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Notes to Accounts of Samvardhana Motherson International Ltd.

Mar 31, 2023

Reserve on amalgamation

This reserve was created at the time of amalgamation and mergers carried out in earlier years. The reserve will be utilised in accordance with the provisions of the Act.

Securities premium

Securities premium is used to record the premium on issue of shares. The reserve is utilised in accordance with the provisions of the Act.

Capital reserve

This reserve is created at the time of merger of Motherson Polymers Compounding Solution Private Limited (MPCSL) with the Company during previous year (refer note 50). During the previous year the amount has been increased by '' 3,612 million in relation to merger of erstwhile Samvardhana Motherson International Limited (SAMIL) pursuant to Composite Scheme (refer note 50), wherein the investments and other assets have been acquired at fair value. The reserve will be utilised in accordance with the provisions of the Act.

General reserve

General reserve is the retained earnings of the Company which are kept aside out of the Company''s profits to meet future (known or unknown) obligations.

FVOCI equity investments

The Company has elected to recognise changes in the fair value of certain investments in equity securities in other comprehensive income. These changes are accumulated within the FVOCI equity investment reserve within equity. The Company transfers amounts from this reserve to retained earnings when the relevant equity securities are derecognised.

Cash flow hedging reserve

change in fair value of the hedging instrument is recognised in the effective portion of cash flow hedges. Amounts recognised in the effective portion of cash flow hedges is reclassified to the statement of profit and loss when the hedged item affects profit or loss (e.g. interest payments).

Bracket denotes appropriations / deductions / debit balances.

¹ As on March 31 2022, Working capital loans were secured by first pari passu charge on entire current assets of the Company including receivables, both present and future and second pari passu charge over the fixed assets of the Company including equitable mortgage of specified properties and are repayable on demand in consortium. During the year ended March 31, 2023, the company has moved the working capital arrangements from consortium banks to multiple banks. Now all the working capital facilities are unsecured as per agreements with "the respective bankâ.

² The carrying amount of financials and non financial assets pledged as security for short term borrowings as on March 31, 2022 is disclosed in Note 44

³ Short term borrowings carry interest rate ranging from 5.5% to 8.0% p.a.

The Company had borrowings from banks on basis of security of current assets. The quarterly returns/statements filed by the Company with such banks were in agreement with the books of accounts of the Company.

Warranties

Provision for warranty relates to the estimated outflow in respect of warranty for products sold by the Company. Due to the very nature of such costs, it is not possible to estimate the timing/ uncertainties relating to the outflows of economic benefits.

Contingencies

Provision for contingencies relates to excise, entry tax and octroi demands including interest thereon, where applicable, being contested by the Company. It is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above, pending resolution of the respective proceedings.

The long term defined employee benefits and contribution schemes of the Company are as under:A. Defined Benefit Schemes Gratuity

In the current year, the said LIC fund has been transferred to the Motherson Sumi Wiring India Limited (MSWIL) to the extent of its share which was determined basis the employees transferred to the MSWIL post demerger. Pursuant to such determination by LIC, adjustments for actualisation of the fund balances amounting to '' 207 million has been effected during the year.

Above sensitivity analysis is based on a change in assumption while holding all the other assumptions constant. In practice, this is unlikely to occur, and change in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the same method (present value of the defined benefit obligation calculated with the projected unit credit method at the end of the reporting period) has been applied as when calculating the defined benefit liability recognised in balance sheet.

x) Risk exposure

The gratuity scheme is a salary Defined Benefit Plan that provides for lump sum payment made on exit either by way of retirement, death, disability or voluntary withdrawal. The benefits are defined on the basis of final salary and the period of service and paid as lump sum at exit. The plan design means the risk commonly affecting the liabilities and the financial results are expected to be:

(a) Interest rate risk: The defined benefit obligation calculated uses a discount rate based on government bonds, if bond yield fall, the defined benefit obligation will tend to increase.

(b) Salary inflation risk: Higher than expected increases in salary will increase the defined benefit obligation.

C. The Code on Social Security, 2020 (''Code'') relating to employee benefits during employment and postemployment benefits received Presidential assent in September 2020. The Code has been published in the Gazette of India, however, the date on which the Code will come into effect has not been notified and the final rules/interpretation have not yet been issued by the Government of India. The Company will assess the impact of the Code when it comes into effect and will record any related impact in the period the Code becomes effective.

In respect of ongoing projects, the Company has transferred unspent amount to a special account, within a period thirty days from end of the financial year in compliance with provisions of sub section (6) of section 135 of the Companies Act.

The Company has not transferred the amount remaining unspent in respect of other than ongoing projects, to a Fund specified in Schedule VII to the Companies Act, 2013 (the Act) as the period for such transfer i.e. six months of the expiry of the financial year as permitted under second proviso to sub-section (5) of section 135 of the Act, has not elapsed.

In accordance with the requirements, changes in ratios of more than 25% as compared to previous year have been explained.

(i) Considering the impact of accounting for Composite Scheme of Amalgamation and Arrangement (refer note 50), ratios for the period ended March 31, 2022 have been calculated after considering relevant amounts pertaining only to continuing operations, hence the ratio are not strictly comparable.

(ii) Debt service coverage ratio has decreased due to higher amount of long term borrowing maturing in the next twelve months as compared to FY2021-22. The Company has utilised the borrowing to finance the operation of its Subsidiary Company, which is the reason for lower debt service coverage ratio at Standalone level.

(iii) Return on Equity ratio has decreased mainly due to lower dividend received from the group companies and impairment losses recognised during FY 2022-23.

(iv) Net Capital Turnover Ratio, has decreased due to higher revenue in FY 2022-23 and also due to increased current maturity of long term borrowings impacting the working capital for the FY 2022-23.

(v) Net Profit ratio has decreased due to lower dividend income and impairment losses recognised during FY 2022-23.

(vi) Return on investment has decreased due to lower dividend and impairment losses recognised income during FY 2022-23.

ii. Valuation technique used to determine fair value

Specific valuation techniques used to value financial instruments include:

a. the use of quoted market prices or dealer quotes for similar instruments.

b. the fair value of forward foreign exchange contracts and principal swap is determined using forward exchange rates at the balance sheet date.

c. the fair value of interest rate swaps is calculated as the present value of the estimated future cash flows.

d. the fair value of the remaining financial instruments covered under level 3 is determined using discounted cash flow analysis.

*The carrying amounts of trade receivables, borrowings, cash and cash equivalents, other financial assets, trade payables and other financial liabilities are considered to be the same as their face values.

Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments that have quoted price. The fair value of all equity instruments which are traded in the stock exchanges is valued using the closing price as at the reporting period.

Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case for unlisted equity securities included in level 3.

¹ The fair value of non-current financial assets and financial liabilities carried at amortized cost is substantially same as their carrying amount.

The Company has taken interest rate swap amounting to '' 39,650 million (March 31, 2022: '' 39,650 million) and a borrowing with fixed interest rate amounting '' 11,150 million (March 31, 2022: '' 5,150 million).

Note: The carrying amounts of current financial assets and current financial liabilities i.e. trade receivables, loans, other financial assets, trade payables, short term borrowings and other financial liabilities are considered to be the same as their fair values, due to their short-term nature.

37(a) Financial risk management

The Company in its capacity as an internationally active supplier for the automobile industry is exposed to various risks i.e., market risk, liquidity risk and credit risk. The company has global presence and decentralized management structure. Concentrating on the plants make it necessary for implementing an organized risk management system. The Company is therefore exposed to risks associated with global organizations and automotive industry in particular.

The Company has set up a Risk Management Committee (RMC) at the board level to periodically review operating, financial and strategic risks in the business and their mitigating factors. RMC has formulated Risk Management Policy for the Company which outlines the risk management framework to help minimize the impact of uncertainty on the Company''s strategic goals. The framework enables a structured and disciplined approach to risk management. The Company has developed guidelines on risk controlling and the use of financial instruments. These guidelines contain a clear allocation of duties. Risks are controlled and monitored by means of operational and financial measures.

Below are the major risks which can impact the Company:

A Market risk:

Market risk is the risk that the fair value of future cashflows of a financial instruments will fluctuate because of changes in market price/ rate. Market risk comprises three types of risk: interest rate risk, foreign currency risk and other price risks. Financial instruments affected by market risk include loans and borrowings, deposits and payables/ receivables in foreign currencies.

a. Price risk:

Fluctuation in commodity price in global market affects directly and indirectly the price of raw material

and components used by the Company in its various products segment. Substantial pricing pressure from major OEMs to give price cuts and inability to pass on the increased cost to customers may also affect the profitability of the Company. The Group has set up Global Sourcing Procurement (GSP) at Sharjah which gives leverage of bulk buying and helps in controlling prices to a certain extent.

The key raw material for the Company''s wiring harness business is copper. There are substantial fluctuations in prices of copper. The Company has arrangements with its major customers for passing on the price impact.

The major raw materials used by Polymer Division of the Company are polypropylenes, polycarbonates and various grades of nylons and resins. The Company is having arrangement with major customers for actualization of raw material price variations periodically. Motherson Polymer Solutions, compounding unit has been established with a view of taking leverage on group''s bulk consumption on major grades. The setting up of GSP further strengthens the procurement function.

The Company is regularly taking initiatives like VA-VE (value addition, value engineering) to reduce its raw material costs to meet targets set up by its customers for cost downs. In respect of customer nominated parts, the Company has back to back arrangements for cost savings with its suppliers.

b. Foreign currency risk:

The exchange variations in India has mainly impacted the imports, but however the Company has arrangements with its major domestic customers for passing on the exchange impact on import purchase and has considerably increased its export sales during last few years to attain natural hedge. The Company also does selective hedging to hedge its risks associated with foreign currency.

c. 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 market interest rates. The Company''s main interest rate risk arises from long-term borrowings with variable rates, which exposes the Company to cash flow interest rate risk. During March 31, 2023 and March 31, 2022, the Company''s borrowings at variable rate were mainly denominated in INR.

B Credit risk:

The credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations towards the Company and arises principally from the Company''s receivables from customers and deposits with banking institutions.

Trade receivables

The Company has developed guidelines for the management of credit risk from trade receivables. The Company''s primary customers are major Indian automobile manufacturers (OEMs) with good credit ratings. Non-OEM clients are subjected to credit assessments as a precautionary measure, and the adherence of all clients to payment due dates is monitored on an on-going basis, thereby practically eliminating the risk of default and impairment.

Financial instruments and cash deposits

The Company has deposited liquid funds at various banking institutions. Primary banking institutions are major Indian and foreign banks. In long term credit ratings these banking institutions are considered to be investment grade. Also, no impairment loss has been recorded in respect of fixed deposits that are with recognised commercial banks and are not past due.

C Liquidity risk:

The liquidity risk encompasses any risk that the Company cannot fully meet its financial obligations. To manage the liquidity risk, cash flow forecasting is performed in the operating divisions of the Company and aggregated by Company finance. The Company''s finance monitors rolling forecasts of the Company''s liquidity requirements to ensure it has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities / overdraft facilities at all times so that the Company does not breach borrowing limits or covenants (where applicable) on any of its borrowing facilities.

38 Capital management (a) Risk management

The Company''s objectives when managing capital is to safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits for other stakeholders, and maintain an optimal capital structure to reduce the cost of capital.

Consistent with others in the industry, the Company monitors Net Debt to EBITDA ratio i.e. Net debt (total borrowings (including lease liabilities) net of cash and cash equivalents) divided by EBITDA (Earnings before interest, depreciation, dividend income, interest income and exceptional items)

Terms and conditions:

Transactions relating to sales and purchase of goods with related parties during the year are based on the price lists in force and terms that would be available to third parties. All other transactions were made on normal commercial terms and conditions and at market rates.

There is no significant allowance for impaired receivables in relation to any outstanding balances, and no expense has been recognised in respect of impaired receivables due from related parties.Outstanding balances are unsecured and are repayable in cash.

41 Segment Information:(a) Description of segments and principal activities

The Company is primarily in the business of manufacture and sale of components to automotive original equipment manufacturers.

Subsequent to the completion of group re-organisation as mentioned in note 50, the Chief Operating Decision Maker ''"''CODM''"'' reviews the operations of the group in the following operating segments i.e. ''Wiring Harness'', ''Modules and polymer products'', ''Elastomers'', ''Precision Metals & Modules'' and ''Services'', therefore disclosures on segment reporting in the standalone financial statement have been made in accordance therewith.

The CODM primarily uses a measure of revenue from operation and earnings before interest, tax, depreciation, amortisation and exceptional item (EBITDA) to assess the performance of the operating segments on monthly basis.

Unallocated:

Revenue, expenses, assets and liabilities have been identified to a segment on the basis of relationship to operating activities of the segment. Assets and liabilities which relate to enterprise as a whole and are not allocable to a segment on a reasonable basis have been disclosed under unallocated.

Inter segment transfer:Inter Segment revenues are recognised at sales price. Profit or loss on inter segment transfer are eliminated at the Company level.(b) Revenue from operation

Interest income, rental income, dividend income, income recognised on sales of assets and investment are excluded from segment revenue. Transactions between segments are carried out at arm''s length and are eliminated on Company level. The segment revenue is measured in the same way as in the statement of profit or loss.

As on March 31 2022, Working capital loans were secured by first pari passu charge on entire current assets of the Company including receivables, both present and future and second pari passu charge over the fixed assets of the Company including equitable mortgage of specified properties and are repayable on demand.

During the year ended March 31, 2023, the company has moved the working capital arrangements from consortium banks to multiple banks. Now all the working capital facilities are unsecured as per agreements with "the respective bankâ.

46 Leases

The Company assesses each lease contract and if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration, the Company recognised right to use assets and lease liabilities for those lease contracts except for short-term lease and lease of low-value assets.

The Company has leases contracts for land, building, plant & machinery and vehicles. These lease arrangements for land are for a period upto 99 years, for building are for a period upto 10 years, plant & machinery are for a period upto 5 years and vehicles are for a period upto 5 years. The Company also has certain leases of machinery, computers, vehicles with lease terms of 12 months or less and leases of office equipment with low value. The Company applies the ''short-term lease'' and ''lease of low-value assets'' recognition exemptions for these leases.

Contract assets are initially recognised for revenue earned from development of tools and secondary equipment as receipt of consideration is conditional on successful completion and acceptance by the customer. Upon completion and acceptance by the customer, the amounts recognised as contract assets are reclassified to trade receivables. The expected credit loss on contract assets is considered very low and hence no provision for credit loss is recorded in respect of contract assets.

47 Acquisitions by the CompanyA) During the year ended March 31, 2023i) CIM Tools Private Limited

On October 08, 2021 the Company signed share purchase agreement for acquisition of 55% stake in CIM Tools Private Limited (CIM). CIM in turn holds 83% stake in Aero Treatment Private Limited (ATPL) and 49.99% in Lauak CIM Aerospace (JV with Lauak International, LCA), together known as CIM Group for a total purchase consideration of '' 1,609 million. Investment in CIM is reported under investment in subsidiaries (refer note 6).

ii) Fritzmeier Motherson Cabin Engineering Pvt. Ltd.

On March 20, 2023, the Company has purchased remaining 50% share of Fritzmeier Motherson Cabin Engineering Pvt. Ltd. (FMCEL) from F Holdings GmbH, Austria for total purchase consideration of '' 1,107 million.

Previously the Company held 50% shares in FMCEL and was reported as investment in joint ventures, which is now classified as investment in subsidiaries in standalone financial statements. (refer note 6)

B) Proposed acquisitionsi) Saddles International Automotive and Aviation Interiors Private Limited

On January 27, 2023, the Company entered into an agreement to purchase 51% share holding in Saddles International Automotive and Aviation Interiors Private Limited (SIAAIPL). SIAAIPL is engaged in manufacturing of premium upholstery for passenger vehicles applications.

ii) Youngshin Motherson Auto Tech Limited

Susequent to the Balance sheet date, The Board of Directors of the Company at their meeting held on April 17, 2023 approved to acquire additional 30% stake of Youngshin Motherson Auto Tech Limited ("YMATâ) from Youngshin Components Co. Ltd., Korea subject to satisfactory completion of conditions precedent. Post completion of the transaction, the Company will hold 80% of equity share capital of YMAT and accordingly YMAT will become subsidiary of the Company. As on March 31, 2023, the Company held 50% stake in YMAT and the same is reported under investment in joint ventures (refer note 6).

50 The Composite Scheme of Amalgamation and Arrangement

The Hon''ble National Company Law Tribunal, Mumbai Bench ("Hon''ble NCLTâ) vide its order dated December 22, 2021 approved the Composite Scheme of Amalgamation and Arrangement ("the Schemeâ) between the Company, Motherson Sumi Wiring India Limited (''"''MSWIL''"''), erstwhile Samvardhana Motherson International Limited (erstwhile SAMIL) and their respective shareholders. The Scheme among other things, included demerger of Domestic Wiring Harness ("DWHâ) business from the Company into a new company, viz., MSWIL and subsequent merger of erstwhile SAMIL into the Company.

Considering that all necessary and substantive approvals were received, the Company had given effect to the merger and demerger accounting from December 31, 2021 in accordance with the accounting treatment prescribed in the Scheme and relevant accounting principles.

A Demerger of Domestic Wiring Harness (DWH) Business

As per the Scheme, 3,157,934,237 equity shares having face value of '' 1/- each, were allotted by MSWIL, in the ratio of 1 equity share of MSWIL of face value '' 1/- each for every 1 equity share of the Company of face value '' 1/- each, to the shareholders of the Company as on January 19, 2022, being the record date fixed by the Company. The carrying amount of net assets amounting to '' 10,721 million, as on December 31, 2021, pertaining to DWH Business transferred to MSWIL was adjusted against retained earnings of the Company. Till the date of transfer, results of DWH Business were reflected and presented as Discontinued Operation.

