (56.84% (PY 23.49%) of promoter holding) has been pledged for loan taken by company amounting to Rs. 74.50 Crore (PY Rs. 36.00 Crore) as stated in Schedule 2.18 90,00,000 shares held by AHM Investments Private Limited has been pledged during the year for credit facility amounting to Rs. 36 Crore taken by wholly owned subsidiary.

B. Nature of Reserves Capital Reserve

Capital Reserve is utilised in accordance with provisions of the Companies Act, 2013.

Capital Redemption Reserve

Capital Redemption reserve (CRR) is being created as per Section 80 (d) of the Companies Act, 2013.

Security Premium

Securities Premium Reserve is used to record the premium on issue of securities of the Company. This reserve is created and utilised as per the provisions of the Companies Act, 2013.

Tonnage Reserve

These reserves are mandatory under the Income Tax Act, 1961 for companies who opt for the Tonnage Tax scheme prescribed under the said Act.

Debenture Redemption reserve

The Company is required to create a Debenture Redemption Reserve out of the profits which is available for redemption of debentures.

General Reserve

General Reserve represents appropriation of retained earnings and are available for distribution to Shareholders Foreign Currency Monetary Item Translation Difference Account

Foreign Currency Monetary Item Translation Difference Account represents amounts recognized on account of translation of long term foreign currency denominated borrowings not related to acquisition of depreciable assets. Amounts so recognized are amortised in the statement of profit and loss over remaining maturity of related borrowings.

Hedging reserve

This records the movement in the value of cash flow hedges Retained earnings

Retained earnings represents surplus/ accumulated earnings of the company less any transfers to General Reserve, Tonnage Tax Reserves, dividend or other distribution paid to Shareholders.

Dividend : In respect of year ended March 31, 2018, the Board of Directors of the Company has recommended dividend amounting to Rs. NIL (Previous Year Rs. 0.05 per share) on the fully paid up equity shares.

Deemed Equity : Represents deemed equity portion of FCCB as per Ind AS.

* Non Convertible Debentures are secured by first pari passu charge on specified vessels and first pari passu charge on the specified immovable property of the company. The same has further collaterally secured on pledge of shares of Mercator Petroleum Limited held by the company and its step down subsidiary. This will be redeemed at premium of 5% on every redemption installment or any pre payment as per terms of Debenture Trust Deed.

** Non Convertible Debentures were secured by first pari-passu charge on specified vessels and first pari passu charge on the specified immovable property of the company. These have been fully prepaid on March 27, 2018.

(b) Foreign Currency term loan comprise of following:

i. The foreign currency term loans from banks of Rs. 473.88 crore (PY Rs. 560.86 Crore) (gross) are secured by a first ranking or exclusive charge/ mortgage/ security interest in respect of specified vessels of the company as well as charge on cash flows of specified vessels

ii. The external commercial borrowings of Rs. 148.12 crore (PY Rs. 178.99 Crore) (gross) are secured by a first ranking or exclusive charge/ mortgage/ security interest in respect of specified vessels of the company as well as charge on cash flows of specified vessels.

(c) Foreign Currency Convertible Bonds (FCCB) of USD 16 Mn outstanding amounting to Rs. 96.28 Crore (PY Rs. 90.64 Crore) are convertible upon exercise of option during the period May 27, 2014 till April 27, 2019 at initial conversion price of Rs. 38.30 Per Share (at a fixed rate of exchange on conversion of Rs. 58.5740 per 1 USD). The maturity date of FCCB is May 27, 2019 which is listed on Singapore Stock Exchange. This is fully unsecured in nature.

1.1 Segment Reporting

In accordance with Accounting standard Ind AS 108 ‘Operating Segment’, segment information has been given in the consolidated Ind AS financial statements of Mercator Limited, and therefore, no separate disclosure on segment information is given in the Standalone financial statements.

1.2 Disclosure as required by Indian Accounting Standard (Ind AS) 19 on Employee Benefits

(A) Defined Contribution Plans:

The Company has recognised the following amounts in the Statement of Profit and Loss for the year

(B) Defined Benefit Plans and Other Long Term Benefits:

Valuations in respect of Gratuity and Leave Encashment have been carried out by an independent actuary as at the Balance Sheet date under the Projected Unit Credit method, based on the following assumptions:

1.3 Capital and Other Commitments

Estimated amount of contracts remaining to be executed on capital accounts and not provided for (net of advances) as at March 31, 2018 Rs. NIL (Previous Year NIL).

(i) It is not practical 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.

(i) The Company’s pending litigations comprise of claims pertaining to proceedings pending with Income Tax, Service Tax and other authorities. The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions were required and disclosed as contingent liabilities where applicable, in its financial statements. The Company does not expect the outcome of these proceedings to have a materially adverse effect on its financial results.

1.4 Exceptional item as at March 31, 2018 ‘NIL(Previous Year Rs. 9.16 cr) relates to termination of cash flow hedge contracts.

1.5 Disclosure required under Section 22 of the Micro, Small and Medium Enterprises Development Act, 2006

Information related to Micro and Small Enterprises, as per the Micro, Small and Medium Enterprises Development Act, 2006 (MSME Development Act), are given below. The information given below have been determined to the extent such enterprises have been identified on the basis of information available with the Company:

1.6 Tonnage Tax Reserve

In terms of section 115VT of the Income Tax Act, 1961, the Company is required to transfer a minimum of 20% of book profits from the tonnage tax activities in tonnage tax reserve which are to be utilised for acquiring new ships within 8 years of such transfer. The Company has transferred Rs. NIL (Previous Year Rs. NIL) to Tonnage Tax Reserve as company has incurred a book loss of Rs. 142.84 crore (Previous Year Rs. 29.55 crore).During the year, the company has transferred the utilised Tonnage Tax Reserve to General Reserve, which had been utilised for the purchase of dredgers in the earlier years.

* Note: In case of Indian shipping companies, tax expense is computed based on the gross tonnage of the vessels for the income subject to tonnage tax. In case of income not subject to tonnage tax, the same is calculated based on the taxable profits calculated in accordance with the local tax laws.

1.7 Corporate Social Responsibility (CSR)

Gross amount required to be spent by the company as per section 135 of the Companies Act 2013, during the year Rs. NIL.

1.8 Financial Risk Management Objectives and Policies

The Company’s financial risk management is an integral part of how to plan and execute its business strategies. The Company’s financial risk management policy is set by the Risk Management committee.

The value of a financial instrument may change as a result of changes in the interest rates, foreign currency exchange rates, equity prices and other market changes that affect market risk sensitive instruments. Market risk is attributable to all market risk sensitive financial instruments including investments and deposits, foreign currency receivables and Loans and borrowings.

The Company manages market risk through Risk Management committee, which evaluates and exercises independent control over the entire process of market risk management. The committee recommends risk management objectives and policies, which are approved by Risk Management and Board.

(a) Market Risk

i) Interest rate risk

Interest rate risk is the risk that the fair value of future cash flows of the financial instruments will fluctuate because of changes in interest rates.

The Company is exposed to interest rate risk as it borrows funds at floating interest rates. The interest rate risk is managed by monitoring the Company’s level of borrowings periodically and structuring its borrowings on varying maturities and interest rate terms.

The sensitivity analysis below has been determined based on the exposure to interest rates at the balance sheet date. For floating rate liabilities, the analysis is prepared assuming the amount of liability outstanding at the balance sheet date was outstanding for the whole year.

A 50 basis point increase or decrease is used when reporting interest rate risk and represents management’s assessment of the reasonably possible change in interest rates.

If interest rates had been 50 basis points higher/lower and all other variables were held constant, the Company’s loss for the year ended March 31, 2018 would increase/decrease by Rs. 3.11 crore (Previous Year Rs. 3.70 crore ). This is mainly attributable to the Company’s exposure to interest rates on its variable rate borrowings.

ii) Maritime Risk

The operations of the Company may be exposed to piracy, war, sabotage and terrorism risk at sea which could potentially disrupt the operations of the Company. Also, the Company’s vessels are susceptible to arrests by maritime claimants which could result in significant loss for the Company. In times of emergency or wars, the Government could demand the Company’s vessels without adequate compensation.

iii) Price Risk

The Company is engaged in the business of commodity transportation of crude oil, petroleum products, coal, iron-ore etc which involves a high level of dependence on the production of oil and gas. Thus, demand in these sectors will have a direct impact on the business of the Company. A decline in the demand for oil, coal or iron etc will adversely affect the business of the company. Thus, often, the factors affecting the supply and demand for the vessel are beyond the control of the Company as the nature, timing and degree of changes in the industry conditions cannot be foreseen and are unpredictable.

iv) Other price risk:

The Company is not exposed to any significant equity price risks arising from equity investments, as on March 31, 2018. Equity investments are held for strategic rather than trading purposes. The Company does not actively trade in these investments.

Equity price sensitivity analysis:

There is no exposure to equity price risks as at the reporting date or as at the previous reporting date.

v) Foreign currency risk

Foreign currency risk mainly arises from transactions undertaken by an operating unit denominated in currencies other than its functional currency. Exposure to foreign currency risk is mitigated by natural hedges of matching revenues and costs.

Since the majority of the revenues of the Company are denominated in US dollars, there is a translation risk as the Company has to report its financial performance in INR. The carrying amounts of the Company’s financial assets and financial liabilities denominated in foreign currencies at the reporting date in INR are as follows:

*Borrowings includes USD Loan of Rs. 323.12 Crore ( Previous year Rs. 395.84 crore) where exchange fluctuation impact on revaluation are capitalised as per Ind AS 101 to Cost of Vessel.

Sensitivity Analysis:

A 5% strengthening / weakening of Indian Rupee against key currencies to which the Company is exposed (net of hedge, if any), with all other variables being held constant, would have led to approximately a gain / loss of Rs. 9.1 crore (Previous Year : Rs. 10.10 crore).

(b) Credit Risk

Credit risk arises from the possibility that the counter party may not be able to settle their obligations as agreed. To manage this, the Company periodically assesses the financial reliability of customers and other counter parties, taking into account the financial condition, current economic trends and analysis of historical bad debts and ageing of financial assets. Individual risk limits are set and periodically reviewed on the basis of such information.

Financial assets are written off when where there are no reasonable expectations of recovery, such as a debtor failing to engage in a repayment plan with the Company. Where loans or receivables have been written off, the Company continues to engage in enforcement activity to attempt to recover the receivable due. When such recoveries are made, these are then recognized as income in the statement of profit and loss.

The Company measures the expected credit loss of trade receivables based on historical trend, industry practices and the business environment in which the entity operates.

Financial assets are considered to be of good quality and there is no significant increase in credit risk

(c) Liquidity Risk

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due and to close out market positions. Due to the dynamic nature of the underlying businesses, Company treasury maintains flexibility in funding by maintaining availability under committed credit lines. Management monitors rolling forecasts of the Company’s liquidity position (comprising the undrawn borrowing facilities below) and cash and cash equivalents on the basis of expected cash flows.

The following tables detail the Company’s remaining contractual maturity for its non derivative financial liabilities, based on contractually agreed discounted cash flows:

1.9 Capital Management

For the purpose of Company’s capital management, capital includes issued capital and all other equity reserves attributable to the equity shareholders of the Company. The primary objective of the Company when managing capital is to safeguard its ability to continue as a going concern and to maintain an optimal capital structure so as to maximise shareholder value.

As at 31st March 2018, the Company has only one class of equity shares and has debt, consequent to such capital structure, there are no externally imposed capital requirements. In order to maintain or achieve an optimal capital structure, the Company allocates its capital for distribution of dividend or re-investment into business based on its long term financial plans.