B Amalgamation of erstwihile Samvardhana Motherson International Limited

In accordance with the Scheme, 1,359,680,007 net equity shares having face value of '' 1/- each have been allotted by the Company in the ratio of 51 equity shares of the Company of face value '' 1/- each for every 10 equity shares of erstwhile SAMIL of face value '' 10/- each to the shareholders of erstwhile SAMIL as on January 28, 2022, being the record date fixed in terms of the Scheme. This translates into net consideration for the transaction at '' 241,827 million and capital reserve of '' 3,612 million, being excess of fair value of identifiable assets and liabilities assumed through merger with erstwhile SAMIL over net consideration. The fair values used for the accounting have been determined based on purchase price Allocation in accordance with IND AS 103 - "Business Combinationâ.

52 Other Statutory Information

(i) There are no proceeding that has been initiated or pending against the company for holding any Benami property under the Benami Transactions (Prohibition) Act, 1988 and rules thereunder.

(ii) There are no transactions with companies that are struck off under Section 248 of the Companies Act, 2014 or Section 560 of the Companies Act, 1956.

(iii) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period except few charges, which are in the process of satisfaction.

(iv) The Company has not traded or invested in Crypto currency or Virtual Currency during year.

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

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

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

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

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

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

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

(viii) The Company is not declared as wilful defaulter by any bank or financial institutions.

53 The Ministry of Corporate Affairs has notified Companies (Indian Accounting Standards) Amendment Rules, 2023 dated 31 March 2023 to amend the following Ind AS which are effective from 01 April 2023.

(i) Definition of Accounting Estimates - Amendments to Ind AS 8

The amendments clarify the distinction between changes in accounting estimates and changes in accounting policies and the correction of errors. It has also been clarified how entities use measurement techniques and inputs to develop accounting estimates.

The amendments are effective for annual reporting periods beginning on or after 1 April 2023 and apply to changes in accounting policies and changes in accounting estimates that occur on or after the start of that period. The amendments are not expected to have a material impact on the Company''s financial statements.

(ii) Disclosure of Accounting Policies - Amendments to Ind AS 1

The amendments aim to help entities provide accounting policy disclosures that are more useful by replacing the requirement for entities to disclose their ''significant'' accounting policies with a requirement to disclose their ''material'' accounting policies and adding guidance on how entities apply the concept of materiality in making decisions about accounting policy disclosures.

The amendments to Ind AS 1 are applicable for annual periods beginning on or after 1 April 2023. Consequential amendments have been made in Ind AS 107.

The Company is currently revisiting their accounting policy information disclosures to ensure consistency with the amended requirements.

(iii) Deferred Tax related to Assets and Liabilities arising from a Single Transaction - Amendments to Ind AS 12 The amendments narrow the scope of the initial recognition exception under Ind AS 12, so that it no longer applies to transactions that give rise to equal taxable and deductible temporary differences.

The amendments should be applied to transactions that occur on or after the beginning of the earliest comparative period presented. In addition, at the beginning of the earliest comparative period presented, a deferred tax asset (provided that sufficient taxable profit is available) and a deferred tax liability should also be recognised for all deductible and taxable temporary differences associated with leases and decommissioning obligations. Consequential amendments have been made in Ind AS 101. The amendments to Ind AS 12 are applicable for annual periods beginning on or after 1 April 2023.

54 Amounts appearing as zero â0â in financial are below the rounding off norm adopted by the Company

Mar 31, 2022

As at March 31, 2022 and March 31, 2021 there are no capital work in progress whose completion is overdue or has exceeded its cost compared to its original plan.

(i) Refer to note 44 for information on property plant and equipment pledged as security by the Company.

(ii) Contractual obligations: Refer to note 42 for disclosure on contractual commitments for the acquisition of property, plant and equipment.

(iii) Capital work-in-progress: Capital work-in-progress mainly comprise plant & machinery, building and furniture.

(iv) Includes depreciation of '' 18 million ( March 31,2021: '' 17 million) capitalized during the year on assets used for the creation of self generated assets. (refer note. 32)

(v) As at Balance sheet date, certain land and buildings (included under property, plant and equipment) were given on sublease arrangements to the Motherson Sumi Wiring India Limited (''MSWIL'') consequent to the approval of Composite Scheme, to which the Company is original owner is now being classified as investment properties. (refer note 4)

The Company is in process of obtaining necessary approvals from respective government authorities for executing these sublease arrangements for land.

(ii) Contractual obligations:

Refer note 42 for disclosure of contractual obligation towards purchase of investment properties.

(iii) Leasing arrangements:

Certain investment properties are leased out under long-term and short-term cancellable operating leases with rentals payable monthly.

(i) Leasehold land represents land obtained on long term lease from various government authorities and considered as finance lease. (refer note 46).

(ii) As at Balance sheet date, certain land (included under Right-of-use-assets) were given on sublease arrangements to the Motherson Sumi Wiring India Limited (''MSWIL'') consequent to the approval of Composite Scheme, to which the Company is original lessee now being classified as investment properties. (refer note 4) The Company is in process of obtaining necessary approvals from respective government authorities for executing these sublease arrangements for land.

(iv) Fair value:
	March 31, 2022	March 31, 2021
Investment properties	8,844	1,844

Estimation of fair value

The fair values of investment properties have been determined by registered valuers as defined under Rule 2 of Companies (Registered valuers and Valuation) Rules, 2017. The fair valuation is based on prevailing market prices/ price trend of the property in that locality/ city considering the location, size of plot, approach road, amenities, locality etc.

b. Rights, preferences and restrictions attached to shares Equity Shares:

The Company has only one class of equity shares having a par value of '' 1 per share. Each holder of equity is entitled to one vote per share held. The Company declares and pays dividends in Indian rupees. The dividend, if proposed by the Board of Directors, is subject to the approval of the shareholders in the Annual General Meeting, except in case of interim dividend.

In the event of liquidation of the Company, the equity shareholders are eligible to receive the remaining assets of the Company, after distribution of all preferential amounts, in proportion to their shareholding.

Reserve on amalgamation

This reserve was created at the time of amalgamation and mergers carried out in earlier years. The reserve will be utilised in accordance with the provisions of the Act.

Securities premium

Securities premium is used to record the premium on issue of shares. The reserve is utilised in accordance with the provisions of the Act.

Capital reserve

This reserve is created at the time of merger of Motherson Polymers Compounding Solution Private Limited (MPCSL) with the Company during previous year (refer note 50). During the current year the amount has been increased by '' 3,612 million in relation to merger of erstwhile Samvardhana Motherson International Limited (SAMIL) pursuant to Composite Scheme (refer note 51), wherein the investments and other assets have been acquired at fair value. The reserve will be utilised in accordance with the provisions of the Act.

General reserve

General reserve is the retained earnings of the Company which are kept aside out of the Company''s profits to meet future (known or unknown) obligations.

FVOCI equity investments

Cash flow hedging reserve

The Company uses hedging instruments as part of its management of foreign currency risk and interest rate risk associated on borrowings. For hedging foreign currency and interest rate risk, the Company uses foreign currency forward contracts, cross currency swaps and interest rate swaps. To the extent these hedges are effective, the change in fair value of the hedging instrument is recognised in the effective portion of cash flow hedges. Amounts recognised in the effective portion of cash flow hedges is reclassified to the statement of profit and loss when the hedged item affects profit or loss (e.g. interest payments).

Bracket denotes appropriations / deductions.

The long term defined employee benefits and contribution schemes of the Company are as under:A. Defined Benefit Schemes Gratuity

The Company operates a gratuity plan administered through Life Insurance Corporation of India (LIC) under its Group Gratuity Scheme. Every employee is entitled to a benefit equivalent to fifteen days'' salary last drawn for each completed year of service in line with the Payment of Gratuity Act, 1972. The same is payable at the time of separation from the Company or retirement, whichever is earlier. The benefits vest after five years of continuous service. The Company pays contribution to Life Insurance Corporation of India to fund its plan. Post demerger the Company has initiated appropriate steps towards transferring of the said fund maintained with LIC to the extent of its share which is determined basis the employees transferred to Motherson Sumi Wiring India Limited (MSWIL) and is expected to complete the process in the next year.

x) Risk exposure

(a) Interest rate risk: The defined benefit obligation calculated uses a discount rate based on government bonds, if bond yield fall, the defined benefit obligation will tend to increase.

(b) Salary inflation risk: Higher than expected increases in salary will increase the defined benefit obligation.

xi) Defined benefit liability and employer contributions

Weighted average duration of the defined benefit obligation is 9 years (March 31, 2021: 9 years)

The Company has also received Government grants relating to the purchase of property, plant and equipmer and has presented the grant as deferred income which is credited to profit or loss on a straight-line basis over th expected lives of the related assets.

¹ Originally, the Company obtained an interest free loan from Pradeshiya Industrial & Investment Corporation of U.P. Ltd. (PICUP) relating to the business which were transferred in relation to demerger pursuant to Composite Scheme and amortised based on the effective interest rate method and the amortised portion is treated as government grant.

(i) Considering the impact of accounting for Composite Scheme of Amalgamation and Arrangement (refer note 51), above ratios have been calculated with the following approach.

-For the periods upto March 31, 2021, all relevant amounts pertaining to continuing and discontinued operations have been considered

-For the periods after March 31, 2021, only relevant amounts pertaining to continuing operations have been considered.

Financial ratios given above are not comparable because of impact of accounting for the scheme and different approach followed to calculate ratios for the year ended March 31, 2022 and March 31, 2021

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case for unlisted equity securities included in level 3.

ii. Valuation technique used to determine fair value

Specific valuation techniques used to value financial instruments include:

a. the use of quoted market prices or dealer quotes for similar instruments.

b. the fair value of forward foreign exchange contracts and principal swap is determined using forward exchange rates at the balance sheet date.

c. the fair value of interest rate swaps is calculated as the present value of the estimated future cash flows.

d. the fair value of the remaining financial instruments covered under level 3 is determined using discounted cash flow analysis.

¹ The fair value of non-current financial assets and financial liabilities carried at amortized cost is substantially same as their carrying amount.

² During financial year 2016-17 loan amounting to '' 10,975 million was taken at market rates. Loan amounting to Nil as at March 31, 2022 (March 31, 2021: '' 5,846 million) carries floating rate of interest. The Company has taken interest rate swap for the borrowing with fixed interest rate amounting to Nil as at March 31, 2022 (March 31,2021: '' 5,750 million).

The Company has taken interest rate swap amounting to '' 39,650 million (March 31, 2021: '' 29,800 million) and a borrowing with fixed interest rate amounting '' 5,150 million (March 31, 2021: '' 5,000 million).

37(a) Financial risk management

Below are the major risks which can impact the Company:

A Market risk:

a. Price risk:

affect the profitability of the Company. The Group has set up Global Sourcing Procurement (GSP) at Sharjah which gives leverage of bulk buying and helps in controlling prices to a certain extent.

The key raw material for the Company''s wiring harness business is copper. There is substantial fluctuations in prices of copper. The Company has arrangements with its major customers for passing on the price impact.

b. Foreign currency risk:

c. 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 market interest rates. The Company''s main interest rate risk arises from long-term borrowings with variable rates, which exposes the Company to cash flow interest rate risk. During March 31, 2022 and March 31, 2021, the Company''s borrowings at variable rate were mainly denominated in INR and USD.

B Credit risk:

Trade receivables

Financial instruments and cash deposits

C Liquidity risk:

38 Capital management (a) Risk management

Terms and conditions:

41 Segment Information:

Description of segments and principal activities

The Company is primarily in the business of manufacture and sale of components to automotive original equipment manufacturers.

Operating segments are reported in a manner consistent with the internal reporting to the Chief Operating Decision Maker "CODMâ of the Company. The CODM is responsible for allocating resources and assessing performance of the operating segments . The Company has monthly review and forecasting procedure in place and CODM reviews the operations of the Company as a whole, hence there are no reportable segments as per Ind AS 108 "Operating Segmentsâ.

46 Leases

The Company has leases contracts for land, premises, plant & machinery and vehicles. These lease arrangements for land are for a period upto 99 years, for premises are for a period upto 10 years, plant & machinery are for a period upto 5 years and vehicles are for a period upto 5 years. The Company also has certain leases of machinery, computers, vehicles with lease terms of 12 months or less and leases of office equipment with low value. The Company applies the ''short-term lease'' and ''lease of low-value assets'' recognition exemptions for these leases.

47 Estimation of uncertainties relating to the global health pandemic from COVID-19 (COVID-19):

The Company''s operations have been impacted partially by the outbreak of COVID-19 pandemic and the consequent lockdown announced by central and state governments. Accordingly, the financial statements for the year ended March 31, 2022 are not strictly comparable with those of previous period.

50 Merger by way of absorption of Motherson Polymers Compounding Solution Private Limited

During the the previous financial year, the Company has received approval from NCLT, Delhi and Mumbai Bench, approving the scheme of merger by way of absorption of Motherson Polymers Compounding Solution Private Limited (MPCSL) a wholly owned subsidiary. The order sanctioning the scheme have been filed with the Registrar of Companies, Mumbai and Registrar of Companies, Delhi on September 30, 2020.

51 The Composite Scheme of Amalgamation and Arrangement

The Board of Directors in its meeting dated July 02, 2020, approved a group reorganization plan with the objective of creating value for the shareholders of the Company. The reorganization plan approved by the respective Boards of the Company and erstwhile Samvardhana Motherson International Limited ("erstwhile SAMILâ) among other things, entails demerger of Domestic Wiring Harness ("DWHâ) business from the Company into a new company Motherson Sumi Wiring India Limited ("MSWILâ) and subsequent merger of erstwhile SAMIL into the Company to consolidate 100% shareholding in Samvardhana Motherson Automotive Systems Group BV ("SMRP BVâ) as well as to bring all auto component and allied businesses in erstwhile SAMIL under the Company.

The Hon''ble National Company Law Tribunal, Mumbai Bench ("Hon''ble NCLTâ) vide its order dated December 22, 2021 approved the Composite Scheme of Amalgamation and Arrangement ("the Schemeâ) between the Company, Motherson Sumi Wiring India Limited ("MSWILâ), erstwhile Samvardhana Motherson International Limited (erstwhile SAMIL) and their respective shareholders, there by making the scheme effective.

A Demerger of Domestic Wiring Harness (DWH) Business

The listing process for these allotted shares of MSWIL has now been also completed on March 28, 2022 after completing all necessary regulatory approvals and procedures.

B Amalgamation of erstwihile Samvardhana Motherson International Limited

53 Acquisition of CIM Tools Private Limited

CIM Tools is engaged in specialised machining and sub-assembly of components for the aerospace industry. ATPL is a vertically integrated unit engaged in surface treatment of machined parts. This acquisition marked Company''s entry into the Aerospace industry and provides it with access to an existing and well established customer base as well as additional specialised capabilities to serve the aerospace industry through its four dedicated facilities. The successful closure of this acquisition is another step forward in the diversification strategy of Motherson.

As the initial accounting and a detailed study into allocation of purchase price over the fair value assets and liabilities assumed on acquisition is still in progress as at the date of this report, the disclosures generally applicable for a business combination are therefore not produced, however this has no impact on the financial statements for the year ended March 31, 2022 as the transaction has been completed in the month of April 2022.

54 Other Statutory Information

(i) The Company do not have any Benami property, where any proceeding has been initiated or pending against the Group for holding any Benami property.

(ii) The Company do not have any transactions with companies struck off.

(iii) The Company do not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.

(iv) The Company have not traded or invested in Crypto currency or Virtual Currency during the financial year.

(v) The Company have not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

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

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

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

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

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

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

(viii) The Company is not declared as wilful defaulter by any bank or financial institutions.

55 Amounts appearing as zero â0â in financial are below the rounding off norm adopted by the Company

Mar 31, 2021

Reserve on amalgamation

This reserve was created at the time of amalgamation and mergers carried out in earlier years and current year. The reserve will be utilised in accordance with the provisions of the Act.

Securities premium

Securities premium will be used to record the premium on issue of shares. The reserve is utilised in accordance with the provisions of the Act.

This reserve is created at the time of merger of Motherson Polymers Compounding Solution Private Limited (MPCSL) with the Company (refer note 50). The reserve will be utilised in accordance with the provisions of the Act.

General reserve

General reserve is the retained earnings of the Company which are kept aside out of the Company''s profits to meet future (known or unknown) obligations.

FVOCI equity investments

(i)	Secured Loans¹
	Nature of Security (In case of Secured Loans)	Principal Terms and Conditions
	Non convertable debentures amounting to '' 4,990 million (March 31, 2020: '' Nil) secured by: (a) first ranking Security Interest by way of hypothecation on the Hypothecated Properties created by the Company in favour of the Debenture Trustee pursuant to the Deed of Hypothecation; and / or (b) a first ranking Security Interest by way of equitable mortgage by deposit of title deeds on the Company''s rights, title and interest in and to the Mortgaged Properties created by the Company in favour of the Debenture Trustee (or in favour of a security trustee or security agent appointed by the Debenture Trustee (acting in accordance with Approved Instructions)) pursuant to the Mortgage Documents. c) such other Security Interest created by the Company or any other Person as may be mutually agreed by the Company with the Debenture Trustee (acting in accordance with Approved Instructions) and classified as ''Security'' for the purposes of this Deed by the Debenture Trustee.	The company issued 5,000 listed, rated, redeemable, senior, secured non-convertible debentures of a face value of '' 1,000,000 each, of the aggregate nominal value of up to '' 5,000 million, in a single tranche. These instruments bear interest at a rate of 7.84% payable annually on April 20 each year and will mature on April 20, 2023.
	Foreign currency loan from banks is secured by creating a charge on Investment in shares of one of the subsidiary, MSSL (GB) Ltd on pari passu basis	'' 5,846 million (March 31, 2020 :'' 6,039 million) repayable in March 2022 entirely in one instalment. The applicable rate of interest in respect of foreign currency loans from banks is 0.375% p.a. (March 31, 2020 : 0.52% p.a.) over 6 months in respect of loans hedged for swap contracts.
	Indian Rupee loan from banks	'' 8,457 million (March 31, 2020 : '' Nil) carrying Interest rate of 6.05% p.a. repayable in 5 years from date of first disbursement in ratio of 5:5:10:25:55 starting from September 2021.
	Indian Rupee loan from banks is secured by creating a charge on Investment in shares of one of the subsidiary, MSSL (GB) Ltd on pari passu basis	'' 5,750 million (March 31, 2020 : '' 5,750 million) repayable in March 2022 entirely in one instalment carrying Interest rate of 8.0% p.a.
	Indian Rupee loan from other than banks for the purchase of investment property and is secured by the capital advance given for the purchase of investment property.	'' Nil (March 31, 2020 : '' 0 million) fully repaid in April 2020 Interest rate was 10.2% p.a.

(ii)	Unsecured Loans
	Particulars	Terms of Repayment
	Non convertible debentures amounting to '' 21,231 million (March 31, 2020: '' Nil)	The company issued 21,300 listed, rated, redeemable, unsecured, redeemable non-convertible debentures of a face value of '' 1,000,000 each, of the aggregate nominal value of up to '' 21,300 million, in a single tranche.
		These instruments bear interest at a rate of 6.65% payable annually on September 14 each year and will mature on September 14, 2023.
	Indian Rupee Loan from other than banks	Interest free loan of '' 139 million (March 31, 2020 : '' 126 million) repayable in 3 tranches on November 2022, March 2023 and December 2026 against each disbursements. Bank guarantee is furnished by the Company.
¹ The carrying amount of financials and non financial assets pledged as security for long term borrowings is disclosed in Note 44

Warranty

Contingencies

A. Defined Benefit Schemes Gratuity

The reconciliation of opening and closing balances of the present value of the defined benefit obligations are as below:

x) Risk exposure

(a) Interest rate risk: The defined benefit obligation calculated uses a discount rate based on government bonds, if bond yield fall, the defined benefit obligation will tend to increase.

(b) Salary inflation risk: Higher than expected increases in salary will increase the defined benefit obligation.

B. Defined Contribution Schemes

The Company deposits an amount determined at a fixed percentage of basic pay every month to the State administered Provident Fund, Employee State Insurance (ESI) and Social Insurance for the benefit of the employees.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case for unlisted equity securities included in level 3.

Valuation technique used to determine fair value

Specific valuation techniques used to value financial instruments include:

a. the use of quoted market prices or dealer quotes for similar instruments.

b. the fair value of forward foreign exchange contracts and principal swap is determined using forward exchange rates at the balance sheet date.

c. the fair value of interest rate swaps is calculated as the present value of the estimated future cash flows.

d. the fair value of the remaining financial instruments covered under level 3 is determined using discounted cash flow analysis.

² During financial year 2016-17 loan amounting to '' 10,975 million was taken at market rates. Loan amounting to '' 5,846 million as at March 31, 2021 (March 31, 2020: '' 6,039 million) carries floating rate of interest. The Company has taken interest rate swap for the borrowing with fixed interest rate amounting to '' 5,750 million.

During the financial year 2020-21, the Company has taken interest rate swap for the borrowing with fixed interest rate amounting to '' 29,800 million; and borrowing with fixed interest rate amounting to '' 5,000 million.

[a) Financial risk management

Below are the major risks which can impact the Company:

A Market risk:

a. Price risk:

Fluctuation in commodity price in global market affects directly and indirectly the price of raw material and components used by the Company in its various products segment. Substantial pricing pressure from major OEMs to give price cuts and inability to pass on the increased cost to customers may also affect the profitability of the Company. The Group has set up Global Sourcing Procurement (GSP) at Sharjah which gives leverage of bulk buying and helps in controlling prices to a certain extent.

b. Foreign currency risk:

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 market interest rates. The Company''s main interest rate risk arises from long-term borrowings with variable rates, which exposes the Company to cash flow interest rate risk. During March 31, 2021 and March 31, 2020, the Company''s borrowings at variable rate were mainly denominated in INR and USD.

Credit risk:

Trade receivables

Financial instruments and cash deposits

Liquidity risk:

Capital management (a) Risk management

Consistent with others in the industry, the Company monitors NET Debt to EBITDA ratio i.e. Net debt (total borrowings net of cash and cash equivalents) divided by EBITDA (Profit before tax plus depreciation and amortization expense plus finance costs).

Terms and conditions:

Segment Information:Description of segments and principal activities

The Company is primarily in the business of manufacture and sale of components to automotive original equipment manufacturers.

Leases

The Company elected to apply Indian Accounting Standard 116 (''Ind AS 116''), Leases, with effect from April 01, 2019, using the modified retrospective method. The Company assesses each lease contract and if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration, the Company recognised right to use assets and lease liabilities for those lease contracts except for short-term lease and lease of low-value assets.

Estimation of uncertainties relating to the global health pandemic from COVID-19 (COVID-19):

The Company''s operations and standalone financial for year ended March 31, 2021 have been impacted partially by the outbreak of COVID-19 pandemic and the consequent lockdown announced by central and state governments, due to which the operations were suspended for a large part of first quarter of the financial year and resumed gradually with prescribed regulations and precautions and reached upto the pre-pandemic outbreak levels. Accordingly, the standalone financial statements for the year ended March 31, 2021 are not strictly comparable with those of previous year.

The Company has evaluated the impact of COVID - 19 resulting from (i) the possibility of constraints to fulfil its performance obligations under the contract with customers;(ii) revision of estimations of costs to complete the contract because of additional efforts; (iii) termination or deferment of contracts by customers. The Company concluded that the impact of COVID - 19 is not material based on these estimates. Due to the nature of the pandemic, the Compnay will continue to monitor developments to identify significant uncertainties relating to revenue in future periods.

The Company has considered the possible effects that may result from the pandemic relating to COVID-19 on the carrying amounts of Investments and other financial assets. In developing the assumptions relating to the possible future uncertainties in the global economic conditions because of this pandemic, the Company, as at the date of approval of these financial statements has used internal and external sources of information including credit reports and related information, economic forecasts and consensus estimates from market sources on the expected future demand of its products. The Company has performed analysis on the assumptions used and based on current estimates expects the carrying amount of these assets will be recovered. The impact of COVID-19 on the Company''s financial statements may differ from that estimated as at the date of approval of these standalone financial statements.

Merger by way of absorption of Motherson Polymers Compounding Solution Private Limited

During the the financial year, the Company has received approval from NCLT, Delhi and Mumbai Bench, approving the scheme of merger by way of absorption of Motherson Polymers Compounding Solution Private Limited (MPCSL) a wholly owned subsidiary. The order sanctioning the scheme have been filed with the Registrar of Companies, Mumbai and Registrar of Companies, Delhi on September 30, 2020.

As per the scheme, all assets and liabilities and reserves of MPCSL have been recorded in the books of account of the Company at their existing carrying amounts and in the same form, which is in accordance with the IND AS - 103 "Business Combinationâ. Considering the immaterial impact of merger, previous period comparatives have not been restated in the Standalone financial results.

Reorganization and discontinued operations

The Board of Directors in its meeting dated July 02, 2020, approved a group reorganization plan with the objective of creating value for the shareholders of the Company ("MSSLâ). The reorganization plan approved by the respective Boards of the Company and Samvardhana Motherson International Limited ("SAMILâ) among other things, entails demerger of Domestic Wiring Harness ("DWHâ) business from MSSL into a new company Motherson Sumi Wiring India Limited ("MSWILâ) and subsequent merger of SAMIL into MSSL to consolidate 100% shareholding in Samvardhana Motherson Automotive Systems Group BV ("SMRP BVâ) as well as to bring all auto component and allied businesses in SAMIL under MSSL.

The transaction is to be effected pursuant to a Composite Scheme of Amalgamation and Arrangement ("Schemeâ) and is likely to be completed during FY2021-22. Subsequent to the year, the Scheme has been approved by the shareholders and has now been submitted to NCLT for its approval.

The aforesaid scheme has been considered as highly probable and demerger of DWH into MSWIL meet the criteria prescribed in Ind AS 105 "Non-current Assets Held for Sale and Discontinued Operationsâ to be considered as discontinued operation, hence DWH business has been disclosed as discontinued operation in Standalone financial statement. Accordingly, all previous periods figures in the financial statement have also been restated.

52 Amounts appearing as zero â0â in financial are below the rounding off norm adopted by the Company

Mar 31, 2019

37 (a) Financial risk management

Below are the major risks which can impact the Company:

A Market risk:

Market risk is the risk that the fair value of future cash flows of a financial instruments will fluctuate because of changes in market price/ rate. Market risk comprises three types of risk: interest rate risk, foreign currency risk and other price risks. Financial instruments affected by market risk include loans and borrowings, deposits and payables/ receivables in foreign currencies.

a. Price risk:

The major raw materials used by Polymer Division of the Company are polypropylenes, polycarbonates and various grades of nylons and resins. The Company is having arrangement with major customers for actualization of raw material price variations periodically. Mothers on Polymer Solutions, compounding unit has been established with a view of taking leverage on group''s bulk consumption on major grades. The setting up of GSP further strengthens the procurement function.

b. Foreign currency risk:

The hedged and unhedged foreign currency exposure is as follows:

c. 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 market interest rates. The Company''s main interest rate risk arises from long-term borrowings with variable rates, which exposes the Company to cash flow interest rate risk. During March 31, 2019 and March 31, 2018, the Company''s borrowings at variable rate were mainly denominated in '' and USD.

An analysis by maturities is provided in Note [c (ii)] Maturities of financial liabilities below.

(ii) Sensitivity analysis

For floating rate liabilities, the analysis is prepared assuming the amount of the liability outstanding at the end of the reporting period was outstanding for the whole year.

* Holding all other variables constant

B Credit risk:

Trade receivables

Financial instruments and cash deposits

C Liquidity risk:

38 Capital management

(a) Risk management

Proposed dividends on equity shares are subject to approval at the annual general meeting and are not recognized as a liability (including DDT thereon) as at March 31, 2019.

* Actual amount of dividend distribution tax (DDT) deposited is in accordance with provision of Income Tax Act.

Relationship where control exists

b. Subsidiaries of the Company

1 MSSL Mauritius Holdings Limited

2 Mothers on Electrical Wires Lanka Private Limited

3 MSSL Mideast (FZE)

4 MSSL (S) Pte Limited

5 MSSL Automobile Component Limited

6 Samvardhana Mothers on Polymers Limited

7 Mothers on Polymers Compounding Solution Limited

8 MSSL (GB) Limited

9 Mothers on Wiring System (FZE)

10 MSSL Tooling (FZE)

11 MSSL GmbH

12 Samvardhana Mothers on Invest Deutschland GmbH

13 MSSL Advanced Polymers s.r.o.

14 Mothers on Techno Precision GmbH

15 MSSL s.r.l. Unipersonale

16 Samvardhana Mothers on Polymers Management Germany GmbH

17 Mothers on Techno Precision Mexico, S.A. de C.V

18 MSSL Manufacturing Hungary Kft

19 Mothers on Air Travel Pvt Ltd

20 MSSL Australia Pty Limited

21 Mothers on Elastomers Pty Limited

22 Mothers on Investments Pty Limited

23 MSSL Ireland Private Limited

24 MSSL Global RSA Module Engineering Limited

25 MSSL Japan Limited

26 Vacuform 2000 (Proprietary) Limited

27 MSSL Mexico, S.A. De C.V.

28 MSSL WH System (Thailand) Co., Ltd

29 MSSL Korea WH Limited

30 MSSL Consolidated Inc.

31 MSSL Overseas Wiring System Ltd. (liquidated on January 29, 2019)

32 MSSL Wiring System Inc

33 Alphabet de Mexico, S.A. de C.V.

34 Alphabet de Mexico de Monclova, S.A. de C.V.

35 Alphabet de Saltillo, S.A. de C.V.

36 MSSL Wirings Juarez, S.A. de C.V.

37 Samvardhana Mothers on Global Holdings Ltd.

38 Samvardhana Mothers on Automotive Systems Group B.V. (SMRPBV)

39 Samvardhana Mothers on Reflectec Group Holdings Limited (SMR)

40 SMR Automotive Technology Holding Cyprus Limited

41 SMR Automotive Mirror Parts and Holdings UK Ltd

42 SMR Automotive Holding Hong Kong Limited

43 SMR Automotive Systems India Limited

44 SMR Automotive Systems France S.A.

45 SMR Automotive Mirror Technology Holding Hungary KFT

46 SMR Patents S.a.r.l.

47 SMR Automotive Technology Valencia S.A.U.

48 SMR Automotive Mirrors UK Limited

49 SMR Automotive Mirror International USA Inc.

50 SMR Automotive Systems USA Inc.

51 SMR Automotive Beijing Company Limited

52 smr Automotive Yancheng Co. Limited

53 SMR Automotive Mirror Systems Holding Deutschland GmbH

54 SMR Holding Australia Pty Limited

55 SMR Automotive Australia Pty Limited

56 SMR Automotive Mirror Technology Hungary BT

57 SMR Automotive Modules Korea Ltd.

58 SMR Automotive Beteiligungen Deutschland GmbH

59 SMR Hyosang Automotive Ltd.

60 SMR Automotive Mirrors Stuttgart GmbH

61 SMR Automotive Systems Spain S.A.U.

62 SMR Automotive Vision Systems Mexico S.A. de C.V.

63 SMR Automotive Servicios Mexico S.A. de C.V.

64 SMR Grundbesitz GmbH & Co. KG

65 SMR Automotive Brasil Ltda.

66 SMR Automotive System (Thailand) Limited

67 SMR Automotives Systems Macedonia Dooel Skopje

68 SMR Automotive Operations Japan K.K.

69 SMR Automotive (Langfang) Co. Ltd

70 SMR Automotive Vision System Operations USA INC

71 SMR Mirror UK Limited

72 Mothers on Innovations Company Limited

73 Mothers on Innovations Deutschland GmbH

74 Samvardhana Mothers on Global (FZE)

75 SMR Automotive Industries RUS Limited Liability Company

76 Samvardhana Mothers on Peguform GmbH (SMP)

77 SMP Automotive Interiors (Beijing) Co. Ltd.

78 SMP Deutschland GmbH

79 SMP Logistik Service GmbH

80 SMP Automotive Solutions Slovakia s.r.o.

81 Changchun Peguform Automotive Plastics Technology Co., Ltd.

82 Foshan Peguform Automotive Plastics Technology Co. Ltd.

83 Shenyang SMP Automotive Plastic Component Co. Ltd.

84 Tianjin SMP Automotive Component Company Limited

85 SMP Automotive Technology Management Services (Changchun) Co. Ltd.

86 SMP Automotive Technology Iberica S.L.

87 Samvardhana Mothers on Peguform Barcelona S.L.U

88 SMP Automotive Technologies Teruel Sociedad Limitada

89 Samvardhana Mothers on Peguform Automotive Technology Portugal S.A.

90 SMP Automotive Systems Mexico S.A. de C.V.

91 SMP Automotive Produtos Automotivos do Brasil Ltda.

92 SMP Automotive Exterior GmbH

93 Samvardhana Mothers on Innovative Autosystems B.V. & Co. KG

94 Samvardhana Mothers on Innovative Autosystems Holding Company BV

95 SM Real Estate GmbH

96 Samvardhana Mothers on Innovative Autosystems de Mexico, S.A. de C.V.

97 SMP Automotive Systems Alabama Inc.

98 Celulosa Fabril S.A.

99 Modulos Ribera Alta S.L.Unipersonal

100 Mothers on Innovations Lights GmbH & Co KG

101 Mothers on Innovations Lights Verwaltungs GmbH

102 MSSL Estonia WH OQ

103 PKC Group Plc

104 PKC Wiring Systems Oy

105 PKC Netherlands Holding B.V.

106 PKC Group Poland Sp. z o.o.

107 PKC Wiring Systems Llc

108 PKC Group APAC Limited

109 PKC Group Canada Inc.

110 PKC Group USA Inc.

111 PKC Group Mexico S.A. de C.V.

112 Project del Holding S.a.r.l.

113 PK Cables do Brasil Ltda

114 PKC Eesti AS

115 TKV-sarjat Oy

116 PKC SEGU Systemelektrik GmbH

117 PK Cables Nederland B.V.

118 Groclin Luxembourg S.a r.l.

119 PKC Vehicle Technology (Suzhou) Co., Ltd.

120 AEES Inc.

121 PKC Group Lithuania UAB

122 PKC Group Poland Holding Sp. z o.o.

123 OOO AEK

124 Kabel-Technik-Polska Sp. z o.o.

125 T.I.C.S. Corporation

126 AEES Power Systems Limited partnership

127 Fortitude Industries Inc.

128 AEES Manufactuera, S. De R.L de C.V.

129 Cableodos del Norte II, S. de R.L de C.V.

130 Manufacturas de Componentes Electricos de Mexico S. de R.L de C.V.

131 Arneses y Accesorios de Mexico, S. de R.L de C.V.

132 Asesoria Mexicana Empresarial, S. de R.L de C.V.

133 Arneses de Ciudad Juarez, S. de R.L de C.V.

134 PKC Group de Piedras Negras, S. de R.L. de C.V.

135 PKC Group AEES Commercial S. de R.L de C.V

136 Jiangsu Huakai-PKC Wire Harness Co., Ltd.

137 PKC Vechicle Technology (Hefei) Co, Ltd.

138 Shangdong Huakai-PKC Wire Harness Co., Ltd.

139 Global Environment Management (FZC)

140 Global Environment Management Australia Pty Limited (liquidated on April 20, 2018)

141 SMRC Automotive Interiors Management B.V.

142 SMRC Automotive Holdings B.V.

143 SMRC Automotive Holdings Netherlands B.V.

144 SMRC Automotives Techno Minority Holdings B.V.

145 SMRC Smart Automotive Interior Technologies USA, LLC

146 SMRC Automotive Modules France SAS

147 Reydel Automotive Holdings Spain, S.L.U.

148 SMRC Automotive Interiors Spain S.L.U.

149 Reydel Automotive Croatia d.o.o.

150 Reydel Automotive Morocco SAS

151 SMRC Automotive Modules Russia LLC

152 SMRC Smart Interior Systems Germany GmbH

153 Reydel Automotive Poland S.A.

154 SMRC Automotive Solutions Slovakia s.r.o.

155 SMRC Automotive Holding South America B.V.

156 SMRC Automotive Modules South America Minority Holdings B.V.

157 Reydel Automotive Argentina S.A.

158 Reydel Automotive Brazil Industria e Comercio de Sistemas Automotivos Ltda.

159 SMRC Automotive Products India Private Ltd.

160 SMRC Automotive Smart Interior Tech Thailand Ltd.

161 SMRC Automotive Interiors Japan Ltd.

162 Shanghai Reydel Automotive Technology Consulting Co., Ltd

163 PT SMRC Automotive Technology Indonesia

164 Yujin-SMRC Automotive Modules Corp.

165 Reydel Automotive Phils Inc.

166 Mothers on Rolling Stock Systems GB Limited

167 Mothers on Innovations LLC

168 Samvardhana Mothers on Corp Management Shanghai Co Ltd.

169 MSSL M Tooling Ltd

170 Mothers on Osia Innovation llc.

c. Joint Ventures:

1 Kyungshin Industrial Mothers on Private Limited

2 Calsonic Kansei Mothers on Auto Products Private Limited

3 Ningbo SMR Huaxiang Automotive Mirrors Co. Limited (Indirectly through Subsidiary)

4 Chongqing SMR Huaxiang Automotive Products Limited (Indirectly through Subsidiary)

5 Tianjin SMR Huaxiang Automotive Part Co. Limited (Indirectly through Subsidiary)

6 Eissmann SMP Automotive Interieur Slovensko s.r.o (Indirectly through Subsidiary)

d. Associate Companies:

1 Saks Ancillaries Limited

2 Re-time Pty Limited

3 Hubei Zhengao PKC Automotive Wiring Company Ltd.

* Rent of Rs,5 million (March 31, 2018: Rs,5 million) paid to Mr. V.C Sehgal, Mr. Laksh Vaaman Sehgal, Ms. Renu Sehgal, and Ms. Vidhi Sehgal.

**Dividend of Rs,135 million (March 31, 2018 : Rs,120 million) paid to Mr. V. C. Sehgal, Mr. Laksh Vaaman Sehgal, Ms. Renu Sehgal, Ms. Neelu Mehra, Ms. Geeta Soni, Mr. Pankaj Mital, Mr. G.N. Gauba, Ms. Geeta Mathur, Mr Naveen Ganzu, Arjun Puri and Alok Goel

1 Segment Information:

Description of segments and principal activities

The Company is primarily in the business of manufacture and sale of components to automotive original equipment manufacturers.

As permitted under the transitional provisions in IND AS 115, the transaction price allocated to (partially) unsatisfied performance obligations as of March 31, 2018 is not disclosed.

* Against which Company has given bank guarantees amounting to Rs,6 million (March 31, 2018 : Rs,5 million)

a) The Company does not expect any reimbursements in respect of the above contingent liabilities.

b) The Company has assessed that it is only possible but not probable that outflow of economic resources will be required.

@ All the shares of the subsidiary, MSSL (GB) Limited apart from security against loan taken by the company as explained in Note 17(a), have also pledged against the loan amounting Euro 70 Million taken by MSSL (GB) Limited.

2. Ind AS 115 Revenue from contracts with customers

Effective April 1, 2018, the Company has adopted Ind AS 115, ''Revenue from Contracts with Customers'', with a modified retrospective approach. The management has evaluated the implications of implementation of new standard on its revenue and has made appropriate adjustments to these results where significant. In certain contracts, it has been assessed that the Company is acting as an agent and therefore, revenue has been recognized excluding the cost of components sold. This change in presentation has resulted in decrease in gross sales by Rs,3,624 million and does not have impact on profit before tax. The figures for the corresponding periods have not been restated since not required.

3. Leases

i. Operating Leases:

The Company has significant operating leases for land, premises, plant & machinery, vehicles and computers. These lease arrangements range for a period between 11 months and 15 years, which include both cancellable and non-cancellable leases. Most of the leases are renewable for further period on mutually agreeable terms and also include escalation clauses.

4. Standard issued but not yet effective

The amendments to standards that are issued, but not yet effective, up to the date of issuance of the Company''s financial statements are disclosed below. The Company intends to adopt these standards, if applicable, when they become effective.

The Ministry of Corporate Affairs (MCA) has issued the Companies (Indian Accounting Standards) Amendment Rules, 2017 and has amended the following standard:

A Ind AS 116 Leases

Ind AS 116 will replace the existing leases standard, Ind AS 17 Leases. Ind AS 116 sets out the principles for the recognition, measurement, presentation and disclosure of leases for both lessees and lessors. It introduces a single, on-balance sheet lessee accounting model for lessees. A lessee recognizes right-of-use asset representing its right to use the underlying asset and a lease liability representing its obligation to make lease payments. The standard also contains enhanced disclosure requirements for lessees. Ind AS 116 substantially carries forward the lessor accounting requirements in Ind AS 17.

The Company will adopt Ind AS 116 effective annual reporting period beginning April 1, 2019. The Company will apply the standard to its leases, prospectively using the modified retrospective method as mandated by Para C5(b) and Para C8(c)(ii) of Ind AS 116. Accordingly, The Company will not restate comparative information and there will no cumulative effect of initially applying this Standard to be recognized as an adjustment to the opening balance of retained earnings as on April 1, 2019. On that date, The Company will recognize a lease liability measured at the present value of the remaining lease payments. The right-of-use asset is recognized at an amount equal to the lease liability adjusted by the amount of any prepaid or accrued lease payments relating to that lease recognized in the balance sheet immediately before the date of initial application. The lease liability and right-of-use asset is discounted using the lessee''s incremental borrowing rate as at April 1, 2019. In accordance with the standard, The Company will elect not to apply the requirements of Ind AS 116 to short-term leases and leases for which the underlying asset is of low value.

On transition, The Company will be using the practical expedient provided by the standard and therefore, will not reassess whether a contract, is or contains a lease, at the date of initial application.

The Company will recognize with effect from April 1, 2019 new assets and liabilities for its operating leases of premises and other assets. The nature of expenses related to those leases will change from lease rent in previous periods to a) amortization charge for the right- to use asset , and b) interest accrued on lease liability.

Previously, The Company recognized operating lease expense on a straight line basis over the term of the lease, and recognized assets and liabilities only to the extent that there was a timing difference between actual lease payments and the expense recognized.

As a lessor, sublease shall be classified an operating lease if the head lease is classified as a short term lease. In all other cases the sublease shall be classified as a finance lease.

The Company is in the process of finalizing changes to systems and processes to meet the accounting and the reporting requirements of the standard in conjunction with review of lease agreements. The Company is also in the process of quantifying the impact of the standard on its balance sheet on the date of initial application.

B Appendix C to Ind AS 12 Uncertainty over Income Tax Treatment

The Interpretation addresses the accounting for income taxes when tax treatments involve uncertainty that affects the application of Ind AS 12 and does not apply to taxes or levies outside the scope of Ind AS 12, nor does it specifically include requirements relating to interest and penalties associated with uncertain tax treatments. The Interpretation specifically addresses the following:

- Whether an entity considers uncertain tax treatments separately

- The assumptions an entity makes about the examination of tax treatments by taxation authorities

- How an entity determines taxable profit (tax loss), tax bases, unused tax losses, unused tax credits and tax rates

- How an entity considers changes in facts and circumstances

An entity has to determine whether to consider each uncertain tax treatment separately or together with one or more other uncertain tax treatments. The approach that better predicts the resolution of the uncertainty should be followed. In determining the approach that better predicts the resolution of the uncertainty, an entity might consider, for example, (a) how it prepares its income tax filings and supports tax treatments; or

(b) how the entity expects the taxation authority to make its examination and resolve issues that might arise from that examination.

The interpretation is effective for annual reporting periods beginning on or after April 01,2019, but certain transition reliefs are available. The Company will apply the interpretation from its effective date.

C Amendments to Ind AS 109: Prepayment Features with Negative Compensation

Under Ind AS 109, a debt instrument can be measured at amortized cost or at fair value through other comprehensive income, provided that the contractual cash flows are ''solely payments of principal and interest on the principal amount outstanding'' (the SPPI criterion) and the instrument is held within the appropriate business model for that classification. The amendments to Ind AS 109 clarify that a financial asset passes the SPPI criterion regardless of the event or circumstance that causes the early termination of the contract and irrespective of which party pays or receives reasonable compensation for the early termination of the contract.

The amendments should be applied retrospectively and are effective for annual periods beginning on or after April 01,2019. The Company is in the process of quantifying the impact of amendment to Ind AS 109.

D Amendments to Ind AS 19: Plan Amendment, Curtailment or Settlement

The amendments to Ind AS 19 address the accounting when a plan amendment, curtailment or settlement occurs during a reporting period. The amendments specify that when a plan amendment, curtailment or settlement occurs during the annual reporting period, an entity is required to:

- Determine current service cost for the remainder of the period after the plan amendment, curtailment or settlement, using the actuarial assumptions used to remeasure the net defined benefit liability (asset) reflecting the benefits offered under the plan and the plan assets after that event.

- Determine net interest for the remainder of the period after the plan amendment, curtailment or settlement using: the net defined benefit liability (asset) reflecting the benefits offered under the plan and the plan assets after that event; and the discount rate used to remeasure that net defined benefit liability (asset).

The amendments also clarify that an entity first determines any past service cost, or a gain or loss on settlement, without considering the effect of the asset ceiling. This amount is recognized in profit or loss.

An entity then determines the effect of the asset ceiling after the plan amendment, curtailment or settlement. Any change in that effect, excluding amounts included in the net interest, is recognized in other comprehensive income.

The amendments apply to plan amendments, curtailments, or settlements occurring on or after the beginning of the first annual reporting period that begins on or after April 01,2019. These amendments will apply only to any future plan amendments, curtailments, or settlements of the Company. The Company is in the process of quantifying the impact of amendment to Ind AS 19.

E Amendments to Ind AS 12: Income Taxes

The amendments clarify that the income tax consequences of dividends are linked more directly to past transactions or events that generated distributable profits than to distributions to owners. Therefore, an entity recognizes the income tax consequences of dividends in profit or loss, other comprehensive income or equity according to where the entity originally recognized those past transactions or events.

An entity applies those amendments for annual reporting periods beginning on or after April 01,2019. Since the Group''s current practice is in line with these amendments. The Company is in the process of quantifying the impact of amendment to Ind AS 12.

F Amendments to Ind AS 23: Borrowing Costs

The amendments clarify that an entity treats as part of general borrowings any borrowing originally made to develop a qualifying asset when substantially all of the activities necessary to prepare that asset for its intended use or sale are complete.

An entity applies those amendments to borrowing costs incurred on or after the beginning of the annual reporting period in which the entity first applies those amendments. An entity applies those amendments for annual reporting periods beginning on or after April 01,2019. The Company''s current practice is in line with these amendments. The Company is in the process of quantifying the impact of amendment to Ind AS 23.

5. Disclosure pursuant to the Regulation 34(3) read with para A of Schedule V to Securities and Exchange Board of India (Listing Obligations And Disclosures Requirements) Regulation, 2015:

b) Investment by the loanees in the shares of the Company: The loanees have not made any investment in the shares of the Company.

6.Amounts appearing as zero â0â in financial are below the rounding off norm adopted by the Company

Mar 31, 2018

2.2 Significant accounting judgments, estimates and assumptions

The preparation of financial statements requires management to make judgments, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or liabilities affected in future periods.

Judgments

In the process of applying the Company''s accounting policies, there are no significant judgments established by the management.

Estimates and assumptions

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are described below. The Company based its assumptions and estimates on parameters available when the financial statements were prepared. Existing circumstances and assumptions about future developments, however, may change due to market change or circumstances arising beyond the control of the Company. Such changes are reflected in the assumptions when they occur.

(i) Useful life of property, plant and equipment and investment properties

The Company uses its technical expertise along with historical and industry trends for determining the economic life of an asset/component of an asset. The useful lives are reviewed by management periodically and revised, if appropriate. In case of a revision, the unamortized depreciable amount is charged over the remaining useful life of the assets.

(ii) Defined benefit plans

The cost of the defined benefit gratuity plan and other post-employment defined benefits are determined using actuarial valuations. An actuarial valuation involves various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.

Further details about gratuity obligations are given in Note 21

(iii) Fair valuation of unlisted securities

When the fair value of unlisted securities recorded in the balance sheet cannot be measured based on quoted prices in active markets, their fair value is measured using valuation techniques including the Discounted Cash Flow (DCF) model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgment is required in establishing fair values. Judgments include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments. Refer Note 35 of the financials.

(iv) Taxes

Uncertainties exist with respect to the interpretation of complex tax regulations, changes in tax laws, and the amount and timing of future taxable income. Given the nature of business differences arising between the actual results and the assumptions made, or future changes to such assumptions, could necessitate future adjustments to tax income and expense already recorded. The Company establishes provisions, based on reasonable estimates. The amount of such provisions is based on various factors, such as experience of previous tax audits and differing interpretations of tax regulations by the taxable entity and the responsible tax authority. Such differences of interpretation may arise on a wide variety of issues depending on the conditions prevailing in the respective domicile of the companies.

(v) Percentage completion of recognition of revenue

The Company uses the percentage-of-completion method in accounting for its ''manufacturing and selling of tooling'' contracts. Use of the percentage-of-completion method requires the Company to estimate the services performed to date as a proportion of the total services to be performed.

Estimates and judgments are continually evaluated. They are based on historical experience and other factors, including expectations of future events that may have a financial impact on the Company and that are believed to be reasonable under the circumstances.

Reserve on amalgamation

This reserve was created at the time of amalgamation and mergers carried out in earlier years. The reserve is utilized in accordance with the provisions of the Act.

Securities premium reserve

Securities premium reserve is used to record the premium on issue of shares. The reserve is utilized in accordance with the provisions of the Act.

General reserve

General reserve is the retained earnings of a Company which are kept aside out of the Company''s profits to meet future (known or unknown) obligations.

FVOCI equity investments

The Company has elected to recognize changes in the fair value of certain investments in equity securities in other comprehensive income. These changes are accumulated within the FVOCI equity investment reserve within equity. The Company transfers amounts from this reserve to retained earnings when the relevant equity securities are derecognized.

¹ Working capital loans are secured by first pari passu charge on entire current assets of the Company including receivables, both present and future and second pari passu charge over the fixed assets of the Company including equitable mortgage of specified properties and are repayable on demand.

² The carrying amount of financials and non financial assets pledged as security for short term borrowings is disclosed in Note 40

³ Short term borrowings carry interest rate ranging from 8% to 12% p.a.

Warranty

Litigations

Provision for litigation relates to excise, entry tax and octroi demands including interest thereon, where applicable, being contested by the Company. It is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above, pending resolution of the respective proceedings.

The long term defined employee benefits and contribution schemes of the Company are as under:

A. Defined Benefit Schemes Gratuity

x) Risk exposure

The gratuity scheme is a final salary Defined Benefit Plan that provides for lump sum payment made on exit either by way of retirement, death, disability or voluntary withdrawal. The benefits are defined on the basis of final salary and the period of service and paid as lump sum at exit. The plan design means the risk commonly affecting the liabilities and the financial results are expected to be:

(a) Interest rate risk: The defined benefit obligation calculated uses a discount rate based on government bonds, if bond yield fall, the defined benefit obligation will tend to increase.

(b) Salary inflation risk: Higher than expected increases in salary will increase the defined benefit obligation.

Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments that have quoted price. The fair value of all equity instruments which are traded in the stock exchanges is valued using the closing price as at the reporting period.

Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximize the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case for unlisted equity securities included in level 3.

ii. Valuation technique used to determine fair value

Specific valuation techniques used to value financial instruments include:

a. the use of quoted market prices or dealer quotes for similar instruments.

b. the fair value of forward foreign exchange contracts and principal swap is determined using forward exchange rates at the balance sheet date.

c. the fair value of interest rate swaps is calculated as the present value of the estimated future cash flows.

d. the fair value of the remaining financial instruments covered under level 3 is determined using discounted cash flow analysis.

¹ The fair value of non-current financial assets and financial liabilities carried at amortized cost is substantially same as their carrying amount.

² During the year ended March 31, 2017 loan amounting to '' 10,975 million was taken at market rates. Loan amounting to '' 5,724 million as at March 31, 2018 (March 31, 2017: '' 568 million) carries floating rate of interest and hence are adjusted to current market rates. The Company has taken interest rate swap for the borrowing with fixed interest rate amounting to '' 5,750 million, because of this, effective finance cost to the company is at current market rate.