1.10 Having regard to the ongoing Income tax disputes and assessment proceedings of various years as well as pending reconciliation of the Income Tax assets the management has made an estimated provision of Rs. 40.17 crore in the financial statements for short provision of tax in the earlier years.

1.11 The Board of Directors at its meeting held on February 14, 2018, approved the Scheme of Arrangement between Mercator Limited (“Company” or “Demerged Company”) and Mercator Dredging Private Limited (“MDPL” or “Resulting Company”) and their respective shareholders (“the Scheme”) u/s 230 to 232 of the Companies Act 2013 (“the Act”) and other applicable provisions of the Act. Pursuant to the said scheme of dredging business of the Company, is proposed to be demerged into MDPL, a wholly owned subsidiary of the Company.

1.12 As disclosed in our announcement dated 7th December 2017 for Disclosure under Regulation 30 of SEBI (Listing and Disclosure Requirements), Regulations, 2015 as amended (“Listing Regulations”), the senior management of our step down subsidiaries in Indonesia (the “Indonesian Entities”) has been changed by the Company, following which certain proceedings have been filed by the Company in Singapore and Indonesia against some of the erstwhile senior management of the Indonesian Entities who have in turn initiated various proceedings against some of our step down subsidiaries and some of the company’s executives. This change also led to disruption in operations for approximately four months and Indonesian entities had incurred substantial costs for its fixed contractual commitment, salary cost, professional fees, legal fees, consumable, maintenance and other overheads during this period. The Indonesian subsidiary has resumed operations w.e.f. January 15, 2018 and management is of the view that the above disruption will have no substantial impact on the future operations of these entities or the investment value recorded in the company’s books.

1.13 During the year the Company has sold Dry Bulk Carrier “M.T. Sri Prem Poorva”, built in 1994, tanker “M.T. Harsha Prem” built in 1993. Also, the Company has entered into agreement of sale dated March 19, 2018 for sale of M. V. Vrinda built in 1997 and deliver the vessel on April 2, 2018, which has been classified as “Non - Current Asset Held for Sale” as at March 31, 2018. On such transactions, the Company has accounted for aggregate loss of Rs. 65.04 crore on sale and impairment of Asset classified as Held for Sale, classified under the head of “other expenses”.

1.14 The Company does not have any long term contracts including derivative contracts as at March 31, 2018 wherein the company is required to make provision towards any foreseeable losses.

1.15 Financial Instruments

The significant accounting policies, including the criteria for recognition, the basis of measurement and the basis on which income and expenses are recognised, in respect of each class of financial asset, financial liability and equity instruments are disclosed in Note 1 to the financial statements.

(a) The carrying value of financial instruments by categories is as follows -

Carrying amounts of trade receivables, cash and cash equivalents and trade payables as at March 31, 2018 and March 31, 2017 approximate the fair values because of their short term nature. Difference between carrying amounts and fair values of other bank balances, borrowings, and other financial liabilities subsequently measured at amortised cost is not significant in each of the years presented.

(b) Fair Value Hierarchy:

The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable and consists of the following three levels:

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

- Level 2 - Inputs are other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices)

- Level 3 - Inputs are not based on observable market data (unobservable inputs). Fair values are determined in whole or in part using a valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data.

All other financial instruments are classified as level 3.

The fair value of the financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The following methods and assumptions were used to estimate the fair values:

a) The fair value of loans from banks and other financial indebtedness as well as other non current financial liabilities is estimated by discounting future cash flows using rates currently available for debt or similar terms and remaining maturities.

b) Derivative instruments have been fair valued on the reporting date on the basis of quotes provided by the third party qualified valuer / market participants.

1.16 Recent Indian Accounting Standards (Ind AS ) - Issued but not yet effective

Ministry of Corporate Affairs (“MCA”) through Companies (Indian Accounting Standards) Amendment Rules, 2018 has notified the following new and amendments to Ind ASs which the Company has not applied as they are effective for annual periods beginning on or after April 1, 2018:

Ind AS 115 Revenue from Contracts with Customers Ind AS 21 The Effect of Changes in Foreign Exchange Rates Ind AS 115 - Revenue from Contracts with Customers

Ind AS 115 establishes a single comprehensive model for entities to use in accounting for revenue arising from contracts with customers. Ind AS 115 will supersede the current revenue recognition standard Ind AS 18 - Revenue, Ind AS 11 - Construction Contracts when it becomes effective. The core principle of Ind AS 115 is that an entity should recognise revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Specifically, the standard introduces a 5-step approach to revenue recognition:

Step 1: Identify the contract(s) with a customer Step 2: Identify the performance obligation in contract Step 3: Determine the transaction price

Step 4: Allocate the transaction price to the performance obligations in the contract Step 5: Recognise revenue when (or as) the entity satisfies a performance obligation

Under Ind AS 115, an entity recognises revenue when (or as) a performance obligation is satisfied, i.e. when ‘control’ of the goods or services underlying the particular performance obligation is transferred to the customer. The Company is evaluating possible impact of Ind AS 115 and will make necessary adjustments in FY-2018-19 based on the preliminary evaluation the Company does not expect the impact of the adoption of the new standard to be material on its retained earnings and to its net income on an ongoing basis.

Ind AS 21 - The Effect of Changes in Foreign Exchange Rates

The amendment clarifies on the accounting of transactions that include the receipt or payment of advance consideration in a foreign currency. The appendix explains that the date of the transaction, for the purpose of determining the exchange rate, is the date of initial recognition of the non-monetary prepayment asset or deferred income liability. If there are multiple payments or receipts in advance, a date of transaction is established for each payment or receipt. The Company is evaluating the impact of this amendment on its financial statements.”

1.17 Subsequent Events

There are no significant subsequent events that would require adjustments or disclosures in the financial statements.

1.18 Previous year’s figures have been regrouped / restated wherever necessary to conform to current year’s classification.

---

Mar 31, 2017

Note:

1 Vessels, Land and vehicle of Net book value of Rs, 1,02,757.82 Lakhs, Rs, 11.31 Lakhs and Rs, 13.91 Lakhs respectively has been charged/ mortgaged to the lenders (Refer Note 2.15)

2 Impairment testing for fleet

In view of pertinent slowdown in shipping industry, the Company has assessed ‘recoverable amount'' of each fleet by estimating their "value in use", in terms of IND-AS 36 "Impairment of Assets". ‘Value in use'' is estimated by applying appropriate discount rate to projected net cash inflows having regard to existing long term contracts, expected tariff based on past trends and costs to operate the fleet which represents the management’s best estimate of the set of economic conditions that will exist over remaining useful life of each fleet. Based on the aforementioned assessment, it has been concluded that ‘recoverable amount'' of the fleet is higher than their respective carrying amount.

Terms/Rights attached to Equity shares

The company has two class of shares referred to as equity shares having a face value of Re.1/- and preference shares having a face value of '' 100/-. Each holder of equity shares is entitled to one vote per share.

The Company declares and pays dividend in Indian rupees. The dividend whenever proposed by the Board of Directors is subject to the approval of the shareholders at 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.

For the period of five years immediately preceding the date as at which the balance sheet is prepared:

(i) No shares were allotted pursuant to contracts without payment being received in cash.

(ii) No bonus shares were issued.

(iii) No shares were bought back.

Details of shareholders holding more than 5 percent equity shares in the company:

Nature of Reserves Capital Reserve

Capital reserve is utilized in accordance with provisions of the act Capital Redemption Reserve

Capital Redemption reserve (CRR) is being created as per Section 80 (d) of Companies Act 2013 Security Premium

This reserve is created and utilized as per the provisions of the act Debenture Redemption reserve

The company is required to create a debenture redemption reserve out of the profits which is available for redemption of debentures

General Reserve

General Reserve represents appropriation of retained earnings and are available for distribution to Shareholders Retained earnings

Retained earnings represents surplus/ accumulated earnings of the company and are available for distribution to shareholders.

Tonnage Reserve

These reserves are mandatory under the Income Tax Act, 1961 for companies who opt for the Tonnage Tax scheme prescribed under the said Act.

Hedging reserve

This records the movement in the value of cash flow hedges Foreign Currency Monetary Item Translation Difference Account

Foreign Currency Monetary Item Translation Difference Account represents amounts recognized on account of translation of long term foreign currency denominated borrowings not related to acquisition of depreciable assets. Amounts so recognized are amortized in the statement of profit and loss over remaining maturity of related borrowings

Deemed Equity

Represents deemed equity portion of FCCB as per IND AS.

*The Company has declared Dividend @ Rs, 0.05 per share(P.Y. Rs, 0.10 per share) as proposed by Board of Directors and is subject to approval at the ensuing Annual General Meeting of Shareholders.

Notes:

Security details

(i) Secured

a) Debentures referred in (A) above are secured by first paripasu charge on specified vessels and first pari- passu charge on the specified immovable property of the company.

b) External Commercial Borrowings referred in (B)(i) above are secured by exclusive/first pari passu charge on specified vessels of the company as well as charge on cash flows of specified vessels.

c) Term Loans refered in (B)(ii) above are secured by exclusive/first pari passu charge on specified vessels, as charge on cash flows of specified vessels.

(ii) Unsecured

FCCB referred in (C) are convertible upon exercise of option during the period May 27, 2014 till April 27, 2019 at initial conversion price

of Rs, 38.30 Per Share (at a fixed rate of exchange on conversion of Rs, 58.5740 per 1 USD). The maturity date of FCCB is May 27, 2019

3.12 Details of loans given, Investments made and guarantee given covered u/s 186(4) of the Companies Act, 2013

Loans & Advances given, Investments made and corporate guarantees taken on behalf of Subsidiaries are given under the respective heads

* Note: In case of Indian shipping companies, tax expense is computed based on the gross tonnage of the vessels for the income subject to tonnage tax. In case of income not subject to tonnage tax, the same is calculated based on the taxable profits calculated in accordance with the local tax laws.

3.15 Corporate Social Responsibility (CSR)

Gross amount required to be spent by the company as per section 135 of the Companies Act 2013, during the year Rs, 53.00 Lakhs.

Amount spent during the year on

3.16 Financial risk Management objectives and policies

The Company''s financial risk management is an integral part of how to plan and execute its business strategies. The Company''s financial risk management policy is set by the Risk Management committee

The value of a financial instrument may change as a result of changes in the interest rates, foreign currency exchange rates, equity prices and other market changes that affect market risk sensitive instruments. Market risk is attributable to all market risk sensitive financial instruments including investments and deposits, foreign currency receivables and Loans and borrowings.

The company manages market risk through Risk Management committee, which evaluates and exercises independent control over the entire process of market risk management. The committee recommends risk management objectives and policies, which are approved by Risk Management and Board.

a. Market Risk-

i) Interest rate risk

Interest rate risk is the risk that the fair value of future cash flows of the financial instruments will fluctuate because of changes in interest rates.

The Company is exposed to interest rate risk as the Company borrow funds at floating interest rates. The interest rate risk is managed by monitoring the Company''s level of borrowings periodically and structuring its borrowings on varying maturities and interest rate terms.

The sensitivity analysis below has been determined based on the exposure to interest rates at the balance sheet date. For floating rate liabilities, the analysis is prepared assuming the amount of liability outstanding at the balance sheet date was outstanding for the whole year.

A 50 basis point increase or decrease is used when reporting interest rate risk and represents management''s assessment of the reasonably possible change in interest rates.