¹ There were no significant inter-relationships between unobservable inputs that materially affect fair values

² Holding all the other variables constant

36(a) Financial risk management

Below are the major risks which can impact the Company:

A Market risk:

Market risk is the risk that the fair value of future cash flows of a financial instruments will fluctuate because of changes in market price/ rate. Market risk comprises three types of risk: interest rate risk, foreign currency risk and other price risks. Financial instruments affected by market risk include loans and borrowings, deposits and payables/ receivables in foreign currencies.

a. Price risk:

The major raw materials used by Polymer Division of the Company are polypropylenes, polycarbonates and various grades of nylons and resins. The Company is having arrangement with major customers for actualization of raw material price variations periodically. Mother son Polymer Solutions, compounding unit has been established with a view of taking leverage on group''s bulk consumption on major grades. The setting up of GSP further strengthens the procurement function.

b. Foreign currency risk:

c. 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 market interest rates. The Company''s main interest rate risk arises from long-term borrowings with variable rates, which exposes the Company to cash flow interest rate risk. During March 31, 2018 and March 31, 2017, the Company''s borrowings at variable rate were mainly denominated in '' and USD.

* Holding all other variables constant B Credit risk:

Trade receivables

Financial instruments and cash deposits

C Liquidity risk:

Relationship where control exists

b. Subsidiaries of the Company

1 MSSL Mauritius Holdings Limited (MMHL)

2 Motherson Electrical Wires Lanka Private Limited

3 MSSL Mideast (FZE)

4 MSSL (S) Pte Limited

5 MSSL Automobile Component Limited

6 Samvardhana Motherson Polymers Limited (SMPL)

7 Motherson Polymers Compounding Solution Limited

8 MSSL (GB) Limited

9 Motherson Wiring System (FZE)

10 MSSL Tooling (FZE)

11 MSSL GmbH

12 Samvardhana Motherson Invest Deutschland GmbH

13 MSSL Advanced Polymers s.r.o.

14 Motherson Techno Precision GmbH (formerly known as Motherson Orca Precision Technology GmbH)

15 MSSL s.r.l. Unipersonale

16 Samvardhana Motherson Polymers Management Germany GmbH

17 Motherson Techno Precision Mexico, S.A. de C.V

18 MSSL Manufacturing Hungary Kft

19 Motherson Air Travel Pvt Ltd (incorporated on August 22, 2017)

20 MSSL Australia Pty Limited

21 Motherson Elastomers Pty Limited

22 Motherson Investments Pty Limited

23 MSSL Ireland Private Limited

24 MSSL Global RSA Module Engineering Limited

25 MSSL Japan Limited

26 Vacuform 2000 (Proprietary) Limited

27 MSSL Mexico, S.A. De C.V.

28 MSSL WH System (Thailand) Co., Ltd

29 MSSL Korea WH Limited

30 MSSL Consolidated Inc.

31 MSSL Overseas Wiring System Ltd.

32 MSSL Wiring System Inc

33 Alphabet de Mexico, S.A. de C.V,

34 Alphabet de Mexico de Monclova, S.A. de C.V

35 Alphabet de Saltillo, S.A. de C.V

36 MSSL Wirings Juarez, S.A. de C.V.

37 Samvardhana Motherson Global Holdings Ltd.

38 Samvardhana Motherson Automotive Systems Group B.V. (SMRPBV)

39 Samvardhana Motherson Reflectec Group Holdings Limited (SMR)

40 SMR Automotive Technology Holding Cyprus Limited

41 SMR Automotive Mirror Parts and Holdings UK Ltd

42 SMR Automotive Holding Hong Kong Limited

43 SMR Automotive Systems India Limited

44 SMR Automotive Systems France S.A.

45 SMR Automotive Mirror Technology Holding Hungary KFT

46 SMR Patents S.a.r.l.

47 SMR Automotive Technology Valencia S.A.U.

48 SMR Automotive Mirrors UK Limited

49 SMR Automotive Mirror International USA Inc.

50 SMR Automotive Systems USA Inc.

51 SMR Automotive Beijing Company Limited

52 SMR Automotive Yancheng Co. Limited

53 SMR Automotive Mirror Systems Holding Deutschland GmbH

54 SMR Holding Australia Pty Limited

55 SMR Automotive Australia Pty Limited

56 SMR Automotive Mirror Technology Hungary BT

57 SMR Automotive Modules Korea Ltd.

58 SMR Automotive Beteiligungen Deutschland GmbH

59 SMR Hyosang Automotive Ltd.

60 SMR Automotive Mirrors Stuttgart GmbH

61 SMR Automotive Systems Spain S.A.U.

62 SMR Automotive Vision Systems Mexico S.A. de C.V,

63 SMR Automotive Servicios Mexico S.A. de C.V,

64 SMR Grundbesitz GmbH & Co. KG

65 SMR Automotive Brasil Ltda.

66 SMR Automotive System (Thailand) Limited

67 SMR Automotives Systems Macedonia Dooel Skopje

68 SMR Automotive Operations Japan K.K.

69 SMR Automotive (Langfang) Co. Ltd

70 SMR Automotive Vision System Operations USA INC

71 SMR Mirror UK Limited

72 Motherson Innovations Company Limited

73 Motherson Innovations Deutschland GmbH

74 Samvardhana Motherson Global (FZE)

75 SMR Automotive Industries RUS Limited Liability Company

76 Samvardhana Motherson Peguform GmbH (SMP)

77 SMP Automotive Interiors (Beijing) Co. Ltd.

78 SMP Deutschland GmbH

79 SMP Logistik Service GmbH

80 SMP Automotive Solutions Slovakia s.r.o.

81 Changchun Peguform Automotive Plastics Technology Co., Ltd.

82 Foshan Peguform Automotive Plastics Technology Co., Ltd.

83 Shenyang SMP Automotive Components Co. Ltd. (incorporated on August 22, 2017)

84 Tianjin SMP Automotive Component Company Limited (incorporated on March 06, 2018)

85 SMP Automotive Technology Management Services (Changchun) Co. Ltd.

86 SMP Automotive Technology Iberica S.L.

87 Samvardhana Motherson Peguform Barcelona S.L.U

88 SMP Automotive Technologies Teruel Sociedad Limitada

89 Samvardhana Motherson Peguform Automotive Technology Portugal S.A.

90 SMP Automotive Systems Mexico S.A. de C.V.

91 SMP Automotive Produtos Automotivos do Brasil Ltda.

92 SMP Automotive Exterior GmbH

93 Samvardhana Motherson Innovative Autosystems B.V. & Co. KG

94 Samvardhana Motherson Innovative Autosystems Holding Company BV

95 SM Real Estate GmbH

96 Samvardhana Motherson Innovative Autosystems de Mexico, S.A. de C.V

97 SMP Automotive Systems Alabama Inc.

98 Celulosa Fabril S.A.

99 Modulos Ribera Alta S.L.Unipersonal

100 Motherson Innovations Lights GmbH & Co KG

101 Motherson Innovations Lights Verwaltungs GmbH

102 MSSL Estonia WH OU

103 PKC Group Plc

104 PKC Wiring Systems Oy

105 PKC Netherlands Holding B.V,

106 PKC Group Poland Sp. z o.o.

107 PKC Wiring Systems Llc

108 PKC Group APAC Limited

109 PKC Group Canada Inc.

110 PKC Group USA Inc.

111 PKC Group Mexico S.A. de C.V,

112 Project del Holding S.a.r.l.

113 PK Cables do Brasil Ltda

114 PKC Eesti AS

115 TKV-sarjat Oy

116 PKC SEGU Systemelektrik GmbH

117 PK Cables Nederland B.V.

118 Groclin Luxembourg S.a r.l.

119 PKC Vehicle Technology (Suzhou) Co., Ltd.

120 AEES Inc.

121 PKC Group Lithuania UAB

122 PKC Group Poland Holding Sp. z o.o.

123 OOO AEK

124 Kabel-Technik-Polska Sp. z o.o.

125 T.I.C.S. Corporation

126 AEES Power Systems Limited partnership

127 Fortitude Industries Inc.

128 AEES Manufactuera, S. De R.L de C.V,

129 Cableodos del Norte II, S. de R.L de C.V,

130 Manufacturas de Componentes Electricos de Mexico S. de R.L de C.V,

131 Arneses y Accesorios de Mexico, S. de R.L de C.V.

132 Asesoria Mexicana Empresarial, S. de R.L de C.V,

133 Arneses de Ciudad Juarez, S. de R.L de C.V,

134 PKC Group de Piedras Negras, S. de R.L. de C.V,

135 PKC Group AEES Commercial S. de R.L de C.V

136 Jiangsu Huakai-PKC Wire Harness Co., Ltd.

137 PKC Vechicle Technology (Hefei) Co, Ltd.

138 Shangdong Huakai-PKC Wire Harness Co., Ltd.

139 Global Environment Management (FZC) ¹

140 Global Environment Management Australia Pty Limited ¹

c. Joint Ventures:

1 Kyungshin Industrial Motherson Private Limited

2 Calsonic Kansei Motherson Auto Products Private Limited

3 Ningbo SMR Huaxiang Automotive Mirrors Co. Limited (Indirectly through Subsidiary)

4 Chongqing SMR Huaxiang Automotive Products Limited (Indirectly through Subsidiary)

5 Eissmann SMP Automotive Interieur Slovensko s.r.o (Indirectly through Subsidiary)

d. Associate Companies:

1 Saks Ancillaries Limited

2 Re-time Pty Limited

3 Hubei Zhengao PKC Automotive Wiring Company Ltd. (incorporated on August 01, 2017)

b) Investment by the loanees in the shares of the Company: The loanees have not made any investment in the shares of the Company.

48 Standard issued but not yet effective

The Ministry of Corporate Affairs (MCA) has issued the Companies (Indian Accounting Standards) Amendment Rules, 2017 and has amended the following standard:

A Ind AS 115 Revenue from Contracts with Customers

Ind AS 115 was notified on March 28, 2018. The new revenue standard will supersede all current revenue recognition requirements under Ind AS. This new standard requires revenue to be recognized when promised goods or services are transferred to customers in amounts that reflect the consideration to which the Company expects to be entitled in exchange for those goods or services. Ind AS 115 is effective for the Company from financial year 2018-19 (April 1, 2018) using either one of two methods: (i) retrospectively to each prior reporting period presented in accordance with Ind AS 8 Accounting Policies, Changes in Accounting Estimates and Errors, with the option to elect certain practical expedients as defined within Ind AS 115 (the full retrospective method); or

(ii) retrospectively with the cumulative effect of initially applying Ind AS 115 recognized at the date of initial application (April 1, 2018) and providing certain additional disclosures as defined in Ind AS 115 (the modified retrospective method).

Impact:

The preliminary impacts of Ind AS 115 on the Company''s financial statements have been assessed as follows:

Essential concepts in Ind AS 115 have been analysed on revenue stream level. The Company''s revenue streams mainly consists of sale of components and tools derived through contract with customers relating to wiring harness, polymers and rubber moulded parts, plastic components etc. Current revenue recognition in case

of sale of components is based on transfer of risks and rewards to customer. In case of tooling revenue, the Company uses the ''percentage-of-completion method'' to determine the appropriate amount to recognise in a given period by determining the level of completion on the basis of milestones achieved to date.

The Company has frame agreements with major customers defining terms and conditions for sales. Further, separate purchase orders are covered by frame agreement and as a rule they form a separate performance obligation for both sale of components and tools.

Based on preliminary analysis, timing of revenue recognition for sale of goods is not expected to change. Standard will increase disclosure information related to revenue recognition.

The Company generally provides for warranties for general repairs or replacements and does not provide extended warranties in its contracts with customers. As such, most existing warranties will be assurance-type warranties under Ind AS 115, which will continue to be accounted for under Ind AS 37 Provisions, Contingent Liabilities and Contingent Assets, consistent with its current practice.

During FY 18-19, the Company will continue the analysis in more detailed level and implement the standard and will inform effects in a more detailed level during the year.

B Transfers of Investment Property â Amendments to Ind AS 40

The amendments clarify when an entity should transfer property, including property under construction or development into, or out of investment property. The amendments state that a change in use occurs when the property meets, or ceases to meet, the definition of investment property and there is evidence of the change in use. A mere change in management''s intentions for the use of a property does not provide evidence of a change in use.

Entities should apply the amendments prospectively to changes in use that occur on or after the beginning of the annual reporting period in which the entity first applies the amendments. An entity should reassess the classification of property held at that date and, if applicable, reclassify property to reflect the conditions that exist at that date. Retrospective application in accordance with Ind AS 8 is only permitted if it is possible without the use of hindsight.

The amendments are effective for annual periods beginning on or after April 01, 2018. The Company will apply amendments when they become effective. However, since Company''s current practice is in line with the clarifications issued, the Company does not expect any effect on its financial statements.

C Appendix B to Ind AS 21 Foreign Currency Transactions and Advance Consideration

The Appendix clarifies that, in determining the spot exchange rate to use on initial recognition of the related asset, expense or income (or part of it) on the derecognition of a non-monetary asset or non-monetary liability relating to advance consideration, the date of the transaction is the date on which an entity initially recognizes the non-monetary asset or non-monetary liability arising from the advance consideration. If there are multiple payments or receipts in advance, then the entity must determine the transaction date for each payment or receipt of advance consideration.

"Entities may apply the Appendix requirements on a fully retrospective basis. Alternatively, an entity may apply these requirements prospectively to all assets, expenses and income in its scope that are initially recognized on or after:

(i) The beginning of the reporting period in which the entity first applies the Appendix, or

(ii) The beginning of a prior reporting period presented as comparative information in the financial statements of the reporting period in which the entity first applies the Appendix.

The Appendix is effective for annual periods beginning on or after April 01, 2018. However, since the Company''s current practice is in line with the Interpretation, the Company does not expect any effect on its financial statements.

Proposed dividends on equity shares are subject to approval at the annual general meeting and are not recognized as a liability (including DDT thereon) as at March 31.

* Amount of dividend distribution tax (DDT) is net of withholding tax credit on dividend received from subsidiary company

50 During the year ended March 31, 2017, the Company allotted 17,762,460 equity shares and 62,884,827 equity shares of '' 1 each to Sumitomo Wiring Systems Japan and Qualified Institutional Buyers respectively at an issue price of '' 317 per equity share (including premium of '' 316 per equity share). Share issue expenses amounting to '' 288 million were charged to Securities Premium Account as per the provisions of Companies Act 2013.

51 Amounts appearing as zero â0â in financial are below the rounding off norm adopted by the Company.

Mar 31, 2017

1. Corporate Information

Motherson Sumi Systems Limited (MSSL or âthe Companyâ) was incorporated and domiciled in India on December 19, 1986 and is engaged primarily in the manufacture and sale of components to automotive original equipment manufacturers. The address of its registered office is Unit 705, C Wing, ONE BKC, G Block, Bandra Kurla Complex, Bandra East, Mumbai, Maharashtra. The Company is a public limited company and is listed in the Bombay Stock Exchange and National Stock Exchange. The Company is a joint venture entity between Samvardhana Motherson International Limited (SMIL) and Sumitomo Wiring Systems Limited, Japan.

2.1 Critical estimates and judgements

The preparation of financial statements requires the use of accounting estimates which, by definition, will seldom equal the actual results. Management also needs to exercise judgement in applying the companyâs accounting policies.

This note provides an overview of the areas that involved a higher degree of judgement or complexity, and of items which are more likely to be materially adjusted due to estimates and assumptions turning out to be different than those originally assessed. Detailed information about each of these estimates and judgements is included in relevant notes together with information about the basis of calculation for each affected line item in the financial statements.

Critical estimates and judgements

The areas involving critical estimates or judgements are:

- Estimation of current tax expense and payable - Note 33

- Estimated fair value of unlisted securities- Note 35

- Estimated useful life of intangible asset - Note 4

- Estimation of defined benefit obligation - Note 21

- Estimation of provision for warranty claims - Note 20

- Recognition of deferred tax assets for carried forward tax losses - Note 10

Estimates and judgements are continually evaluated. They are based on historical experience and other factors, including expectations of future events that may have a financial impact on the company and that are believed to be reasonable under the circumstances.

3. Investment properties

(i) Amounts recognised in profit or loss for investment properties:

(ii) Contractual obligations:

Refer note 41 for disclosure of contractual obligation towards purchase of investment property.

(iii) Leasing arrangements:

Certain investment properties are leased to tenants under long-term and short-term cancellable operating leases with rentals payable monthly,

(iv) Fair value:

Estimation of fair value

The fair values of investment properties have been determined by independent valuer. The fair valuation is based on prevailing market prices/ price trend of the property in that locality/ city considering the location, size of plot, approach road, amenities, locality etc.

*Amount is below the rounding off norm adopted by the Company

Amount recognised in profit or loss:

During the year ended March 31, 2017 write-downs of inventories on account of provision in respect of obsolete / slow moving items amounted to Rs.81 million (March 31, 2016: Rs.7 million). These were recognised as an expense during the year and included in changes in value of inventories of work-in-progress, stock-in-trade and finished goods in statement of profit or loss.

4 (a) Other reserves

Reserve on amalgamation

This reserve was created at the time of amalgamation and mergers carried out in earlier years. The reserve is utilised in accordance with the provisions of the Act.

Securities premium reserve

Securities premium reserve is used to record the premium on issue of shares. The reserve is utilised in accordance with the provisions of the Act.