If interest rates had been 50 basis points higher/lower and all other variables were held constant, the Company''s loss for the year ended March 31, 2017 would increase/decrease by 369.98 lakhs (previous year 352.61 lakhs). This is mainly attributable to the Company''s exposure to interest rates on its variable rate borrowings.

ii) Maritime risk

The operations of the company may be exposed to piracy, war, sabotage and terrorism risk at sea which could potentially disrupt the operations of the Company. Also, the Company''s vessels are susceptible to arrests by maritime claimants which could result in significant loss for the Company. In times of emergency or wars, the Government could demand the Company''s vessels without adequate compensation.

iii) Price risk

The Company is engaged in the business of commodity transportation of crude oil, petroleum products, coal, iron-ore etc which involves a high level of dependence on the production of oil and gas. Thus, demand in these sectors will have a direct impact on the business of the Company. A decline in the demand for oil, coal or iron etc will adversely affect the business of the company. Thus, often, the factors affecting the supply and demand for the vessel are beyond the control of the Company as the nature, timing and degree of changes in the industry conditions cannot be foreseen and are unpredictable.

Other price risk:

I

The Company is not exposed to any significant equity price risks arising from equity investments, as on March 31,

2017. Equity investments are held for strategic rather than trading purposes. The Company does not actively trade these investments.

Equity price sensitivity analysis:

i

There is no exposure to equity price risks as at the reporting date or as at the previous reporting date.

iv) Foreign currency risk

Foreign currency risk mainly arises from transactions undertaken by an operating unit denominated in currencies other than its functional currency. Exposure to foreign currency risk is mitigated by natural hedges of matching revenues and costs.

The following table details the Company''s sensitivity to a 5% increase and decrease in the functional currency against the relevant foreign currencies of all the companies in the Company.

5% is the sensitivity rate used when reporting foreign currency risk and represents management''s assessment of the reasonably possible change in foreign exchange rates.

The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period end for a 5% change in foreign currency rates. A positive number below indicates an increase in profit and other equity where the respective functional currency strengthens by 5% against the relevant foreign currency. For a 5% weakening of the functional currency against the relevant currency, there would be an equal and opposite impact on the profit and other equity, and the balances below would be negative.

Derivative Instruments

(A) The Company follows hedge accounting principles for accounting of certain forward exchange contracts to hedge the exchange risk pertaining to highly forecasted transaction. Accordingly mark to market losses of Rs, 10.76 lakhs (PY Rs, 134.06 lakhs) has been carried over to cash flow hedge reserves as of March 31, 2017 for currency swap hedging.

b Credit risk

Credit risk arises from the possibility that the counter party may not be able to settle their obligations as agreed. To manage this, the company periodically assesses the financial reliability of customers and other counter parties, taking into account the financial condition, current economic trends and analysis of historical bad debts and ageing of financial assets. Individual risk limits are set and periodically reviewed on the basis of such information.

Financial assets are written off when where there are no reasonable expectations of recovery, such as a debtor failing to engage in a repayment plan with the company. Where loans or receivables have been written off, the Company continues to engage in enforcement activity to attempt to recover the receivable due. When such recoveries are made, these are then recognized as income in the statement of profit and loss.

The company measures the expected credit loss of trade receivables based on historical trend, industry practices and the business environment in which the entity operates.

Financial assets are considered to be of good quality and there is no significant increase in credit risk

c) Liquidity Risk

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due and to close out market positions. Due to the dynamic nature of the underlying businesses, Company treasury maintains flexibility in funding by maintaining availability under committed credit lines. Management monitors rolling forecasts of the Company''s liquidity position (comprising the undrawn borrowing facilities below) and cash and cash equivalents on the basis of expected cash flows.

The following tables detail the Company''s remaining contractual maturity for its financial liabilities. The tables have been drawn up based on the cash flows of financial liabilities based on the earliest date on which the Company can be required to pay:

3.17 Capital Management

For the purpose of company''s capital management, capital includes issued capital and all other equity reserves attributable to the equity shareholders of the company. The primary objective of the company when managing capital is to safeguard its ability to continue as a going concern and to maintain an optimal capital structure so as to maximize shareholder value.

As at March 31, 2017, the company has only one class of equity shares and has debt, consequent to such capital structure, there are no externally imposed capital requirements. In order to maintain or achieve an optimal capital structure, the company allocates its capital for distribution of dividend or re-investment into business based on its long term financial plans.

Fair value measurements recognized in the Balance Sheet:

The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value, grouped into Levels 1 to 3 based on the degree to which the fair value is observable.

- Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities.

- Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

- Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability that are not based on observable market data (unobservable inputs).

The fair value of the financial assets and liabilities are included at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The following methods and assumptions were used to estimate the fair values:

a) The fair value of loans from banks and other financial indebtedness as well as other noncurrent financial liabilities is estimated by discounting future cash flows using rates currently available for debt or similar terms and remaining maturities.

b) Derivative instruments have been fair valued on the reporting date on the basis of quotes provided by the third party qualified valuer / market participants.

Specified Bank Notes is defined notification of the Government of India, in the Ministry of Finance, Department of Economic Affairs number S.O. 3407(E), dated the 8th November, 2016." as Bank Notes of denominations of the existing series of the value of five hundred rupees and one thousand rupees.

The disclosures with respects to ‘Permitted Receipts'', ‘Permitted Payments'', ‘Amount Deposited in Banks'' and ‘Closing Cash in Hand as on 30.12.2016'' is understood to be applicable in case of SBNs only.

3.20 FIRST-TIME ADOPTION OF INDIAN ACCOUNTING STANDARDS (‘Ind AS’)

These are the company''s first financial statements prepared in accordance with Ind AS

The company has adopted Indian Accounting standards (Ind AS) notified by the Ministry of Corporate Affairs with effect from 1st April 2016, with a transition date of April 1, 2015. Ind AS 101- First-time Adoption of India Accounting Standards required that all Ind AS standards and interpretations that are issued and effective for the first Ind AS financial statements which is for the year ended March 31, 2017 for the company, be applied retrospectively and consistently for all financial years presented.

Transition to Ind AS - Reconciliations

The following reconciliations provide a quantification of the effect of significant differences arising from the transition from previous GAAP to Ind AS as required under Ind AS 101

1. Reconciliation of Balance sheet as at April 1, 2015 (Transition Date)

2. Reconciliation of Balance sheet as at March 31, 2016

3. Reconciliation of Statement of Profit and Loss for the year ended March 31, 2016

4. Reconciliation of Equity as at April 1, 2015 and as at March 31, 2016

5. Reconciliation of Net Profit for the year ended March 31, 2016

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

Explanation to transition to Ind AS

Optional exemptions

- Deemed Cost

IND-AS 101 permits a first - time adopter to elect to continue with the carrying value for all of its property, plant and equipment and Investment Property as recognized in the Ind AS 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.

- Component Accounting

The company has elected to to account dry-dock expenditure as a component of Fleet with useful life different than Fleet. The same was earlier expensed out in the Statement of Profit and Loss.

- Investment in subsidiaries

The Company has opted para D14 and D15 and accordingly considered the Previous GAAP carrying amount of Investments as deemed cost as at the transition date.

- De-recognition of financial assets and liabilities

IND-AS 101 requires a first - time adopter to apply the de-recognition provisions of IND-AS 109 prospectively for transactions occurring on or after the date of transition to IND-AS. However, IND-AS 101 allows a first - time adopter to apply the de - recognition requirements in IND-AS 109 retrospectively from a date of the entity''s choosing, provided that the information needed to apply IND-AS 109 to financial assets and financial liabilities derecognized as a result of past transactions was obtained at the time of initially accounting for those transactions.

The company has elected to apply the de-recognition provisions of IND-AS 109 prospectively from the date of transition to IND-AS.

- Foreign Currency Monetary Items

In terms of para D13AA of Ind-AS 101,the company may continue to account for foreign exchange differences relating to long-term foreign currency monetary items as per previous IGAAP. The company has elected to apply the same.

Mandatory exceptions

- 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 April 1, 2015 are consistent with the estimates as at the same date made in conformity with previous GAAP. The company made estimates for impairment of financial assets based on expected credit loss model in accordance with IND-AS at the date of transition as it was not required under previous GAAP.

- Classification and measurement of financial assets

IND-AS 101 requires an entity to assess classification and measurement of financial assets (investment in debt instruments) on the basis of the facts and circumstances that exist at the date of transition to IND-AS.

Note A: Dry-docking costs

These were debited to the statement of profit and loss under the previous GAAP. Under IND-AS, the Company has deferred these costs over 30 months.

Note B: Foreign currency convertible bonds split into equity and debt components

Under previous GAAP, foreign currency convertible bonds amounting to USD 16 million were treated as borrowings. IND-AS 32 requires such compound instruments to be split into debt and equity components.

As at April 1, 2015, the debt component of the converible bonds was USD 12.34 million while the equity component was USD 3.67 million.

Note C: Borrowings |

IND-AS 109 requires transaction costs incurred towards origination of borrowings to be deducted from the carrying amount of borrowings on initial recognition. These costs are recognized in the profit or loss over the tenure of the borrowing as part of the interest expense by applying the effective interest rate method.

Under previous GAAP, these transaction costs were charged to profit or loss over the tenure of the borrowing on a straight ^£ line basis. Also, under previous GAAP, the unamortized transaction costs were grouped under Current/Non-Current Assets depending on the amortization period. Consequent to transition to IND-AS, unamortized transaction costs now appear as a reduction from Borrowings.

Note D: Retained Earnings.

Retained earnings has been adjusted consequent to the IND-AS transition adjustments.

Note E: Other Comprehensive Income

Under Ind AS, all items of income and expense recognized in a period should be included in profit or loss for the period, unless a standard enquires or permits otherwise. Items of income and expense that are not recognized in profit or loss but are shown in the statement of profit and loss as ‘other comprehensive income'' includes remeasurements of defined benefit plans. The concept of other comprehensive income did not exist under previous GAAP.

Note F: Provision for Dividend & Dividend Distribution tax

Under Ind AS no provision for Dividend and Dividend distribution tax needs to be done.

3.21 PREVIOUS YEAR FIGURES

Previous year''s figures have been regrouped / reclassified wherever necessary to correspond with the current year''s classification / disclosure.

---

Mar 31, 2016

Terms/Rights attached to Equity shares

The company has two classes of shares referred to as equity shares having a face value ofRs, 1/- and preference shares having a
face value ofRs, 100/-. Each holder of equity shares is entitled to one vote per share.

The Company declares and pays dividend in Indian rupees. The dividend whenever proposed by the Board of Directors is subject to
the approval of the shareholders at 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.

For the period of five years immediately preceding the date as at which the balance sheet is prepared:

(i) No shares were allotted pursuant to contracts without payment being received in cash.

(ii) No bonus shares were issued.

(iii) No shares were bought back.

Notes:

Security Details (i) Secured

a) Debentures referred in (A) above are secured by first paripasu charge on specified vessels and first pari- passu charge on the
specified immovable property of the company.

b) External Commercial Borrowings referred in (B) above are secured by exclusive/first pari passu charge on specified vessels of
the company as well as charge on cash flows of specified vessels.

c) Term Loans referred in (C) above are secured by exclusive/first pari passu/residual charge on specified vessels, as charge on
cash flows of specified vessels. It includes an amount of Rs, 3,146.83 Lakhs additionally secured by pari passu charge on
specified immovable property

(ii) Unsecured

FCCB referred in (D) are convertible upon exercise of option during the period May 27, 2014 till April 27, 2019 with initial
conversion price ofRs, 38.30 Per Share (at a fixed rate of exchange on conversion ofRs, 58.5740 per 1 USD). The maturity date of
FCCB is May 27, 2019

1 Remittance in foreign currencies for dividends

The Company has not remitted any amount in foreign currencies on account of dividends during the year and does not have
information as to the extent to which remittance, if any, of foreign currencies on account of dividends have been made by/on
behalf of non-resident shareholders.

2. DISCLOSURES AS PER NOTIFIED ACCOUNTING STANDARDS

3. The company has opted for accounting the exchange differences arising on reporting of long term foreign currency monetary
items in line with the notification of MCA dated 31st March 2009/29th December 2011 on Accounting Standard (AS)-11. In line with
the above notification, gains / losses arising during the year from the effect of changes in foreign exchange rates on foreign
currency loans relating to acquisition of depreciable capital assets are adjusted to the cost of the fixed assets. The addition
to fixed assets on account of the same is Rs, 3,121.14 Lakhs (P.Y Rs, 1,101.51 Lakhs).

4. In view of long term interest of the company in its subsidiaries and step down subsidiaries no provision is made for
diminution in value of investment, if any, in these subsidiary companies and step down subsidiary companies.

5. Disclosures in accordance with Accounting Standard (AS) -15 on "Employee Benefits":

(B) Defined Benefit Plans and Other Long Term Benefits:

General Description of Significant Defined Benefit Plans:

Gratuity Plan:

Gratuity is payable to all eligible employees of the company as per the provisions of the Payment of Gratuity Act, 1972. Gratuity
is payable on resignation/retirement of the employee who has completed five years of continuous service.

Leave encashment:

All eligible employees can carry forward and accumulate leave upto maximum of 75 days. Encashment is allowed on Basic Salary for
a minimum of 15 days and a maximum of 30 days at a time. However, encashment is subject to maintaining a minimum balance of 20
days at any given point of time.

6. Segment Reporting

In accordance with paragraph 4 of Accounting Standard (AS) 17 ''Segment Reporting'', the company has disclosed segment result on
the basis of Consolidation Financial Statements. The same are therefore not disclosed for standalone Financial Statements.

Disclosures as per Accounting Standard (AS) 18 "Related Party Disclosures''- As per Annexure ''A''

7. Related Party Disclosures: A List of Related Parties

(I) Subsidiaries - Fellow/ Step down subsidiaries

1 Mercator International Pte Limited (Singapore)

2 Mercator Oil and Gas Limited (India)

3 Mercator Petroleum Limited (India)

4 Oorja Resources India Private Limited (India)

5 Mercator FPSO Private Limited (India)

6 Mercator Offshore Holdings Pte Limited (Singapore)

7 Oorja Holdings Pte.Limited (Singapore)

8 Mercator Energy Pte Limited (Singapore)

9 Mercator Lines (Singapore) Limited (Singapore)*

10 Mercator Projects Pte Ltd (Singapore)

11 Mercator Offshore Assets Holding Pte Limited (Singapore)

12 Mercator Okwok FPU Pte Limited (Singapore)

13 Mercator Okoro FPU Pte Limited (Singapore)

14 Mercator Offshore (P) Pte Limited (Singapore)

15 Ivorene Oil Services Nigeria Limited

16 Chitra Prem Pte. Limited (Singapore)*

17 Varsha Vidya Inc (Panama)*

18 Panther Resources Pte Ltd (Singapore)

19 Oorja (Batua) Pte Limited (Singapore)

20 Oorja 1 Pte Limited (Singapore)

21 Oorja 2 Pte Limited (Singapore)

22 Oorja 3 Pte Limited (Singapore)

23 Oorja Mozambique Limitada (Mozambique)

24 MCS Holdings Pte Limited (Singapore)

25 PT Karya Putra Borneo (Indonesia)

26 PT Indo Perkasa (Indonesia)

27 Oorja Indo Petangis Four (Indonesia)

28 Oorja Indo Petangis Three (Indonesia)

29 Oorja Indo KGS (Indonesia)

30 Broadtec Mozambique Minas Limited (Mozambique)

31 PT Mincon Indo Resources (Jakarta)

32 Bima Gema Permata PT (Jakarta)

33 Nuansa Sakti Kencana PT (Jakarta)

34 MCS Fuel Trading Sdn. Bhd (Malaysia)

35 Mercator Global Pte. Ltd. (Singapore)

36 Brio Resources Pte Ltd (Singapore)

37 Fortune Offshore O&M Pte Limited (Singapore)

38 RDPT Batavia Drill (Jakarta)

39 Marvel Value International Limited (British Virgin Island)

(II) Key Management Personnel

1 Mr. H.K Mittal- Executive Chairman

2 Mr. A.J. Agarwal- Managing Director

3 Mr. Kishor Shah - Group Chief Financial Officer

4 Mr. Prasad Patwardhan- Chief Financial Officer

5 Ms. Amruta Sant -Company Secretary (till 10.04.2015)

6 Mr. Deepesh Joishar -Company Secretary (from 04.05.2015)

(III) Enterprises over which Key Management Personnel exercise significant control

1 AAAM Properties Private Limited

2 Ankur Fertilizers Private Limited

3 AHM Investments Private Limited

4 MHL Healthcare Limited

5 Papeeta Resources Pte Limited

6 Asmara Resources Private Limited ( India)

7 Prem Punita Foundation ( India)- Charitable Trust

8 HK Sons Realtors Private Limited

9 Premputli Realtors Private Limited

10 Sisouli Realtors Private Limited

(IV) Enterprises over which Directors/Relative of Directors/Key Management Personnel/Relative of Key Management Personnel
exercise significant influence.

1 MLL Logistics Private Limited

2 Vaitarna Marine Infrastructure Limited

3 Rishi Holding Private Limited

*Due to the continuous depressed market conditions in the dry bulk business, the board of Directors took a decision on January
18, 2016 to exit the dry bulk business being carried on by our Singapore listed step-down subsidiary Mercator Lines (Singapore)
Ltd ("MLS"), which was placed under Judicial Management by the High Court of the Republic of Singapore.

*On February 9, 2016, Mercator International Pte Limited (MIPL), wholly owned subsidiary of the company, which holds the shares
in MLS, entered into Sale & Purchase Agreements with various entities to dispose of its entire shareholding (i.e. 66.17%) in MLS.
Subsequently, on receipt of the approvals from SGX and and other regulatory authorities, (MIPL) has divested its entire stake in
MLS. Accordingly, Company has consolidated MLS financials for the first nine months of FY2016 i.e. April 2015 to December 2015.

8 Derivative Instruments

(A) The Company uses foreign currency forward contracts to hedge its risks associated with foreign currency fluctuations relating
to certain firm commitments and forecasted transactions. The use of foreign currency forward contracts is governed by the
Company''s strategy approved by the Board of Directors, which provide principles on the use of such forward contracts consistent
with the Company''s Risk Management Policy. The Company does not use forward contracts for speculative purposes.

The Company has not received any intimation from its vendors regarding the status under the Micro, Small and Medium Enterprise
Development Act, 2006. The above information is based on the information compiled by the company and relied upon by the auditors.

9. Tonnage Tax Reserve

In terms of section 115VT of the Income Tax Act, 1961, the company is required to transfer amounts out of its profit to Tonnage
Tax Reserve. During the year, the company has transferred Rs. 357.40 Lakhs (P.Y. Rs, 1,030.91 Lakhs) to Tonnage Tax Reserve.

10. Details of loans given, Investments made and guarantee given covered u/s 186(4) of the Companies Act, 2013

Loans & Advances given, Investments made and corporate guarantees taken on behalf of Subsidiaries are given under the respective
heads

11 Corporate Social Responsibility (CSR)

As per Section 135 of the Companies Act, 2013 as applicable, there is no amount necessary to be spent by the company on CSR
activities for the year.

12. PREVIOUS YEAR FIGURES

Previous year''s figures have been regrouped / reclassified wherever necessary to correspond with the current year''s
classification / disclosure.

---

Mar 31, 2015

1. CORPORATE INFORMATION

Mercator Limited was incorporated on 24th November 1983 as private limited company with name as Mercator Lines Private Limited. It was converted into limited company vide ROC approval dated 12th April 1984. The name was changed to Mercator Limited vide ROC approval dated 22nd November 2011. The Company has directly and/or through its subsidiaries diversified business verticals viz. Shipping (tankers, Gas Carriers and dry bulkers), Dredging, Oil and Gas (EPCIC and E & P), Coal (Mining, Procurement and Logistics).

2. Terms/Rights attached to Equity shares

The company has two class of shares referred to as equity shares having a face value of Re.1/- and preference shares having a face value of Rs.100/-. Each holder of equity shares is entitled to one vote per share.

The Company declares and pays dividend in Indian rupees. The dividend whenever proposed by the Board of Directors is subject to the approval of the shareholders at 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.

For the period of five years immediately preceding the date as at which the balance sheet is prepared:

(i) No shares were allotted pursuant to contracts without payment being received in cash.

(ii) No bonus shares were issued.

(iii) No shares were bought back.

3. (i) Security details

a) Debentures referred in (A) above are secured by first paripasu charge on specified vessels and first pari- passu charge on the specified immovable property of the company.

b) External Commercial Borrowings referred in (B) above are secured by exclusive/first pari passu charge on specified vessels of the company of which Rs.2503.63 lakhs (P.Y. Rs.2,704.49 lakhs) additonally secured by charge on loan extended to subsidiary as well as charge on cash flows of specified vessels.

c) Term Loans refered in (C) above are secured by exclusive/first pari passu/residual charge on specified vessels, and includes Rs.10,800.00 lakhs (P.Y. Rs.12,150.00 lakhs) additonally secured by charge on loan extended to subsidiary as well as charge on cash flows of specified vessels. It includes an amount of Rs.5,933.61 Lakhs additionally secured by pari passu charge on specified immovable property

(ii) FCCB referred in (D) are convertible upon exercise of option during the period May 27, 2014 till April 27, 2019 with initial conversion price of Rs.38.30 per share (at a fixed rate of exchange on conversion of Rs.58.5740 per 1 USD). The maturity date of FCCB is May 27, 2019

4. OTHER DISCLOSURES

i. Contingent Liabilities not provided for

(Amount Rs. in Lakhs)

Particulars Current Previous Year Year

Counter guarantees issued by the Company for guarantees 7,847.82 7,292.86

obtained from bank (net of margin).

Counter guarantees issued by the Company for guarantees 152.60 436.50 obtained from bank on behalf of subsidiaries.

Corporate guarantees issued by the company on behalf of 1,04,275.50 1,05,813.95 subsidiaries.

TOTAL 1,12,275.92 1,13,543.31

ii. Estimated amount of contracts remaining to be executed on capital accounts and not provided for (net of advances) as at March 31,2015 Rs. NIL (P.Y. Rs. NIL).

iii Remittance in foreign currencies for dividends

The Company has not remitted any amount in foreign currencies on account of dividends during the year and does not have information as to the extent to which remittance, if any, of foreign currencies on account of dividends have been made by/on behalf of non-resident shareholders.

5. DISCLOSURES AS PER NOTIFIED ACCOUNTING STANDARDS

i. The company has opted for accounting the exchange differences arising on reporting of long term foreign currency monetary items in line with the notification of MCA dated 31st March 2009/29th December 2011 on Accounting Standard (AS)-11. In line with the above notification, gains / losses arising during the year from the effect of changes in foreign exchange rates on foreign currency loans relating to acquisition of depreciable capital assets are adjusted to the cost of the fixed assets. The addition to fixed assets on account of the same is Rs. 1,101.51 Lakhs (P.Y Rs. 384.32 Lakhs).