General reserve

General reserve is the retained earnings of a Company which are kept aside out of the Companyâs profits to meet future (known or unknown) obligations.

FVOCI equity investments

Warranty

1. Provision for warranty relates to the estimated outflow in respect of warranty for products sold by the Company. Due to the very nature of such costs, it is not possible to estimate the timing/ uncertainties relating to the outflows of economic benefits.

Litigations

2. Provision for litigation relates to excise, entry tax and octroi demands including interest thereon, where applicable, being contested by the Company. It is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above, pending resolution of the respective proceedings.

The long term defined employee benefits and contribution schemes of the Company are as under:

A. Defined Benefit Schemes Gratuity

The reconciliation of opening and closing balances of the present value of the defined benefit obligations are as below:

The above sensitivity analysis is based on a change in assumption while holding all the other assumptions constant. In practice, this is unlikely to occur, and change in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the same method (present value of the defined benefit obligation calculated with the projected unit credit method at the end of the reporting period) has been applied as when calculating the defined benefit liability recognised in balance sheet

i) Risk exposure

The gratuity scheme is a final salary Defined Benefit Plan that provides for lump sum payment made on exit either by way of retirement, death, disability, voluntary withdrawal. The benefits are defined on the basis of final salary and the period of service and paid as lump sum at exit. The plan design means the risk commonly affecting the liabilities and the financial results are expected to be:

(a) Interest rate risk: The defined benefit obligation calculated uses a discount rate based on government bonds, if bond yield fall, the defined benefit obligation will tend to increase.

(b) Salary inflation risk: Higher than expected increases in salary will increase the defined benefit obligation.

(c) Demographic risk: This is the risk of variability of results due to unsystematic nature of decrements that include mortality, withdrawal, disability and retirement. The effect of these decrements on the defined benefit obligation is not straight forward and depends upon the combination of salary increase, discount rate and vesting criteria . It is important not to overstate withdrawals because in the financial analysis the retirement benefit of a short career employee typically costs less per year as compared to long career employee.

ii) Defined benefit liability and employer contributions

Weighted average duration of the defined benefit obligation is 9 years (March 31, 2016: 9 years, April 01, 2015: 12 years)

B. Defined Contribution Schemes

Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

ii. Valuation technique used to determine fair value

Specific valuation techniques used to value financial instruments include:

a. the use of quoted market prices or dealer quotes for similar instruments.

b. the fair value of forward foreign exchange contracts and principal swap is determined using forward exchange rates at the balance sheet date.

c. the fair value of interest rate swaps is calculated as the present value of the estimated future cash flows.

d. the fair value of the remaining financial instruments is determined using discounted cash flow analysis.

iii. Fair value measurements using significant unobservable inputs (level 3)

The following table presents the changes in level 3 items for the periods ended March 31, 2017 and March 31, 2016:

iv. Valuation inputs and relationships to fair value

The following table summarises the quantitative information about the significant unobservable inputs used in level 3 fair value measurements. See (ii) above for the valuation techniques adopted:

¹ The fair value of non-current financial assets and financial liabilities carried at amortized cost is substantially same as their carrying amount.

² During the year ended March 31, 2017 loan amounting to Rs.10,975 million was taken at current market rates. Loan amounting to Rs.568 million as at March 31, 2017 (March 31, 2016: Rs.1,939 Million. April 01, 2015: Rs.3,166 million) carries floating rate of interest and hence are adjusted to current market rates.

5. Financial risk management

The Company, as an internationally active supplier for the automobile industry expose its business and products to various market risks, credit risk and liquidity risk. The Companyâs global presence and decentralised management structure with the main activities in the plants make necessary organised risk management system. The regulations, instructions, implementation rules and in particular, the regular communication throughout the tightly controlled management process consisting of planning, controlling and monitoring collectively form the risk management system used to define, record and minimise operating, financial and strategic risks. Below notes explain the sources of risks in which the Company is exposed to and how it manages the risks:

Market risk: A Price risk:

The key raw material for the Companyâs wiring harness business is copper. There is substantial fluctuations in prices of copper. The Company has arrangements with its major customers for passing on the price impact. Also, the Company has entered into forward contracts to hedge copper prices at the behest of the customers.

The major raw materials used by Polymer Division of the Company are polypropylenes, polycarbonates and various grades of nylons and resins. The Company is having arrangement with major customers for actualization of raw material price variations periodically. Motherson Polymer Solutions, compounding unit has been established with a view of taking leverage on groupâs bulk consumption on major grades. The setting up of GSP further strengthens the procurement function.

The Company is regularly taking initiatives like VA-VE ( value addition, value engineering ) to reduce its raw material costs to meet targets set up by its customers for cost downs. In respect of customer nominated parts , the Company has back to back arrangements for cost savings with its suppliers.

The derivative instruments and unhedged foreign currency exposure is as follows:

A. 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 market interest rates. The Companyâs main interest rate risk arises from long-term borrowings with variable rates, which exposes the Company to cash flow interest rate risk. During March 31, 2017 and March 31, 2016, the Companyâs borrowings at variable rate were mainly denominated in INR and USD.

The credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations towards the Company and arises principally from the Companyâs receivables from customers and deposits with banking institutions. The maximum amount of the credit exposure is equal to the carrying amounts of these receivables.

The Company has developed guidelines for the management of credit risk from trade receivables. The Companyâs primary customers are major Indian automobile manufacturers (OEMs) with good credit ratings. Non-OEM clients are subjected to credit assessments as a precautionary measure, and the adherence of all clients to payment due dates is monitored on an on-going basis, thereby practically eliminating the risk of default. The Company has deposited liquid funds at various banking institutions. Primary banking institutions are major Indian and foreign banks. In long term credit ratings these banking institutions are considered to be investment grade. Also, no impairment loss has been recorded in respect of fixed deposits that are with recognised commercial banks and are not past due.

B Liquidity risk:

The liquidity risk encompasses any risk that the Company cannot fully meet its financial obligations. To manage the liquidity risk, cash flow forecasting is performed in the operating divisions of the Company and aggregated by Company finance. The Companyâs finance monitors rolling forecasts of the Companyâs liquidity requirements to ensure it has sufficient cash to meet operational needs while maintaining sufficient headroom on its undrawn committed borrowing facilities / overdraft facilities at all times so that the Company does not breach borrowing limits or covenants (where applicable) on any of its borrowing facilities.

6. Capital management

(a) Risk management

The Companyâs objectives when managing capital is to safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits for other stakeholders, and maintain an optimal capital structure to reduce the cost of capital.

The Companyâs strategy is to ensure that the Net Debt to EBITDA is managed at an optimal level considering the above factors. The Net Debt to EBITDA ratios were as follows:

(b) Loan covenants

Under the terms of the major borrowing facilities, the Company is required to comply with certain financial covenants and the Company has complied with those covenants throughout the reporting period.

7. Related Party Disclosures

I. Related party disclosures, as required by Ind AS 24, âRelated Party Disclosuresâ, are given below:

a. Entities with joint control over the entity/(Promoters)

Relationship where control exists

b. Subsidiaries of the Company

1 MSSL Mauritius Holdings Limited

2 Motherson Electrical Wires Lanka Pvt. Ltd.

3 MSSL Mideast (FZE)

4 MSSL (S) Pte Ltd.

5 MSSL Automobile Component Ltd.

6 Samvardhana Motherson Polymers Ltd.

7 MSSL GB Limited

8 Motherson Wiring System (FZE)

9 MSSL GmbH

10 MSSL Tooling (FZE)

11 Samvardhana Motherson Invest Deutschland GmbH

12 MSSL Advanced Polymers s.r.o.

13 Motherson Orca Precision Technology GmbH

14 MSSL s.r.l. Unipersonale

15 Samvardhana Motherson Polymers Management Germany GmbH

16 Motherson Techno Precision Mexico S.A. De C.V.

17 MSSL Manufacturing Hungary kft.

18 MSSL Australia Pty Ltd.

19 Motherson Elastomers Pty. Ltd.

20 Motherson Investment Pty. Ltd.

21 MSSL Ireland Private Ltd.

22 MSSL Global RSA Module Engineering Ltd.

23 MSSL Japan Limited

24 Vacuform 2000 (Pty) Ltd.

25 MSSL Mexico, S.A. De C.V,

26 MSSL WH System (Thailand) Co., Ltd.

27 MSSL Korea WH Limited

28 MSSL Consolidated Inc.

29 MSSL Overseas Wiring System Ltd.

30 MSSL Wiring System Inc.

31 Alphabet de Mexico, S.A. de C.V.

32 Alphabet de Mexico de Monclova, S.A. de C.V,

33 Alphabet de Saltillo, S.A. de C.V,

34 MSSL Wirings Juarez, S.A. de C.V,

35 Samvardhana Motherson Global Holdings Limited

36 Samvardhana Motherson Automotive Systems Group B.V.

37 Samvardhana Motherson Reflectec Group Holdings Ltd.

38 SMR Automotive Technology Holding Cyprus Ltd.

39 SMR Automotive Mirror Parts and Holdings UK Ltd.

40 SMR Automotive Holding Hong Kong Ltd

41 SMR Automotive Systems India Ltd.

42 SMR Automotive Systems France S.A.

43 SMR Automotive Mirror Technology Holding Hungary Kft

44 SMR Patents S.aR.L.

45 SMR Automotive Technology Valencia S.A.U.

46 SMR Automotive Mirrors UK Ltd.

47 SMR Automotive Mirror Services UK Ltd.

48 SMR Automotive Mirror International USA Inc.

49 SMR Automotive Systems USA Inc.

50 SMR Automotive Beijing Co. Ltd.

51 SMR Automotive Yancheng Co. Ltd.

52 SMR Automotive Mirror Systems Holding Deutschland GmbH

53 SMR Holding Australia Pty Ltd.

54 SMR Automotive Australia Pty. Ltd.

55 SMR Automotive Mirror Technology Hungary Bt

56 SMR Automotive Modules Korea Ltd. (formerly known as SMR Poong Jeong Automotive Mirrors Korea Ltd.)

57 SMR Automotive Beteiligungen Deutschland GmbH

58 SMR Hyosang Automotive Ltd.

59 SMR Automotive Mirrors Stuttgart GmbH

60 SMR Automotive Systems Spain S.A.U.

61 SMR Automotive Vision Systems Mexico S.A. de C.V,

62 SMR Automotive Servicios Mexico S.A. de C.V,

63 SMR Grundbesitz GmbH & Co. KG

64 SMR Automotive Brasil LTDA

65 SMR Automotive System (Thailand) Ltd.

66 SMR Automotives Systems Macedonia Dooel Skopje

67 SMR Automotive Operations Japan K.K.

68 SMR Automotive (Langfang) Co. LTD

69 SMR Automotive Vision System Operations USA INC

70 SMR Mirror UK Limited

71 Samvardhana Motherson Peguform GmbH

72 SMP Automotive Interiors (Beijing) Co. Ltd.

73 SMP Deutschland GmbH

74 SMP Logistik Service GmbH (previously known as SMP Automotive Solutions Personalleasings GmbH)

75 SMP Automotive Solutions Slovakia s.r.o.

76 Changchun Peguform Automotive Plastics Technology Co., Ltd.

77 Foshan Peguform Automotive Plastics Technology Co., Ltd.

78 SMP Automotive Technology Management Services (Changchun) Co. Ltd.

79 SMP Automotive Technology Iberica S.L.

80 Samvardhana Motherson Peguform Barcelona S.L.U

81 SMP Automotive Technologies Teruel Sociedad Limitada

82 Samvardhana Motherson Peguform Automotive Technology Portugal S.A.

83 SMP Automotive Systems Mexico S.A. de C.V.

84 SMP Automotive Produtos Automotivos do Brasil Ltda.

85 SMP Automotive Exterior GmbH

86 Samvardhana Motherson Innovative Autosystems BV & Co. KG

87 Samvardhana Motherson Innovative Autosystems Holding Company BV

88 SM Real Estate GmbH

89 Samvardhana Motherson Innovative Autosystems de Mexico, S.A. de C.V.

90 SMP Automotive Systems Alabama Inc.

91 Motherson Innovations Company Limited

92 Motherson Innovations Deutschland GmbH

93 Samvardhana Motherson Global (FZE)

94 SMR Automotive Industries RUS Limited Liability Company (incorporated on 03.10.2016)

95 Celulosa Fabril S.A. (Zaragoza, ES)

96 Modulos Rivera Alta S.L.U.

97 Motherson Innovations Lights GmbH & Co KG

(formerly Kobek Siebdruck GmbH & Co. KG - acquired on 02.01.2017)

98 Motherson Innovations Lights Verwaltungs GmbH (formerly Kobek Verwaltungs GmbH - acquired on 02.01.2017)

99 MSSL Estonia WH O0 (incorporated on 30.01.2017)

100 PKC Group Plc (Acquired on 27.03.2017)

101 PKC Wiring Systems Oy (Acquired on. 27.03.2017)

102 PKC Netherlands Holding B.V. (Acquired on. 27.03.2017)

103 PKC Group Poland Sp. z o.o. (Acquired on. 27.03.2017)

104 PKC Wiring Systems Llc (Acquired on. 27.03.2017)

105 PKC Group APAC Limited (Acquired on. 27.03.2017)

106 PKC Group Canada Inc. (Acquired on. 27.03.2017)

107 PKC Group USA Inc. (Acquired on. 27.03.2017)

108 PKC Group Mexico S.A. de C.V. (Acquired on. 27.03.2017)

109 Project del Holding S.a.r.l. (Acquired on. 27.03.2017)

110 PK Cables do Brasil Ltda (Acquired on. 27.03.2017)

111 PKC Eesti AS (Acquired on. 27.03.2017)

112 TKV-sarjat Oy (Acquired on. 27.03.2017)

113 PKC SEGU Systemelektrik GmbH (Acquired on. 27.03.2017)

114 PK Cables Nederland B.V. (Acquired on. 27.03.2017)

115 Groclin Luxembourg S.a r.l. (Acquired on. 27.03.2017)

116 PKC Vehicle Technology (Suzhou) Co., Ltd. (Acquired on. 27.03.2017)

117 AEES Inc. (Acquired on. 27.03.2017)

118 PKC Group Lithuania UAB (Acquired on. 27.03.2017)

119 PKC Group Poland Holding Sp. z o.o. (Acquired on. 27.03.2017)

120 OOO AEK (Acquired on. 27.03.2017)

121 Kabel-Technik-Polska Sp. z o.o. (Acquired on. 27.03.2017)

122 AEES Power Systems Limited partnership (Acquired on. 27.03.2017)

123 T.I.C.S. Corporation (Acquired on. 27.03.2017)

124 Fortitude Industries Inc. (Acquired on. 27.03.2017)

125 AEES Manufactuera, S. De R.L de C.V. (Acquired on. 27.03.2017)

126 Cableodos del Norte II, S. de R.L de C.V. (Acquired on. 27.03.2017)

127 Manufacturas de Componentes Electricos de Mexico S. de R.L de C.V. (Acquired on. 27.03.2017)

128 Arneses y Accesorios de Mexico, S. de R.L de C.V. (Acquired on. 27.03.2017)

129 Asesoria Mexicana Empresarial, S. de R.L de C.V. (Acquired on. 27.03.2017)

130 Arneses de Ciudad Juarez, S. de R.L de C.V. (Acquired on. 27.03.2017)

131 PKC Group de Piedras Negras, S. de R.L. de C.V. (Acquired on. 27.03.2017)

132 PKC Group AEES Commercial S. de R.L de C.V (Acquired on. 27.03.2017)

133 Jiangsu Huakai-PKC Wire Harness Co., Ltd. (Acquired on. 27.03.2017)

134 PKC Vechicle Technology (Hefei) Co, Ltd. (Acquired on. 27.03.2017)

135 Samvardhana Motherson Plastic Solutions GMBH & Co KG (dissolved on 16th Feb 2017) ( held by MSSL GmbH)

136 Samvardhana Motherson Nippisun Technology Ltd (SMNTL)

8. Segment Information:

Description of segments and principal activities

The Company is primarily in the business of manufacture and sale of components to automotive original equipment manufacturers.

Operating segments are reported in a manner consistent with the internal reporting to the Chief Operating Decision Maker âCODMâ of the Company. The CODM is responsible for allocating resources and assessing performance of the operating segments. The Company has monthly review and forecasting procedure in place and CODM reviews the operations of the Company as a whole, hence there are no reportable segments as per Ind AS 108 âOperating Segmentsâ

A. Information about geographical areas:

The following information discloses revenue from external customers based on geographical areas:

i) Revenue from external customers

ii) Segment Assets

Total of non-current assets other than financial instruments, investment in subsidiaries, joint ventures and associate and deferred tax assets broken down by location of the assets, is shown below

iii) Revenues from transactions with a single external customer amounting to 10 per cent or more of the Companyâs revenues is as follows

Additional information:

Earlier management used to review operations of the Company based on risk and return that was further based on nature of product and services, which were categorized into Auto and Non-auto segment, whereas now CODM reviews operations of the Company as a whole, hence there are no reportable segments as per Ind AS 108 âOperating Segmentsâ

*Amount is below the rounding off norm adopted by the Company

9. Leases

i. Operating Leases:

The Company has taken various land, commercial premises, plant and machinery under non-cancellable operating leases. The future minimum lease payments are as follows:

ii. Finance lease

The Company has taken land on long term finance lease from various Government authorities in India. The present value of minimum lease payments (MLP) under finance lease is as follows:

10. Contingent liabilities:

Claims against the Company not acknowledged as debts

# Against which Company has given bank guarantees amounting to Rs.14 million (March 31, 2016 : Rs.76 million. April 01, 2015: Rs.62 million)

(a) The Company does not expect any reimbursements in respect of the above contingent liabilities.