Exchange Fluctuation on restatement of foreign currency loan initially taken for acquisition of fixed asset has been transferred to "Foreign Currency Monetary Item Translation Difference Account" (FCMITD) since subsequently the said fixed asset was disposed off. The exchange loss (net) transferred to FCMITD for the same is Rs. 522.65 Lakhs (PY Loss (net) Rs. 1,234.43 Lakhs). The balance debit amount outstanding in FCMITD as on 31st March, 2015 is Rs. 1,200.73 lakhs (PY debit amount outstanding Rs. 1,620.71 Lakhs).

ii. In view of long term interest of the company in its subsidiaries and step down subsidiaries no provision is made for diminution in value of investment, if any, in these subsidiary companies and step down subsidiary companies.

iii. Disclosures in accordance with Revised Accounting Standard (AS) -15 on "Employee Benefits":

Disclosure as required by AS-15 is as under:

(B) Defined Benefit Plans and Other Long Term Benefits:

General Description of Significant Defined Benefit Plans:

Gratuity Plan:

Gratuity is payable to all eligible employees of the company as per the provisions of the Payment of Gratuity Act, 1972. Gratuity is payable on resignation/retirement of the employee who has completed five years of continuous service.

Leave encashment:

All eligible employees can carry forward and accumulate leave upto maximum of 75 days. Encashment is allowed on Basic Salary for a minimum of 15 days and a maximum of 30 days at a time. However, encashment is subject to maintaining a minimum balance of 20 days at any given point of time.

iv. Segment Reporting

In accordance with paragraph 4 of Accounting Standard (AS) 17 ''Segment Reporting'', the company has disclosed segment result on the basis of Consolidation Financial Statements. The same are therefore not disclosed for standalone Financial Statements.

Related Party Disclosures (as per Accounting Standard (AS) 18 ''Related Party Disclosures''- As per Annexure ''A''

v. Related Party Disclosures:

(A) List of Related Parties

(I) Subsidiaries - Fellow/ Step down subsidiaries

1. Mercator International Pte Limited (MIPL) (Singapore)

2. Mercator Oil and Gas Limited (MOGL) (India)

3. Mercator Petroleum Limited (India)

4. Oorja Resources India Private Limited (India)

5. Mercator FPSO Private Limited (India)

6. Mercator Offshore Holdings Pte Limited (MOHPL) (Singapore)

7. Oorja Holdings Pte.Limited (OHL) (Singapore)

8. Mercator Energy Pte Limited (Singapore)

9. Mercator Lines (Singapore) Limited (MLS) (Singapore)

10. Mercator Projects Pte Ltd (Singapore)

(I) Subsidiaries - Fellow/ Step down subsidiaries

11. Mercator Offshore Assets Holding Pte Limited (Singapore)

12. Mercator Okwok FPU Pte Limited (Singapore)

13. Mercator Okoro FPU Pte Limited (Singapore)

14. Mercator Offshore (P) Pte Limited (Singapore)

15. Ivorene Oil Services Nigeria Limited

16. Chitra Prem Pte. Limited (Singapore)

17. Varsha Vidya Inc (Panama)

18. Panther Resources Pte Ltd (Singapore)

19. Oorja (Batua) Pte Limited (Singapore)

20. Oorja 1 Pte Limited (Singapore)

21. Oorja 2 Pte Limited (Singapore)

22. Oorja 3 Pte Limited (Singapore)

23. Oorja Mozambique Limitada (Mozambique)

24. MCS Holdings Pte Limited (Singapore)

25. PT Karya Putra Borneo (Indonesia)

26. PT Indo Perkasa (IPK) (Indonesia)

27. Oorja Indo Petangis Four (Indonesia)

28. Oorja Indo Petangis Three (Indonesia)

29. Oorja Indo KGS (Indonesia)

30. Broadtec Mozambique Minas Limitada (Mozambique)

31. PT Mincon Indo Resources (Jakarta)

32. Bima Gema Permata PT (Jakarta)

33. Nuansa Sakti Kencana PT (Jakarta)

34. MCS Fuel Trading Sdn. Bhd (Malaysia)

(II) Key Management Personnel

1. Mr. H.K Mittal- Executive Chairman

2. Mr. A.J. Agarwal- Managing Director

3. Mr. Prasad Patwardhan- Chief Financial Officer

4. Ms. Amruta Sant -Company Secretary

(III) Enterprises over which Key Management Personnel exercise significant control

1. AAAM Properties Private Limited

2. Ankur Fertilizers Private Limited

3. AHM Investments Private Limited

4. MHL Healthcare Limited

5. Papeeta Resources Pte Limited

6. Asmara Resources Private Limited ( India)

7. Prem Punita Foundation ( India)- Chartiable Trust

(IV) Enterprises over which Directors/Relative of Directors/Key Management Personnel/ Relative of Key Management Personnel exercise significant influence.

1. MLL Logistics Private Limited

2. Zicom Electronic Security Systems Limited

3. Vaitarna Marine Infrastructure Limited

4. Rishi Holding Private Limited

6. Derivative Instruments

(A) The Company uses foreign currency forward contracts to hedge its risks associated with foreign Currency fluctuations relating to certain firm commitments and forecasted transactions. The use of foreign currency forward contracts is governed by the Company''s strategy approved by the Board of Directors, which provide principles on the use of such forward contracts consistent with the Company''s Risk Management Policy. The Company does not use forward contracts for speculative purposes.

7. OTHER DISCLOSURES AND NOTES

i. The company has not received any intimation from its vendors regarding the status under the Micro and Small Enterprises Development Act 2006 and hence disclosures required under the said Act have not been made.

ii. Tonnage Tax Reserve

In terms of section 115VT of the Income Tax Act, 1961, the company is required to transfer amounts out of its profit to Tonnage Tax Reserve. During the year, the company has transferred Rs.1,030.91 Lakhs (P.Y. Rs. 150.00 Lakhs) to Tonnage Tax Reserve.

iii. Details of loans given, Investments made and guarantee given covered u/s 186(4) of the Companies Act, 2013

Loans & Advances given, Investments made and corporate guarantees taken on behalf of Subsidiaries are given under the respective head

vi. Corporate Social Responsibility (CSR)

As per Section 135 of the Companies Act, 2013 as applicable, there is no amount necessary to be spent on CSR activities for the year.

8. PREVIOUS YEAR FIGURES

Previous year''s figures have been regrouped / reclassified wherever necessary to correspond with the current year''s classification / disclosure..

---

Mar 31, 2014

Share Capital

Terms/Rights attached to Equity shares

The company has two classes of shares referred to as equity shares having a par value of Rs. 1/- and preference shares having a par value of Rs. 100/- Each holder of equity shares is entitled to one vote per share.

The Company declares and pays dividend in Indian rupees. The dividend whenever 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 preferetial amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

For the period of five years immediately preceding the date as at which the balance sheet is prepared:

(i) No shares were allotted pursuant to contracts without payment being received in cash.

(ii) No bonus shares were issued.

(iii) No shares were bought back.

Notes:

(i) Security details

a) Debentures referred in (A) above are secured by first mortgage on specified vessels of the company on pari-passu basis with other lenders and first pari-passu charge on the specified immovable property.

b) External Commercial Borrowings referred in (B) above are secured by exclusive charge on specified vessels of the company of which Rs. 2,704.49 lakhs (P.Y. Rs. 2,651.48 lakhs) additionally secured by charge on loan extended to subsidiary as well as charge on cash flows of specified vessels.

c) Term Loans referred in (C) above are secured by first charge on specified vessels, on pari passu basis with other lenders and includes Rs. 12,150.00 lakhs (P.Y. Rs. 13,050.45 lakhs) additionally secured by charge on loan extended to subsidiary as well as charge on cash flows of specified vessels.

d) Foreign Currency loans included in Term loans from banks in (C) are secured by first charge Rs. 29,213.06 lakhs and by second charge Rs. 3,004.99 lakhs on specified vessels of the company on pari passu basis with other lenders.

Note:

Working capital facilities from Scheduled Banks are secured by first charge on all receivables and other current assets of the company on pari-passu basis and second charge on specified vessels.

Fixed Assets

Notes

1) Includes cost of 10 shares of Rs. 50/- each fully paid in Mittal Tower Premises Co-op. Society Ltd.

2) Office premises having gross value Rs. 343.16 lakhs (P.Y. Rs. 343.16 lakhs) and accumulated depreciation Rs. 157.06 lakhs (P.Y. Rs. 147.27 /- lakhs) are given on operating Lease.

3) Other adjustments include exchange fluctation loss on Long term foreign currency loans Rs. 384.32 lakhs (P.Y. Rs. 1,404.72 lakhs)

Contingent Liabilities not provided for

(Rs. in lakhs) Current Year Previous Year

Counter guarantees issued by the Company for guarantees obtained from bank (net of margin). 7,292.86 4,191.12

Counter guarantees issued by the Company for guarantees obtained from bank on behalf of subsidiaries. 436.50 626.50

Corporate guarantees issued by the Company on behalf of subsidiaries. 1,05,813.95 99,487.87

Total 1,13,543.31 104,305.49

Claims against the Company not acknowledged as debts in respect of following items:

a) The Company received the Show Cause cum Demand notices from the Commissioner of service tax aggregating to Rs. 8,177.22 lakhs for FY 2006-07 to FY 2012-13. The Company has filed its reply against the said notices. There is no further communication for the same from the authorities. The Company is advised that the said demand is legally unsustainable and hence the Company does not expect any liability in the matter.

b) No provision has been made in respect of disputed demands from Income-tax Authorities to the extent of Rs. 10,269.30 lakhs (Rs. 5,725.26 Lakhs), since the Company has reasons to believe that it would get relief at the appellate stage as the said demands are excessive and erroneous. Against the above, the Company has already paid Rs. 2,644.38 lakhs (Rs. 1,841.77 lakhs).

Remittance in foreign currencies for dividends

The Company has not remitted any amount in foreign currencies on account of dividends during the year and does not have information as to the extent to which remittance, if any, of foreign currencies on account of dividends have been made by/on behalf of non-resident shareholders.

Disclosures as per Notified Accounting Standards

The Company has opted for accounting the exchange differences arising on reporting of long term foreign currency monetary items in line with the notification of Ministry of Corporate Affairs (MCA) dated March 31, 2009/December 29, 2011 on Accounting Standard (AS)-11. In line with the above notification, gains / losses arising during the year from the effect of changes in foreign exchange rates on foreign currency loans relating to acquisition of depreciable capital assets are adjusted to the cost of the fixed assets. The addition to fixed assets on account of the same is Rs. 384.32 lakhs (P.Y Rs. 1404.72 lakhs).

Exchange Fluctuation on restatement of foreign currency loan initially taken for acquisition of fixed asset has been transferred to "Foreign Currency Monetary Item Translation Difference Account" (FCMITD) since subsequently the said fixed asset was disposed off. The exchange loss (net) transferred to FCMITD for the same is Rs. 1,234.43 lakhs (PY Gain (net) Rs. 190.04 lakhs). The balance debit amount outstanding in FCMITD as on March 31, 2014 is Rs. 1,620.71 lakhs (PY credit amount outstanding Rs. 103.88 lakhs).

In view of long term interest of the Company in its subsidiaries and step down subsidiaries no provision is made for diminution in value of investment, if any, in these subsidiary companies and step down subsidiary companies.

Defined Benefit Plans and Other Long Term Benefits:

General Description of Significant Defined Benefit Plans:

Gratuity Plan:

Gratuity is payable to all eligible employees of the Company as per the provisions of the Payment of Gratuity Act, 1972. Gratuity is payable on resignation/retirement of the employee who has completed five years of continuous service.

Leave encashment:

All eligible employees can carry forward and accumulate leave upto maximum of 75 days. Encashment is allowed on Basic Salary for a minimum of 15 days and a maximum of 30 days at a time. However, encashment is subject to maintaining a minimum balance of 20 days at any given point of time.