(b) It is not practicable for the Company to estimate the timings and amount of cash outflows, if any, in respect of the above pending resolution of the respective proceedings.

11 . In accordance with the MCA notification G.S.R. 308(E) dated March 30, 2017, details of Specified Bank Notes (SBN) and Other Denomination Notes (ODN) held and transacted during the period from November 8, 2016 to December 30, 2016, is as below in respect of entities in India : :

12. Due to micro, small and medium enterprises

The Company has certain dues to suppliers registered under Micro, Small and Medium Enterprises Development Act, 2006 (âMSMED Actâ). The disclosures pursuant to the said MSMED Act is as follows:

13. Disclosure pursuant to the Regulation 34(3) read with para A of Schedule V to Securities and Exchange Board of India (Listing Obligations And Disclosures Requirements) Regulation, 2015:

a) Loans and advances in the nature of loans to subsidiaries and associates

b) Investment by the loanees in the shares of the Company: The loanees have not made any investment in the shares of the Company.

14. First time adoption of Ind AS

These are the Companyâs first standalone financial statements prepared in accordance with Ind AS.

The accounting policies set out in note 2 have been applied in preparing the financial statements for the year ended March 31, 2017, the comparative information presented in these financial statements for the year ended March 31, 2016 and in the preparation of an opening Ind AS balance sheet at April 01 , 2015 (the Companyâs date of transition). In preparing its opening Ind AS balance sheet, the Company has adjusted the amounts reported previously in financial statements prepared in accordance with the accounting standards notified under Companies (Accounting Standards) Rules, 2006 (as amended) and other relevant provisions of the Act (previous GAAP or Indian GAAP). An explanation of how the transition from previous GAAP to Ind AS has affected the Companyâs financial position, financial performance and cash flows is set out in the following tables and notes.

A. Exemptions and exceptions availed

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

(i) 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 as recognised in the financial statements as at the date of transition to Ind AS, measured as per the previous GAAP and use that as its deemed cost as at the date of transition after making necessary adjustments for de-commissioning liabilities. This exemption can also be used for intangible assets covered by Ind AS 38 Intangible Assets and investment property covered by Ind AS 40 Investment Properties.

Accordingly, the Company has elected to measure all its property, plant and equipment, intangible assets and investment properties at their previous GAAP carrying value. There are no decommissioning liabilities of the Company,

Designation of previously recognised financial instruments

Ind AS 101 allows an entity to designate investments in equity instruments at FVOCI on the basis of the facts and circumstances at the date of transition to Ind AS.

The Company has elected to apply this exemption for its investment in equity investments other than the investments in subsidiaries, joint ventures and associates.

Investment in subsidiaries, joint ventures & associates

There is an option to measure investments in subsidiaries, joint ventures and associates at cost in accordance with Ind AS 27 at either:

(a) Fair value on date of transition; or

(b) Previous gap carrying values

The Company has decided to use the previous gap carrying values and not to fair value its investments in subsidiaries, joint ventures and associates as on the date of transition.

(ii) Ind AS mandatory exceptions Estimates

An entityâs 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 01, 2015 are consistent with the estimates as at the same date made in conformity with previous GAAP

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 entityâs choosing, provided that the information needed to apply Ind AS 109 to financial assets and financial liabilities derecognised as a result of past transactions was obtained at the time of initially accounting for those transactions.

Classification and measurement of financial assets

Assessment whether assets meets the criteria of amortised cost or fair value through OCI on the basis of the facts and circumstances that exist at the date of transition to Ind AS and not earlier dates.

Government loans

A first-time adopter is required to apply the requirements in Ind AS 109 and Ind AS 20 prospectively to government loans existing at the date of transition to Ind AS. However, a first-time adopter may choose to apply the requirements of Ind AS 109 and Ind AS 20 to government loans retrospectively, if the information needed to do so had been obtained at the time of initially accounting for that loan.

Impairment of financial assets

If at the time of transition to Ind AS, the entity is unable to approximate the credit risk at the time of initial recognition of financial asset, the entity must recognize loss based on expected credit loss as at transition date.

B. Reconciliations between previous GAAP and Ind AS

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

C Notes to first-time adoption of IND AS

1 Deemed Cost for Property, Plant & Equipment, Investment Property and Intangible Assets:

2 Investment property

Under the previous GAAP, investment properties were presented as part of non-current investments. Under Ind AS, investment properties are required to be separately presented on the face of the balance sheet. There is no impact on the total equity or profit as a result of this adjustment.

3 Fair valuation of investments

Under the previous GAAP, investments in equity instruments were classified as long-term investments or current investments based on the intended holding period and realisability. Long-term investments were carried at cost less provision for other than temporary decline in the value of such investments. Current investments were carried at lower of cost and fair value. Under Ind AS, these investments are required to be measured at fair value. The resulting fair value changes of these investments have been recognised in other comprehensive income as management has opted to value the equity investment through OCI as at the date of transition. Accordingly non current investments has increased by Rs.215 million as at March 31 ,2016 (April 01, 2015: Rs.211 million) and current investments by Rs.6 million as at March 31, 2016 (April 01, 2015: Rs.6 million).

Consequent to the above, the total equity as at March 31, 2016 increased by Rs.172 million (net of deferred tax of Rs.49 million) (April 01, 2015 - Rs.169 million (net of deferred tax of Rs.48 million)).

The Company has decided to use the previous gap carrying values and not to fair value its investments in subsidiaries, joint ventures and associates as on the date of transition.

4 Deferred Tax

Under IND AS deferred tax has been recognised on the adjustments made on transition to IND AS. Leasehold land is a non-depreciable asset, Management is expecting that its carrying value will be recovered through sale and indexation benefit at the time of disposal will be available, accordingly deferred tax asset on the difference between carrying value and indexed value has been created.

5 Security deposit

Security deposit mainly comprises of deposits given to electricty department, rental deposits etc. These all are short term in nature and hence they have been classified under current financials assets.Their fair value is equal to their carrying value as disclosed in the financials.

6 Retained earnings

Retained earnings as at April 01, 2015 has been adjsuted consequent to the IND AS adjustments.

7 Proposed dividend

Under the previous GAAP, dividends proposed by the board of directors after the balance sheet date but before the approval of the financial statements were considered as adjusting events. Accordingly, provision for proposed dividend was recognised as a liability. Under Ind AS, such dividends are recognised when the same is approved by the shareholders in the general meeting. Accordingly, the liability for proposed dividend of Rs.3,185 million as at April 01, 2015 included under provisions has been reversed with corresponding adjustment to retained earnings. Consequently, the total equity increased by an equivalent amount.

8 Borrowings

Ind AS 109 requires transaction costs incurred towards origination of borrowings to be deducted from the carrying amount of borrowings on initial recognition, earlier they were shown as prepaid expenses. These costs are recognised 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 period of the borrowing on a straight line basis. Accordingly, borrowings as at March 31, 2016 have been reduced by Rs.18 million (April 01, 2015 â Rs.33 million) and prepaid expenses as at March 31, 2016 decreased by Rs.9 million (April 01, 2015: Rs.28 million) .

During the financial year 2015-16 the Company has received a interest free loan of Rs.51 million from Pradeshiya Industrial & Investment Corporation of U.P. Ltd. (PICUP) which is amortised based on the effective interest rate method and the amortised portion is treated as government grant and accordingly there is a decrease in borrowings by Rs.25 million.

The retained earning for the period ended on March 31,2016 is increased by Rs.5 million (April 01, 2015: Rs.4 million) on account of amortisation of borrowing cost and decreased by Rs.1 million on account of notional interest expense on PICUP loan.

9 Government grant:

Under previous GAAP, government grants that were given with reference to total capital outlay were credited to capital reserve and treated as part of shareholdersâ funds. Under Ind AS, Government grants relating to the purchase of property, plant and equipment shall be presented in the balance sheet by setting up the grant as deferred income and are credited to profit or loss on a straight-line basis over the expected lives of the related assets and presented within other income. Consequently, capital reserve decreased by Rs.163 million and deferred income of Rs.112 million is recorded after taking Rs.51 million to retained earnings as at April 01, 2015. Further, an amount of Rs.11 million was credited to profit or loss during March 31,2016.

Ind AS 101 requires a first-time adopter to apply the requirements of Ind AS 109, Financial instruments and Ind AS 20, Accounting for Government Grants and Disclosure of Government Assistance, prospectively to government loans at below market rate of interest obtained after the date of transition to Ind AS.

During the financial year 2015-16 the Company has received a interest free loan of Rs.51 million from Pradeshiya Industrial & Investment Corporation of U.P. Ltd. (PICUP) which is amortised based on the effective interest rate method and the amortised portion is treated as government grant and accordingly we have considered a deferred income of Rs.23 million under government grant after crediting amount of Rs.2 million on account of amortisation to profit or loss for the period ended on March 31,2016.

10 Revenue:

Under previous GAAP, revenue in case of sales of tools was recognized upon transfer of significant risk and reward of ownership. Under Ind AS, tooling revenue is recognized on the basis of percentage of completion method and accordingly revenues and costs are recognized on the basis of stage of completion of tools. Consequently, revenue and cost of material consumed has decreased by Rs.666 million for the year ended March 31,2016. There is no impact on profit and loss.

Consequent to the above, the total inventory as at March 31, 2016 decreased by Rs.564 million (April 01, 2015 -Rs.1,009 million), unbilled revenue as at March 31, 2016 increased by Rs.929 million (April 01, 2015 - Rs.1,596 million) and trade payables as at March 31, 2016 increased by Rs.363 million (April 01, 2015 - Rs.586 million)

11 Excise duty

Under the previous GAAP, revenue from sale of products was presented exclusive of excise duty. Under Ind AS, revenue from sale of goods is presented inclusive of excise duty. The excise duty paid is presented on the face of the statement of profit and loss as part of expenses. This change has resulted in an increase in total revenue and total expenses for the year ended March 31, 2016 by Rs.5,889 million. There is no impact on the total equity and profit.

12 Cash discount

Under previous GAAP, cash discount was shown separately under other expenses whereas under Ind AS, it has been netted off from revenue. Consequently, for the period ended March 31,2016 amount of Rs.13 million pertaining to cash discount has been netted off from revenue.

13 Borrowing cost

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 recognised in the profit or loss over the tenure of the borrowing as part of the interest expense by applying the effective interest rate method.

The retained earning for the period ended on March 31,2016 is increased by Rs.4 million.

As per Ind AS 23, borrowing costs includes exchange differences arising from foreign currency borrowings to the extent that they are regarded as an adjustment to interest costs. Consequently exchange loss on external commercial borrowings of Rs.256 million coming under other expenses is reclassified to finance cost for the period ended on March 31, 2016. There is no impact on profit for the year.

14 Other comprehensive income

Under Ind AS, all items of income and expense recognised in a period should be included in the statement of profit and loss for the period, unless a standard requires or permits otherwise. Items of income and expense that are not recognised in profit or loss but are shown in the statement of profit and loss as âother comprehensive incomeâ includes remeasurements of defined benefit plans, fair value gains or (losses) on FVTOCI equity instruments and fair value gains or (losses) on FVTOCI debt instruments net of tax. The concept of other comprehensive income did not exist under previous GAAP. The total comprehensive income for the year ended on March 31, 2016 decreased by Rs.34 million due to such adjustments.

15 Remeasurements of post-employment benefit obligations

Under Ind AS, remeasurements i.e. actuarial gains and losses and the return on plan assets, excluding amounts included in the net interest expense on the net defined benefit liability are recognised in other comprehensive income instead of profit or loss. Under the previous GAAP, these remeasurements were forming part of the profit or loss for the year. As a result of this change actuarial loss of Rs.58 million was reclassified during March 31, 2016, from the profit or loss to other comprehensive income and corresponding deferred tax on the same of Rs.20 million is also reclassified to other comprehensive income. There is no impact on the total equity as at March 31, 2016.

15 The company enters into contracts for manufacturing and sale of tooling to various OEMâs which are falling in the definition of Construction Contracts as per Ind AS 11

16 During the year ended March 31, 2017, the Company has allotted 17,762,460 equity shares and 62,884,827 equity shares of Rs.1 each to Sumitomo Wiring Systems Japan and Qualified Institutional Buyers respectively at an issue price of Rs.317 per equity share (including premium of Rs.316 per equity share). Share issue expenses amounting to Rs.288 million has been charged to Securities Premium Account as per the provisions of Companies Act 2013. The proceeds from the issue have been utilised for the business combination referred to in note 51.

17 During the year ended March 31, 2017, the Company through its wholly owned subsidiary MSSL Estonia WH OU acquired 93.75% of PKC Group Plc outstanding share and stock options. The total consideration payable in cash amounted to Euro 571 million ( Rs.4,034 crores) including consideration for 6.25% share which is in the process of being acquired.

18 The Company has a comprehensive system of maintenance of information and documents as required by the transfer pricing legislation under sections 92-92F of the Income Tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company appoints independent consultants for conducting a Transfer Pricing Study to determine whether the transactions with associate enterprises are undertaken, during the financial year, on an âarmâs length basisâ. Adjustments, if any, arising from the transfer pricing study shall be accounted for as and when the study is completed for the current financial year. However, the management is of the opinion that its international and domestic transactions are at armâs length so that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation

Mar 31, 2016

1. General Information

Motherson Sumi Systems Limited was incorporated in India on 19th December, 1986 and is engaged primarily in the manufacture and sale of components to automotive original equipment manufacturers. Company has manufacturing plants in India and sells primarily in India, Europe and Japan. The Company is a public limited company and is presently listed on the Bombay Stock Exchange and National Stock Exchange. The Company is a joint venture entity between Samvardhana Motherson International Limited and Sumitomo Wiring Systems Limited, Japan.

2. The long term defined employee benefits and contribution schemes are as under

A) Defined Contribution Schemes

The Company deposits an amount determined at a fixed percentage of basic pay every month to the State administered Provident Fund and Employee State Insurance authority (ESI) for the benefit of the employees.

(B) Defined Benefit Schemes

(1) Gratuity: The Company operates a gratuity plan administered through Life Insurance Corporation of India (LIC) under its Group Gratuity Scheme. Every employee is entitled to a benefit equivalent to fifteen days'' salary last drawn for each completed year of service in line with the Payment of Gratuity Act, 1972. The same is payable at the time of separation from the Company or retirement, whichever is earlier. The benefits vest after five years of continuous service. The Company pays contribution to Life Insurance Corporation of India to fund its plan.

3. SEGMENT REPORTING

The Company has considered the business segment as the primary reporting segment on the basis that the risk and returns of the Company is primarily determined by the nature of products and services. Consequently, the geographical segment has been considered as a secondary segment.

The business segment have been identified on the basis of the nature of products and services, the risks and returns, internal organisation and management structure and the internal performance reporting systems.

4. Related Party Disclosures

Related party disclosures, as required by AS18, "Related Party Disclosures", are given below:

I Relationships where control exists:

Subsidiaries of the Company:

1. MSSL Mauritius Holdings Limited

2. Motherson Electrical Wires Lanka Pvt. Ltd

3. MSSL Mideast (FZE)

4. MSSL (S) Pte Ltd.

5. MSSL Automobile Component Ltd

6. Samvardhana Motherson Polymers Ltd.

7. MSSL (GB) Limited

8. Motherson Wiring System (FZE)

9. MSSL GmbH

10. MSSL Tooling (FZE)

11. Samvardhana Motherson Invest Deutschland GmbH

12. MSSL Advanced Polymers s.r.o

13. Motherson Orca Precision Technology GmbH

14. MSSL s.r.l Unipersonale

15. Samvardhana Motherson Polymers Management Germany GmbH

16. Samvardhana Motherson Plastic Solutions GmbH & Co. KG

17. Motherson Techno Precision Mexico, S.A. de C.V

18. MSSL Australia Pty Ltd

19. MSSL Ireland Pvt. Limited

20. Global Environment Management (FZC)

21. Global Environment Management Australia Pty Limited

22. Motherson Elastomers Pty Limited

23. Motherson Investments Pty Limited

24. MSSL Global RSA Module Engineering Limited

25. MSSL Japan Limited

26. Vacuform 2000 (Proprietary) Limited.

27. MSSL Mexico, S.A. De C.V.

28. MSSL WH System (Thailand) Co., Ltd

29. MSSL Korea WH Limited

30. MSSL Consolidated Inc.

31. MSSL Overseas Wiring System Ltd., U.K.

32. MSSL Wiring System Inc., USA

33. Alphabet de Mexico, S.A. de C.V.

34. Alphabet de Mexico de Monclova, S.A. de C.V.

35. Alphabet de Saltillo, S.A. de C.V.

36. MSSL Wirings Juarez S.A. de C.V.

37. Samvardhana Motherson Global Holdings Ltd.

38. Samvardhana Motherson Automotive Systems Group B.V.

39. Samvardhana Motherson Reflectec Group Holdings Limited

40. SMR Automotive Technology Holding Cyprus Ltd.

41. SMR Automotive Mirror Parts and Holdings UK Ltd.

42. SMR Automotive Holding Hong Kong Limited

43. SMR Automotive Systems India Limited

44. SMR Automotive Systems France S. A.

45. SMR Automotive Mirror Technology Holding Hungary Kft

46. SMR Patents S.aR.L.

47. SMR Automotive Technology Valencia S.A.U.

48. SMR Automotive Mirrors UK Limited

49. SMR Automotive Mirror Services UK Ltd.

50. SMR Automotive Mirror International USA Inc.

51. SMR Automotive Systems USA Inc.

52. SMR Automotive Beijing Co. Limited

53. SMR Automotive Yancheng Co. Limited

54. SMR Automotive Mirror Systems Holding Deutschland GmbH

55. SMR Holding Australia Pty Limited

56. SMR Automotive Australia Pty Limited

57. SMR Automotive Mirror Technology Hungary Bt

58. SMR Poong Jeong Automotive Mirrors Korea Ltd.

59. SMR Automotive Beteiligungen Deutschland GmbH

60. SMR Hyosang Automotive Ltd.

61. SMR Automotive Mirrors Stuttgart GmbH

62. SMR Automotive Systems Spain S.A.U.

63. SMR Automotive Vision Systems Mexico S.A. de C.V.

64. SMR Automotive Servicios Mexico S.A. de C.V.

65. SMR Grundbesitz GmbH & Co. KG

66. SMR Automotive Brasil LTDA

67. SMR Automotive System (Thailand) Limited

68. SMR Automotives Systems Macedonia Dooel Skopje

69. SMR Automotive Operations Japan K.K.

70. SMR Automotive (Langfang) Co. Ltd.

71. SMR Automotive Vision System Operations USA INC

72. SMR Mirror UK Limited

73. Samvardhana Motherson Peguform GmbH

74. SMP Automotive Interiors (Beijing) Co. Ltd

75. SMP Deutschland GmbH

76. SMP Logistik Service GmbH

77. SMP Automotive Solutions Slovakia s.r.o

78. Changchun Peguform Automotive Plastics Technology Co. Ltd

79. Foshan Peguform Automotive Plastics Technology Co. Ltd.

80. SMP Automotive Technology Management Services (Changchun) Co. Ltd.

81. SMP Automotive Technology Iberica S.L

82. Samvardhana Motherson Peguform Barcelona S.L.U

83. SMP Automotive Technologies Teruel Sociedad Limitada

84. Samvardhana Motherson Peguform Automotive Technology Portugal S.A

85. SMP Automotive Systems Mexico S.A. de C.V

86. SMP Automotive Produtos Automotivos do Brasil Ltda.

87. SMP Automotive Exterior GmbH

88. Samvardhana Motherson Innovative Autosystems B.V. & Co. KG (known as SMIA BV & Co. KG)

89. Samvardhana Motherson Innovative Autosystems Holding Company BV

90. SM Real Estate GmbH

91. Samvardhana Motherson Innovative Autosystems de Mexico, S.A. de C.V

92. Samvardhana Motherson Real Estate Unit de Mexico, S.A. de C.V. . (Merged with Samvardhana Motherson Innovative Autosystems de Mexico, S.A. de C.V. w.e.f. 07.10.2015)