Segment Reporting

In accordance with paragraph 4 of Accounting Standard (AS) 17 ''Segment Reporting'', the Company has disclosed segment result on the basis of Consolidation Financial Statements. The same are therefore not disclosed for standalone Financial Statements.

Related Party Disclosures (as per Accounting Standard (AS) 18 "Related Party Disclosures''- As per Annexure ''A'' A List of Related Parties

I Subsidiaries - Fellow/ Step down subsidiaries

1 Mercator International Pte Limited (MIPL) (Singapore)

2 Mercator Oil and Gas Limited (MOGL) (India)

3 Mercator Petroleum Limited (India)

4 Oorja Resources India Private Limited (India)

5 Mercator FPSO Private Limited (India)

6 Mercator Offshore Holdings Pte Limited (MOHPL) (Singapore)

7 Mercator Offshore (P) Pte Limited (Singapore)

8 Oorja Holdings Pte.Limited (OHL) (Singapore)

9 Mercator Lines (Singapore) Limited (MLS) (Singapore)

10 Mercator Offshore Limited (Singapore) - Liquidated during the year with effect from April 1, 2013

11 Ivorene Oil Services Nigeria Limited (Singapore)

12 Mercator Lines (Panama) Inc

13 Chitra Prem Pte. Limited (Singapore)

14 Oorja 1 Pte Limited (Singapore)

15 Oorja 2 Pte Limited (Singapore)

16 Oorja 3 Pte Limited (Singapore)

17 Oorja Mozambique Limitada (Mozambique)

18 MCS Holdings Pte Limited (Singapore)

19 Oorja (Batua) Pte Limited (Singapore)

20 PT Karya Putra Borneo (Indonesia)

21 PT Indo Perkasa (IPK) (Indonesia)

22 Oorja Indo Petangis Four (Indonesia)

23 Ooija Indo Petangis Three (Indonesia)

24 Oorja Indo KGS (Indonesia)

25 Broadtec Mozambique Minas Limitada (Mozambique)

26 PT Mincon Indo Resources (Indonesia)

27 Bima Gema Permata PT (Jakarta)

28 Nuansa Sakti Kencana PT (Jakarta)

29 Varsha Vidya Inc (Panama)

30 Mercator Energy Pte Limited (Singapore)

31 Mercator Offshore Assets Holding Pte Limited (Singapore)

32 Mercator Okwok FPU Pte Limited (Singapore)

33 Mercator Okoro FPU Pte Limited (Singapore)

II Key Management Personnel

1 H.K. Mittal

2 A.J. Agarwal

III Enterprises over which Key Management Personnel exercise significant control

1 AAAM Properties Private Limited

2 Ankur Fertilizers Private Limited

3 AHM Investments Private Limited

4 MHL Healthcare Limited - Formerly known as Mercator Healthcare Limited (Name changed with effect from January 1, 2014)

IV Enterprises over which Directors/Relative of Directors/Key Management Personnel/Relative of Key Management Personnel exercise significant influence.

1 MLL Logistics Private Limited

2 Zicom Electronic Security Systems Limited

3 Vaitarna Marine Infrastructure Limited -Formerly known as Vaitarna Marine Infrastructure Private Limited (Name changed with effect from May 21, 2013)

4 Rishi Holding Private Limited

5 Baronet Properties & Investments Private Limited

6 Coronet Properties & Investments Private Limited

V Relative of Key Management Personnel

1 Adip Mittal

Derivative Instruments

(A) The Company uses foreign currency forward contracts to hedge its risks associated with foreign Currency fluctuations relating to certain firm commitments and forecasted transactions. The use of foreign currency forward contracts is governed by the Company''s strategy approved by the Board of Directors, which provide principles on the use of such forward contracts consistent with the Company''s Risk Management Policy. The Company does not use forward contracts for speculative purposes.

Other Disclosures and Notes

. The Company has not received any intimation from its vendors regarding the status under the Micro and Small Enterprises Development Act 2006 and hence disclosures required under the said Act have not been made.

. Tonnage Tax Reserve

. In terms of section 115VT of the Income Tax Act, 1961, the Company is required to transfer amounts out of its profit to Tonnage Tax Reserve. During the year, the Company has transferred Rs. 150.00 Lakhs (previous year Nil) to Tonnage Tax Reserve.

. The Company had in the FY 2012-13 transferred its vessel M.T. Kamakshi Prem to a subsidiary Mercator Offshore Holdings Pte. Ltd. (MOHPL). However, since the vessel was not registered in the name of MOHPL till November 22, 2013, the incomes / expenses for operating the same were carried out in the name of the parent company on behalf of MOHPL. The same have been subsequently transferred to MOHPL.

. All assets and liabilities are classified as current or non-current as per the Company''s normal operating cycle and other criteria set out in Schedule VI to the Companies Act, 1956. Based on the nature of products and the time between the acquisition of assets for processing and their realisation in cash and cash equivalents, 12 months has been considered by the Company for the purpose of current - noncurrent classification of assets and liabilities.

---

Mar 31, 2013

CORPORATE INFORMATION

Mercator Limited was incorporated on 24th November 1983 as private limited company with name as Mercator Lines Private Limited. It was converted into limited company vide ROC approval dated 12th April 1984. The name was changed to Mercator Limited vide ROC approval dated 22nd November 2011. The Company has directly and/or through its subsidiaries diversifi ed business verticals viz. Shipping (tankers and dry bulkers), Dredging, Oil and Gas (EPCIC and E & P), Coal (Mining, Procurement and Logistics).

1.1 Segment Reporting

In accordance with paragraph 4 of Accounting Standard (AS) 17 ''Segment Reporting'', the company has disclosed segment result on the basis of Consolidation Financial Statements. The same are therefore not disclosed for standalone Financial Statements.

1.2 Related Party Disclosures (as per Accounting Standard (AS) 18 "Related Party Disclosures''- As per Annexure ''A'' A List of Related Parties

I Subsidiaries - Fellow/ Step down subsidiaries

1 Mercator International Pte Limited (MIPL) (Singapore)

2 Mercator Oil and Gas Limited (MOGL) (India)

3 Mercator Petroleum Limited (India)

4 Oorja Resources India Private Limited (India)

5 Mercator FPSO Private Limited (India)

6 Mercator Offshore Holdings Pte Ltd. (MOHPL) (Singapore)

7 Mercator Offshore (P) Pte Ltd. (Singapore)

8 Oorja Holdings Pte. Ltd. (OHPL) (Singapore)

9 Mercator Lines (Singapore) Ltd. (MLS) (Singapore)

10 Mercator Offshore Ltd. (Singapore)

11 Ivorene Oil Services Nigeria Ltd. (Singapore)

12 Varsha Marine Pte. Ltd. (Singapore) - Liquidated during the year with effect from 11th Jan 2013

13 Vidya Marine Pte. Ltd. (Singapore) - Liquidated during the year with effect from 11th Jan 2013

14 Mercator Lines (Panama) Inc

15 Chitra Prem Pte. Ltd. (Singapore)

16 Target Ship Management Pte. Ltd. (Singapore) - Ceased to be subsidiary from 15th March 2013

17 Oorja 1 Pte. Ltd. (Singapore)

18 Oorja 2 Pte. Ltd. (Singapore)

19 Oorja 3 Pte. Ltd. (Singapore)

20 Oorja Mozambique Limitada (Mozambique)

21 MCS Holdings Pte. Ltd. (Singapore)

22 Oorja (Batua) Pte. Ltd. (Singapore)

23 PT Karya Putra Borneo

24 PT Indo Perkasa (IPK)

25 Oorja Indo Petangis Four (Indonesia)

26 Oorja Indo Petangis Three (Indonesia)

27 Oorja Indo KGS (Indonesia)

28 Broadtec Mozambique Minas Limitada (Mozambique)

29 PT Mincon Indo Resources (Jakarta)

30 Bima Gema Permata PT (Jakarta)

31 Nuansa Sakti Kencana PT (Jakarta)

32 Varsha Vidya Inc (Panama)

II Key Management Personnel

1 H.K Mittal

2 A.J. Agarwal

III Enterprises over which Key Management Personnel exercise signifi cant control

1 AAAM Properties Private Limited

2 Ankur Fertilizers Private Limited

3 AHM Investments Private Limited

4 Mercator Healthcare Limited

IV Enterprises over which Directors/Relative of Directors/Key Management Personnel/Relative of Key Management Personnel exercise signifi cant infl uence.

1 MLL Logistics Private Limited

2 Zicom Electronic Security Systems Limited

3 Vaitarna Marine Infrastructure Private Limited

4 Rishi Holding Private Limited

V Relative of Key Management Personnel

1 Adip Mittal

1.3 Derivative Instruments

(A) The Company uses foreign currency forward contracts to hedge its risks associated with foreign Currency fl uctuations relating to certain fi rm commitments and forecasted transactions. The use of foreign currency forward contracts is governed by the Company''s strategy approved by the Board of Directors, which provide principles on the use of such forward contracts consistent with the Company''s Risk Management Policy. The Company does not use forward contracts for speculative purposes.

2. OTHER DISCLOSURES AND NOTES

2.1 The company has not received any intimation from its vendors regarding the status under the Micro and Small Enterprises Development Act 2006 and hence disclosures required under the said Act have not been made.

2.2 Tonnage Tax reserve

In terms of section 115VT of the Income Tax Act, 1961, the company is required to transfer amounts out of its profi t to Tonnage Tax Reserve. In view of NIL "Income from shipping" (As defi ned u/s 115V – I sub clause (i) and (ii) of Income Tax Act, 1961), there is no transfer during the year as well as in the previous year to the Tonnage Tax Reserve.

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 fulfi llment of conditions stipulated in the circular. The Company has satisfi ed 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 Statements.

3. All assets and liabilities are classifi ed as current or non-current as per the Company''s normal operating cycle and other criteria set out in Schedule VI to the Companies Act, 1956. Based on the nature of products and the time between the acquisition of assets for processing and their realization in cash and cash equivalents, 12 months has been considered by the Company for the purpose of current – noncurrent classifi cation of assets and liabilities.

4. PREVIOUS YEAR FIGURES

Previous year''s fi gures have been regrouped / reclassifi ed wherever necessary to correspond with the current year''s classifi cation / disclosure.

---

Mar 31, 2012

The company has two class of shares referred to as equity shares having a par value of Rs. 1/- and preference shares having a par value of Rs. 100/-. Each holder of equity shares is entitled to one vote per share.

The Company declares and pays dividend in Indian rupees. The dividend whenever 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 preferetial amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

The aggregate number of bonus shares issued during the period of five years immediately preceeding the balance sheet date is Nil (P.Y. 11,83,45,500 which were issued in the year 2005-06)

Notes:

(i) Security details

a) Debentures referred in (A) above are secured by first mortgage on specified vessels of the company on pari-passu basis with other lenders and first / pari- passu charge on the specified immovable properties.

b) External Commercial Borrowings referred in (B) above are secured by exclusive charge on specified vessels of the company of which Rs. 2,557.83 lakhs (P.Y. Rs. Nil) additonally secured by charge on loan extended to subsidiary as well as charge on cash flows of specified vessels.

c) Term Loan refered in (C) above are secured by first charge on specified vessels, on pari passu basis with other lenders and includes Rs. 13,500 lakhs (P.Y. Rs. 8,000 lakhs) additonally secured by charge on loan extended to subsidiary as well as charge on cash flows of specifi ed vessels.

Note:

Working capital facilities from Scheduled Banks are secured by second charge on specified vessels and 1st charge on all receivables and other current assets of the company on pari-passu basis.

* These figures do not include any amounts, due and outstanding, to be credited to Investor Education and Protection Fund.

** Other payables includes uncompleted voyages net off income accrued but not due in the previous year.

1) Includes cost of 10 shares of Rs. 50/- each fully paid in Mittal Tower Premises Co-op. Society Ltd.

2) Office premises having gross value Rs. 343.16 lakhs (P.Y. Rs. 343.16 lakhs) and accumulated depreciation Rs. 136.96 lakhs (P.Y. Rs. 126.11 /- lakhs) are given on operating Lease.

3) Other adjustments include exchange fluctation loss on Long term foreign currency Loans Rs. 2,317.04 lakhs (P.Y. Exchange Fluctuation Gain Rs. 385.52 /- lakhs)

1.1 Investments

Note: The Company has agreed to maintain its beneficial stake of 100% in its subsidiary viz. Mercator International Pte. Ltd. and upto 51% in subsidiary/step down subsidiary viz. Mercator Offshore (P) Pte. Ltd.; and Mercator Lines (Singapore) Ltd. to the respective lenders under their financial assistance.

1.2 Remittance in foreign currencies for dividends

The Company has not remitted any amount in foreign currencies on account of dividends during the year and does not have information as to the extent to which remittance, if any, of foreign currencies on account of dividends have been made by/on behalf of non-resident shareholders. The particulars of dividend payable to non-resident shareholders declared during the year is as under:

2. DISCLOSURES AS PER ACCOUNTING STANDARDS NOTIFIED BY THE COMPANIES (ACCOUNTING STANDARDS) RULES, 2006.

2.1 The company has opted for accounting the exchange differences arising on reporting of long term foreign currency monetary items in line with the notification of Ministry of Corporate Affairs (MCA) dated 31st March 2009/29th December 2011 on Accounting Standard (AS)-11. In line with the above notification, gains / losses arising during the year from the effect of changes in foreign exchange rates on foreign currency loans relating to acquisition of depreciable capital assets, are adjusted to the cost of the fixed assets. The addition to fixed assets on account of the same is Rs. 2,317.04 Lakhs (Previous year deduction Rs. 385.53 Lakhs).

2.2 In view of long term interest of the company in its subsidiaries and step down subsidiaries no provision is made for diminution in value of investment, if any, in these subsidiary companies and step down subsidiary companies.

2.3 Disclosures in accordance with Revised Accounting Standard (AS) – 15 on "Employee Benefits":

Disclosure as required by AS-15 is as under: (A) Defined Contribution Plans:

The Company has recognized the following amounts in the Statement of Profit and Loss for the year:

The estimates of future salary increases considered in actuarial valuation takes into account inflation, seniority, promotion and other relevant factors.

2.4 Segment Reporting

In accordance with paragraph 4 of Accounting Standard (AS) 17 'Segment Reporting', the company has disclosed segment result on the basis of Consolidated Financial Statements. The same are therefore not disclosed for stand alone Financial Statements.

2.5 Related Party Disclosures: A List of Related Parties

I Subsidiaries – Fellow/ Step down subsidiaries

1 Mercator International Pte Limited (MIPL) – Singapore

2 Mercator Oil and Gas Limited (MOGL) – India

3 Mercator Petroleum Limited – India

4 Oorja Resources India Pvt. Ltd – India

5 Mercator FPSO Pvt. Ltd. – India

6 Mercator Offshore Holdings Pte Ltd (MOHPL) – Singapore

7 Mercator Offshore (P) Pte Ltd – (formerly known as Mercator Offshore (Nigeria) Pte Ltd

8 Oorja Holdings Pte.Limited. (OHL) Singapore

9 Mercator Lines Singapore Pte Ltd (MLS)

10 Mercator Offshore Ltd Singapore

11 Ivorene Oil Services Nigeria Ltd. (Singapore)

12 Varsha Marine Pte Ltd (Singapore)

13 Vidya Marine Pte Ltd (Singapore)

14 Mercator Lines (Panama) Inc

15 Chitra Prem Pte. Ltd. (Singapore)

16 Target Ship Management Pte. Ltd. (Singapore)

17 Oorja 1 Pte Ltd (Singapore)

18 Oorja 2 Pte Ltd (Singapore)

19 Oorja 3 Pte Ltd (Singapore)

20 Oorja Mozambique Limitada (Mozambique)

21 MCS Holdings Pte Ltd (Singapore)

22 Oorja (Batua) Pte. Ltd.(Singapore)

23 PT Karya Putra Borneo

24 PT Indo Perkasa (IPK)

25 Oorja Indo Petangis Four (Indonesia)

26 Oorja Indo Petangis Three (Indonesia)

27 Oorja Indo KGS (Indonesia)

28 Broadtec Mozambique Minas Limitada (Mozambique)

29 PT Mincon Indo Resources (Jakarta)

30 Bima Gema Permata PT (Jakarta)

31 Nuansa Sakti Kencana PT (Jakarta)

32 Varsha Vidya Inc (Panama)

II Key Management Personnel

1 H.K Mittal

2 A.J. Agarwal

III Enterprises over which Key Management Personnel exercise significant control

1 AAAM Properties Private Limited

2 Ankur Fertilizers Private Limited

3 AHM Investments Private Limited.

4 Vaitarna Marine Infrastructure Ltd. (Erstwhile Mech Marine Engineers Pvt Ltd)

5 Mercator Healthcare Limited

6 Rishi Holding Private Limited

IV Enterprises over which Directors/Relative of Directors/Key Management Personnel/Relative of Key Management Personnel exercise significant influence.

1 MLL Logistics Private Limited

2 MMAXX Dredging Pvt Ltd (Liquidated during the year)

3 CMA Constructions & Properties Pvt Ltd (Liquidated during the year)

4 Zicom Electronic Security Systems Ltd

5 OMCI Ship Management Pvt Limited

V Relative of Key Management Personnel

1 Adip Mittal

2.8 Derivative Instruments

(A) The Company uses foreign currency forward contracts to hedge its risks associated with foreign Currency fluctuations relating to certain firm commitments and forecasted transactions. The use of foreign currency forward contracts is governed by the Company's strategy approved by the Board of Directors, which provide principles on the use of such forward contracts consistent with the Company's Risk Management Policy. The Company does not use forward contracts for speculative purposes.

3. OTHER DISCLOSURES AND NOTES

3.1 The company has not received any intimation from its vendors regarding the status under the Micro and Small Enterprises Development Act 2006 and hence disclosures required under the said Act have not been made.

3.2 Tonnage Tax reserve

In terms of section 115VT of the Income Tax Act, 1961, the company is required to transfer amounts out of its profit to Tonnage Tax Reserve. In view of NIL "Income from shipping" (As defined u/s 115V – I sub clause (i) and (ii) of Income Tax Act, 1961), there is no transfer during the year as well as in the previous year to the Tonnage Tax Reserve.

3.3 Note on Prem Divya

During the year, in Dec 2011, an Aframax Tanker, Prem Divya, suffered an accident near Fujairah Port. The vessel is fully insured including for all third party liabilities. The insurance claim is being processed by the insurance company and we are confident of its early settlement which would adequately cover the costs of repairs and restoration of the tanker.

3.4 (a) 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 statement of profit and loss. The Company being a 'shipping company' is entitled to the exemption. Accordingly, disclosures mandated by paragraphs 4-D (a), (b), (c) & (e) of Part II, Schedule VI to the Companies Act, 1956 have not been provided.

(b) 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 Statements.

4. PREVIOUS YEAR FIGURES

The Revised Schedule VI has become effective from 1 April, 2011 for the preparation of financial statements. This has significantly impacted the disclosure and presentation made in the financial statements. Previous year's figures have been regrouped / reclassified wherever necessary to correspond with the current year's classification / disclosure.

---

Mar 31, 2011

1. Contingent Liabilities not provided for

Rs. in Lakhs

Current Year Previous Year

Counter guarantees issued by the Company for guarantees 2,573.94 2,305.53 obtained from bank

Corporate guarantees issued by the company on behalf of wholly 49,828.28 19,635.90 owned subsidiaries

TOTAL 52,402.22 21,941.43

2. During our earlier year, the company has received Show Cause cum Demand notices from the Commissioner of service tax aggregating to Rs. 6,809 Lakhs for FY 2006-07 to FY 2009-10. The Company has fled its reply against the said notices. There is no further communication for the same from the authorities. The company is advised that the said demand is legally unsustainable and hence the Company does not expect any liability in the matter.

3. No provision has been made in respect of disputed demands from Income-tax Authorities to the extent of Rs. 645.14 Lakhs (Rs. 37.73 Lakhs), since the company has reasons to believe that it would get relief at the appellate stage as the said demands are excessive and erroneous.

4. Estimated amount of contracts remaining to be executed on capital accounts and not provided for (net of advances) as at March 31, 2011 Rs. NIL (Rs. NIL).

5. In view of long term interest of the company in its subsidiaries and step down subsidiaries no provision is made for diminution in value of investment, if any, in these subsidiary companies and step down subsidiary companies.

6. a) During the year the company raised Foreign Currency Loans aggregating to NIL (USD NIL)

b) The Company established Letters of Credit aggregating to Rs. NIL (Rs. 3,720.72 Lakhs). The same has been utilized for acquisition of vessels.

7. The company has not received any intimation from its vendors regarding the status under the Micro and Small Enterprises Development Act 2006 and hence disclosures required under the said Act have not been made.

8. The balance in the Exchange Earners Foreign Currency account is maintained in USD and shown in equivalent Indian Rupees. The balance in the said account as at the Balance Sheet date was USD 0.72 Lakhs (Previous Year USD 218.87 Lakhs)

9. (a) The Ministry of Corporate Affairs, Government of India vide its General Notification No. S.O. 301 (E) dated February 8, 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 a 'shipping company' is entitled to the exemption. Accordingly, disclosures mandated by paragraphs 4-D (a), (b), (c) & (e) of Part II, Schedule VI to the Companies Act, 1956 have not been provided.

(b) The Ministry of Corporate Affairs, Government of India, vide General Circular No. 2 and 3 dated February 8, 2011 and February 21, 2011 respectively has granted a general exemption from compliance with section 212 of the Companies Act, 1956, subject to fulfllment 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 Statements.

10. Segment Reporting

In accordance with paragraph 4 of Accounting Standard (AS) 17 'Segment Reporting', the company has disclosed segment result on the basis of Consolidation Financial Statements. The same are therefore not disclosed for stand alone financial statements.

11. Related Party Disclosures (as per Accounting Standard (AS) 18 "Related Party Disclosures'

Related Party Disclosures:

A List of Related Parties

I Subsidiaries

1 MercatorInternational Pte Limited (MIPL) -Singapore

2 Mercator Oil and Gas Limited (MOGL) - India

3 Mercator Petroleum Private Limited - India

4 Mercator Offshore Holdings Pte Ltd (MOHPL) - Singapore

5 Mercator Offshore (Nigeria) Pte Ltd - Subsidiary of MIPL

6 Oorja Holdings Pte.Limited. (OHL) Singapore - subsidiary of MIPL

7 Mercator PH (Dutch) Holding BV (Netherlands) - Subsidiary of MIPL (Liquidated during the year)

8 Mercator Petroleum (Romania) Pte Ltd - Subsidiary of MIPL (Liquidated during the year)

9 Mercator Lines Singapore Pte Ltd (MLS) - Subsidiary of MIPL

10 Mercator Offshore Ltd Singapore - Subsidiary of MOHPL

11 Mercator Petroleum (Turkey) BV (Netherlands) - Subsidiary of Mercator PH (Dutch) Holding BV (Netherlands) (Liquidated during the year)

12 Ivorene Oil Services Nigeria Ltd. (Singapore) - Subsidary of MONPL

13 Varsha Marine Pte Ltd (Singapore) - Subsidiary of MLS

14 Vidya Marine Pte Ltd (Singapore) - Subsidiary of MLS

15 Mercator Lines (Panama) Inc - Subsidiary of MLS

16 Chitra Prem Pte. Ltd. (Singapore) - Subsidary of MLS

17 Target Ship Management Pte. Ltd. (Singapore) - Subsidiary of MLS

18 Oorja 1 Pte Ltd (Singapore) - Subsidiary of OHL

19 Oorja 2 Pte Ltd (Singapore) - Subsidiary of OHL

20 Oorja 3 Pte Ltd (Singapore) - Subsidiary of OHL

21 Oorja Mozambique Limitada (Mozambique) - Subsidiary of OHL

22 MCS Holdings Pte Ltd (Singapore) - Subsidiary of OHL

23 Oorja (Batua) Pte. Ltd.(Singapore) - Subsidiary of OHL

24 Oorja Indo Petangis Four (Indonesia) - Subsidiary of Oorja 1 Pte Ltd.

25 Oorja Indo Petangis Three (Indonesia) - Subsidiary of Oorja 2 Pte Ltd.

26 Oorja Indo KGS (Indonesia) - Subsidiary of Oorja 3 Pte Ltd

27 Broadtec Mozambique Minas Limitada (Mozambique) - Subsidiary of Oorja Mozambique Limitada

28 PT Mincon Indo Resources (Jakarta) - Subsidiary of Oorja Indo Petangis Three (Indonesia).

29 Bima Gema Permata PT (Jakarta) - Subsidiary of Oorja Indo Petangis Three (Indonesia).

30 Nusa Sakti Kencana PT (Jakarta) - Subsidiary of Oorja Indo Petangis Four (Indonesia).

II Promoter group Companies

1 MLL Logistics Private Limited

2 Mercator Mechmarine Limited

3 Mercator Healthcare Limited

4 Ankur Fertilizers Private Limited

5 Rishi Holding Private Limited

6 AHM Investments Private Limited.

7 Oorja Resources India Pvt Ltd

8 AAAM Properties Pvt Ltd

9 MMAXX Dredging Pvt Ltd

10 Vaitarna Marine Infrastructure Ltd. (Erstwhile Mech Marine Engineers Pvt Ltd)

11 Oilmax Energy Pvt Ltd

12 Optimum Oil & Gas Ltd

13 CMA Constructions & Properties Pvt Ltd

14 OMCI Ship Management Pvt Ltd

III Directors of the Company

1 H.K Mittal

2 A.J Agarwal

3 Manohar Bidaye

4 Anil Khanna

5 M.G Ramakrishna

6 K.R Bharat

7 Kapil Garg

Iv Key Management Personnel

1 H.K Mittal

2 AJ. Agarwal

v Relative of Key Management Personnel

1 Adip Mittal

General Description of leasing arrangement

(i) Leased Assets: Premises, Godown

(ii) Future lease rentals are determined on the basis of agreed terms

12. During FY 2008-09, the company had opted for accounting the exchange differences arising on reporting of long term foreign currency monetary items in line with the notification of Ministry of Corporate Affairs (MCA) dated March 31, 2009, on Accounting Standard (AS)-11. In line with the above notification, gains / losses arising during the year from the effect of changes in foreign exchange rates on foreign currency loans relating to acquisition of depreciable capital assets, are adjusted to the cost of the fxed assets. The net deduction from fxed assets on account of the same is Rs. 385.53 Lakhs (previous year Rs. 11,685.99 Lakhs).

13. Derivative Instruments

The Company uses foreign currency forward contracts to hedge its risks associated with foreign Currency fuctuations relating to certain frm commitments and forecasted transactions. The use of foreign currency forward contracts is governed by the Company's strategy approved by the Board of Directors, which provide principles on the use of such forward contracts consistent with the Company's Risk Management Policy. The Company does not use forward contracts for speculative purposes. There are no outstanding Forward Exchange Contracts entered into by the Company as on March 31, 2011.

14. Tonnage Tax reserve

In terms of section 115VT of the Income Tax Act, 1961, the company is required to transfer amounts out of its profit to Tonnage Tax Reserve. In view of NIL "Income from shipping" (As defned u/s 115V – I sub clause (i) and (ii) of Income Tax Act, 1961), there is no transfer during the year as well as in the previous year to the Tonnage Tax Reserve.

15. Previous years fgures have been regrouped / rearranged wherever necessary.

---

Mar 31, 2010

1. Contingent Liabilities not provided for

(Amount Rs. In Lacs)

Particulars Current Year Previous Year

Counter guarantees issued by the Company for guarantees 2,305.53 1,632.09 obtained from bank

Corporate guarantees issued by the company on behalf of 19,635.90 88,398.25

wholly owned subsidiaries

TOTAL 21,941.43 90,030.34

2. During the year company has received Show Cause cum Demand notices from the Commissioner of service tax aggregating to Rs. 4,260 lacs from the F.Y. 2006-2007 to 2008-09. The Company has filed reply against the said notices. The company is advised that the said demand is legally unsustainable and hence the Company does not expect any liability in the matter.

3. No provision has been made in respect of disputed demands from Income-tax Authorities to the extent of Rs. 37.73 Lacs, since the company has reasons to believe that it would get relief at the appellate stage as the said demands are excessive and erroneous.

4. a) Estimated amount of contracts remaining to be executed on capital accounts and not provided for (net of advances) as at March 31, 2010 Rs. NIL (Rs. 34,707.63 Lacs).

b) Estimated amount of commitment outstanding towards contribution to Milestone Domestic Fund is Rs. NIL (Rs. 125.00 Lacs).

5. In view of long term interest of the company in its subsidiaries and step down subsidiaries no provision is made for diminution in value of investment if any, in these subsidiary companies and step down subsidiary companies.

6. a) During the year the company raised Foreign Currency Loans aggregating to NIL (USD 25 Mn.)

b) The Company established Letters of Credit aggregating to Rs. 3,720.72 Lacs (Rs. 74,629.11 Lacs). The same has been utilized for acquisition of vessels.

7. The company has not received any intimation from its vendors regarding the status under the Micro and Small Enterprises Development Act 2006 and hence disclosures required under this act have not been made.

8. The balance in the Exchange Earners Foreign Currency account is maintained in US Dollars and shown in equivalent Indian Rupees. The balance in the said account as at the Balance Sheet date was USD 218.87 Lacs (Previous Year USD 40.51 Lacs)

9. Details of bank balances with Foreign Banks

*During the year Directors were entitled to higher remuneration as per the appointment contract approved by members in the Annual General Meeting held on September 26, 2007. The terms of the said contract are proposed to be revised at the forthcoming AGM of the Company. The remuneration paid as above is as per proposed revision which is in accordance with provisions of the Companies Act, 1956 and Schedule XIII thereto.

10. Segment Reporting

As permitted by paragraph 4 of AS 17 segment reporting the company has disclosed segment result on the basis of consolidation financial statement. The same are not disclosed for stand alone financial statements.

11. Related Party Disclosures A List of Related Parties

I Subsidiaries

1 Mercator International Pte Limited (MIPL) - Singapore

2 Mercator Oil and Gas Limited (MOGL) - India

3 Mercator Petroleum Private Limited (MPPL) - India

4 Mercator Offshore Holdings Pte Ltd (MOHPL) - Singapore

5 Mercator Offshore (Nigeria) Pte Ltd (MONPL) - Subsidiary of MIPL

6 Oorja Holdings Pte.Limited. (OHL) Singapore - subsidiary of MIPL

7 Mercator PH (Dutch) Holding BV (Netherlands) - Subsidiary of MIPL

8 Mercator Petroleum( Romania) Pte Ltd - Subsidiary of MIPL

9 Mercator Lines Singapore Pte Ltd (MLS) - Subsidiary of MIPL

10 Mercator Offshore Ltd Singapore - Subsidiary of MOHPL

11 Mercator Petroleum (Turkey) BV (Netherlands) - Subsidiary of Mercator PH (Dutch) Holding BV (Netherlands)

12 Varsha Marine Pte Ltd (Singapore) - Subsidiary of MLS

13 Vidya Marine Pte Ltd (Singapore) - Subsidiary of MLS

14 Mercator Lines (Panama) Inc - Subsidiary of MLS

15 Oorja 1 Pte Ltd (Singapore) - Subsidiary of OHL

16 Oorja 2 Pte Ltd (Singapore) - Subsidiary of OHL

17 Oorja 3 Pte Ltd (Singapore) - Subsidiary of OHL

18 Oorja Mozambique Limitada (Mozambique) - Subsidiary of OHL

19 MCS Holdings Pte Ltd (Singapore) - Subsidiary of OHL

20 Oorja Indo Petangis Four (Indonesia) - Subsidiary of Oorja 1 Pte Ltd.

21 Oorja Indo Petangis Three (Indonesia) - Subsidiary of Oorja 2 Pte Ltd.

22 Oorja Indo KGS (Indonesia) - Subsidiary of Oorja 3 Pte Ltd

23 Broadtec Mozambique Minas Limitada (Mozambique) - Subsidiary of Oorja Mozambique Limitada

24 PT Mincon Indo Resources (Jakarta) - Subsidiary of Oorja Indo Petangis Three (Indonesia).

II Promoter Group Companies

1 MLL Logistics Private Limited

2 Mercator Mechmarine Limited

3 Mercator Healthcare Limited

4 Ankur Fertilizers Private Limited

5 Rishi Holding Private Limited

6 AHM Investments Private Limited.

7 Oorja Resources India Pvt Ltd

8 AAAM Properties Pvt Ltd

9 MMAXX Dredging Pvt Ltd

10 Mech Marine Engineers Pvt Ltd

11 Oilmax Energy Pvt Ltd

12 Optimum Oil & Gas Ltd

13 CMA Constructions & Properties Pvt Ltd

III Directors of the Company

1 H.K Mittal

2 A.J Agarwal

3 Manohar Bidaye

4 Anil Khanna

5 M.G Ramakrishna

6 K.R Bharat

7 Kapil Garg

IV Key Management Personnel

1 H.K Mittal

2 A.J. Agarwal

V Relative of Key Management Personnel 1 Adip Mittal

General Description of leasing arrangement

(i) Leased Assets-. Premises, Godown ,

(ii) Future lease rentals are determined on the basis of agreed terms

12. In the Previous Year the company had opted for accounting the exchange differences arising on reporting of long term foreign currency monetary items in line with the notification of Ministry of Corporate Affairs (MCA) dt. 31st March 2009, on Accounting Standard (AS)-11. In line with the above notification:

a) Gains arising during the year from the effect of changes in foreign exchange rates on foreign currency loans relating to acquisition of depreciable capital assets, amounting to Rs.11,685.99 lacs are deducted from the cost of assets.

b) During the year the balance in the Foreign Currency Monetary Item Translation Difference Account of Rs.28.80 lacs has been transferred to Profit and Loss account.

13. Derivative Instruments

The Company uses foreign currency forward contracts to hedge its risks associated with foreign Currency fluctuations relating to certain firm commitments and forecasted transactions. The use of foreign currency forward contracts is governed by the Companys strategy approved by the Board of Directors, which provide principles on the use of such forward contracts consistent with the Companys Risk Management Policy. The Company does not use forward contracts for speculative purposes. There are no outstanding Forward Exchange Contracts entered into by the Company as on 31st March 2010.

14. During the year the Company has appointed full-time Company Secretary with effect from January 27, 2010, as required under section 383A of the Companies Act, 1956.

15. Previous years figures have been regrouped / rearranged wherever necessary.