93. SMIA de Mexico Administrative Services, S.A. de C.V. (Merged with Samvardhana Motherson Innovative Autosystems de Mexico, S.A. de C.V. w.e.f. 07.10.2015)

94. SMP Automotive Systems Alabama Inc. (become the subsidiary w.e.f. 30.06.2015)

95. Motherson Innovations Company Limited, U.K. (incorporated on 18.11.2015)

96. Motherson Innovations Deutschland GmbH (become the subsidiary w.e.f. 26.02.2016)

97. Samvardhana Motherson Global (FZE) (become the subsidiary w.e.f. 03.02.2016)

II. Other Related Parties

a. Joint Ventures:

1. Kyungshin Industrial Motherson Pvt. Ltd. (converted into Pvt. Ltd. w.e.f. 06.04.2015)

2. Calsonic Kansei Motherson Auto Products Pvt. Ltd.

3. Samvardhana Motherson Nippisun Technology Ltd.

4. Woco Motherson Elastomer Ltd. (discontinued from 28.05.2015) (Refer Note 13)

5. Woco Motherson Advanced Rubber Technologies Ltd. (discontinued w.e.f. 28.05.2015) (Refer Note 13)

6. Woco Motherson Limited (FZC) (discontinued w.e.f. 28.05.2015)

7. Ningbo SMR Huaxiang Automotive Mirrors Co. Limited

8. Chongqing SMR Huaxiang Automotive Products Limited

9. Celulosa Fabril (Cefa) S.A. (Zaragoza, ES)

10. Modulos Rivera Alta S.L.U.

11. Eissmann SMP Automotive interieur Slovakia s.r.o.

b. Associate Companies:

1. Saks Ancillaries Limited

2. Re-time Pty Limited

c. Key Management Personnel:

i) Board of Directors: (From 01.04.2015 to 31.03.2016)

1. Mr. Vivek Chaand Sehgal

2. Mr. Laksh Vaaman Sehgal

3. Mr. S C Tripathi, IAS (Retd.)

4. Maj. Gen. Amarjit Singh (Retd.) (resigned w.e.f. 28.07.2015)

5. Mr. Toshimi Shirakawa

6. Mr. Arjun Puri

7. Mr. Gautam Mukherjee

8. Ms. Geeta Mathur

9. Mr. Naveen Ganzu (appointed on 14.10.2015)

10. Ms. Noriyo Nakamura

11. Mr. Pankaj Mital

ii) Other Key Management Personnel:

1. Mr. G.N. Gauba

2. Mr. Sanjay Mehta

iii) Relatives of Key Management Personnel:

1. Ms. Renu Sehgal (Wife of Mr. V.C. Sehgal)

2. Ms. Vidhi Sehgal (Daughter of Mr. V.C. Sehgal)

3. Ms. Geeta Soni (Sister of Mr. V.C. Sehgal)

4. Ms. Neelu Mehra (Sister of Mr. V.C. Sehgal)

5. Ms. Samriddhi Sehgal (Wife of Mr. L.V. Sehgal)

6. Master Siddh Vaasav Sehgal (Son of Mr. L.V. Sehgal)

d. Companies in which Key Managerial Personnel or their relatives have control/ significant influence:

1. Motherson Auto Limited

2. Motherson Air Travel Agencies Limited

3. Ganpati Auto Industries (Partnership Firm)

4. Southcity Motors Private Limited

5. Motherson Techno Tools Limited

6. Motherson Techno Tools Mideast (FZE)

7. SWS India Management & Support Service (P) Limited

8. Vaaman Auto Industry (Partnership Firm)

9. MothersonSumi INfotech and Designs Limited

10. Motherson Engineering Research and Integrated Technologies Limited

11. Moon Meadows Private Limited

12. Sisbro Motor and Workshop Private Limited

13. NACHI Motherson Tool Technology Limited

14. Motherson (Partnership Firm)

15. Samvardhana Motherson International Limited

16. A Basic Concepts Design Pty Limited

17. ATAR Mauritius Private Limited

18. Motherson Auto Solutions Limited

19. Motherson Machinery and Automations Limited

20. Spheros Motherson Thermal System Limited

21. Matsui Technologies India Limited

22. Motherson Moulds and Diecasting Limited

23. Anest Iwata Motherson Private Limited

24. Field Motor Private Limited

25. AES (India) Engineering Limited

26. Motherson Auto Engineering Service Ltd

27. Anest Iwata Motherson Coating Equipment Pvt. Ltd.

28. Nissin Advanced Coating Indo Co. Pvt. Ltd.

29. Magneti Marelli Motherson India Holding B.V.

30. Magneti Marelli Motherson Auto System Pvt. Ltd. (converted into Pvt. Ltd. w.e.f. 18.04.2015)

31. Samvardhana Motherson Finance Services Cyprus Limited

32. Samvardhana Motherson Refrigeration Product Limited

33. Samvardhana Motherson Virtual Analysis Ltd.

34. Tigers Connect Travel Systems and Solutions Limited

35. Samvardhana Motherson Holding (M) Private Limited

36. Motherson Advanced Tooling Solutions Limited

37. SCCL Infra Projects Limited

38. SCCL Global Project (FZE)

39. Fritzmeier Motherson Cabin Engineering Private Limited

40. Air Factory Energy Limited

41. CTM India Limited.

42. MSID U.S. Inc

43. Motherson Consultancies Service Limited

44. Spirited Auto Cars (I) Limited

45. Motherson Lease Solution Limited

46. Systematic Conscom Limited

47. MAS Middle East Ltd. (FZE)

48. Nachi Motherson Precision Pvt. Ltd.

49. Motherson Bergstrom HVAC Solutions Private Limited

50. Motherson Sintermetal Technology Limited

51. Advanced Technologies and Auto Resources Pte. Ltd.

52. Edcol Global Pte. Limited

53. Motherson Innovative Technologies and Research

54. Radha Rani Holdings Pte Ltd

55. Shri Sehgals Trustee Company Private Limited

56. Nirvana Niche Products Private Limited

57. Nirvana Foods GmbH

58. Magneti Marelli Motherson Shock Absorbers India Private Limited

59. Samvardhana Motherson Auto System Private Limited

60. Samvardhana Motherson Auto Component Private Limited

61. Mothersonsumi Infotech and Designs SG Pte. Ltd.

62. Mothersonsumi Infotech & Designs KK

63. MothersonSumi INfotekk and Design GmbH

64. Motherson Invenzen XLab Private Limited (formerly known as Invenzen Technologies Pvt. Ltd.)

65. Motherson Sintermetal Products S.A.

e. Joint Venturer:

1. Sumitomo Wiring Systems Limited, Japan

2. Kyungshin Corporation, Korea

3. Woco Franz Josef Wolf Holding GmbH, Germany (discontinued w.e.f. 28.05.2015)

4. Calsonic Kansei Corporation, Japan

5. E-Compost Pty. Limited, Australia

6. Dremotech GmbH & Co. KG., Germany

7. Cross Motorsport Systems AG

8. Blanos Partners S.L.

9. Changshu Automobile Interior Decoration Co., Ltd

10. Ningbo Huaxiang Electronic Co., Ltd.

11. Eissmann Automotive Slovensko s.r.o

12. Nippon Pigment(s) Pte. Ltd.

13. Toyota Tsusho Corporation, Japan

5. Leases As a lessee:

(i) Operating Lease

The Company has significant operating leases for premises, plant & machinery, vehicles and computers. These lease arrangements range for a period between 11 months and 15 years, which include both cancellable and non-cancellable leases. Most of the leases are renewable for further period on mutually agreeable terms and also include escalation clauses. Refer below the details of operating lease :

6. Current tax expense is net off provision for income tax for earlier years written back amounting to Rs.386 million (Previous year: Rs. Nil) due to completion of tax assessments for earlier year.

7. As per Section 135 of the Companies Act, 2013, a Corporate Social Responsibility (CSR) committee has been formed by the Company. The areas for CSR activities are of Skill Development and Vocation based education, Livelihood enhancement, Waste management and Sanitation, Environmental sustainability, Women and youth empowerment, Disaster relief, National Missions projects which are specified in Schedule VII of the Companies Act, 2013.

The Company is in the process of further formalising the process on CSR spends and hence has contributed Rs.23 million on promotion of girls education during the year as against Rs.136 million required to be spent in accordance with Section 135 of the Act.

8. The Company has a comprehensive system of maintenance of information and documents as required by the transfer pricing legislation under sections 92-92F of the Income Tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company appoints independent consultants for conducting a Transfer Pricing Study to determine whether the transactions with associate enterprises are undertaken, during the financial year, on an "arm''s length basis". Adjustments, if any, arising from the transfer pricing study shall be accounted for as and when the study is completed for the current financial year. However, the management is of the opinion that its international and domestic transactions are at arm''s length so that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

9. Previous year figures have been reclassified to conform to this year''s classification.

Mar 31, 2015

1. General Information

Motherson Sumi Systems Limited is incorporated in India on 19th December, 1986 and is engaged primarily in the manufacture and sale of components to automotive original equipment manufacturers. The Company has manufacturing plants in India and sells primarily in India, Europe and Japan. The Company is a public limited company and is listed on the Bombay Stock Exchange, National Stock Exchange, Ahmedabad Stock Exchange and Delhi Stock Exchange. The Company is a joint venture entity between Samvardhana Motherson International Limited and Sumitomo Wiring Systems Limited, Japan.

2. Contingent Liabilities

Particulars As at As at March 31, 2015 March 31, 2014

Claims against the Company not acknowledged as debts *

a) Excise Matters 56 46

b) Sales Tax Matters 51 98

c) Service Tax Matters 44 37

d) Stamp Duty 5 5

e) Claims made by Workmen 19 18

f) Income Tax Matters 94 55

g) Custom demand matters 59 -

* Against which Company has given bank guarantee amounting to Rs. 62 million (Previous Year Rs. 33 million)

(a) It is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above, pending resolution of the respective proceedings.

(b) The Company does not expect any reimbursements in respect of the above contingent liabilities.

3. SEGMENT REPORTING

The Company has considered the business segment as the primary reporting segment on the basis that the risk and returns of the Company is primarily determined by the nature of products and services. Consequently, the geographical segment has been considered as a secondary segment.

The business segment have been identified on the basis of the nature of products and services, the risks and returns, internal organisation and management structure and the internal performance reporting systems.

The business segment comprise of the following:

Segments Products categories in respective segments

Automotive

Wiring Harness, High Tension Cords, Wire, Plastic Components, Rubber Components, Cockpit Assembly, Mould for wiring harness components and mould parts, plastic moulded components and brass terminals

Non-Automotive Wiring Harness, Plastic Components for white goods, Household Wires, Plates, Aerobin

Geographical segment is considered based on sales within India and outside India

c) Inter Segment Transfer Pricing

Inter Segment prices are normally negotiated amongst the segments with reference to the costs, market prices and business risks, with an overall optimisation objective for the Company.

4. Related Party Disclosures

Related party disclosures, as required by AS18, "Related Party Disclosures", are given below:

I Relationships where control exists:

Subsidiaries of the Company:

1. MSSL Mauritius Holdings Limited

2. Motherson Electrical Wires Lanka Pvt. Ltd

3. MSSL Mideast (FZE)

4. MSSL (S) Pte Ltd.

5. MSSL Handels GmbH (Liquidated on 23.07.2014)

6. MSSL Automobile Component Ltd

7. Samvardhana Motherson Polymers Ltd.

8. MSSL (GB) Limited

9. Motherson Wiring System (FZE)

10. MSSL GmbH

11. MSSL Tooling (FZE)

12. Samvardhana Motherson Invest Deutschland GmbH

13. MSSL Advanced Polymers s.r.o

14. Motherson Orca Precision Technology GmbH

15. MSSL s.r.l Unipersonale

16. Samvardhana Motherson Polymers Management Germany GmbH (through MSSL GmbH) (incorporated on 29.07.2014)

17. Samvardhana Motherson Plastic Solutions GmbH & Co. KG (through MSSL GmbH) (incorporated on 31.07.2014)

18. Motherson Techno Precision Mexico, S.A. de C.V

19. MSSL Australia Pty Ltd

20. MSSL Ireland Pvt. Limited

21. Global Environment Management (FZC)

22. Global Environment Management Australia Pty Limited.

23. Motherson Elastomers Pty Limited

24. Motherson Investments Pty Limited

25. MSSL Global RSA Module Engineering Limited

26. MSSL Japan Limited

27. Vacuform 2000 (Proprietary) Limited.

28. MSSL Mexico, S.A. De C.V.

29. MSSL WH System (Thailand) Co., Ltd

30. MSSL Korea WH Limited

31. MSSL Consolidated Inc. (w.e.f. 29.05.2014)

32. MSSL Overseas Wiring System Ltd. (w.e.f. 27.06.2014)

33. MSSL Wiring System Inc., USA (w.e.f. 29.05.2014)

34. Alphabet de Mexico, S.A. de C.V. (w.e.f 02.08.2014)

35. Alphabet de Mexico de Monclova, S.A. de C.V. (w.e.f 02.08.2014)

36. Alphabet de Saltillo, S.A. de C.V. (w.e.f 02.08.2014)

37 MSSL Wirings Juarez S.A. de C.V. (w.e.f. 20.03.2015)

38. Samvardhana Motherson Global Holdings Ltd.

39. Samvardhana Motherson Automotive Systems Group B.V.(SMRPBV) (earlier known as Samvardhana Motherson B.V.)

40. Samvardhana Motherson Reflectec Group Holdings Limited

41. SMR Automotive Technology Holding Cyprus Ltd.

42. SMR Automotive Mirror Parts and Holdings UK Ltd.

43. SMR Automotive Holding Hong Kong Limited

44. SMR Automotive Systems India Limited

45. SMR Automotive Systems France S. A.

46. SMR Automotive Mirror Technology Holding Hungary Kft

47. SMR Patents S.aR.L.

48. SMR Automotive Technology Valencia S.A.U.

49. SMR Automotive Mirrors UK Limited

50. SMR Automotive Mirror Services UK Ltd.

51. SMR Automotive Mirror International USA Inc.

52. SMR Automotive Systems USA Inc.

53. SMR Automotive Beijing Co. Limited

54. SMR Automotive Yancheng Co. Limited

55. SMR Automotive Mirror Systems Holding Deutschland GmbH

56. SMR Holding Australia Pty Limited

57. SMR Automotive Australia Pty Limited

58. SMR Automotive Mirror Technology Hungary Bt

59. SMR Poong Jeong Automotive Mirrors Korea Ltd.

60. SMR Automotive Beteiligungen Deutschland GmbH

61. SMR Hyosang Automotive Ltd.

62. SMR Automotive Mirrors Stuttgart GmbH

63. SMR Automotive Systems Spain S.A.U.

64. SMR Automotive Vision Systems Mexico S.A. de C.V.

65. SMR Automotive Servicios Mexico S.A. de C.V.

66. SMR Grundbesitz GmbH & Co. KG

67. SMR Automotive Brasil LTDA

68. SMR Automotive System (Thailand) Limited

69. SMR Automotives Systems Macedonia Dooel Skopje

70. SMR Automotive Operations Japan K.K.

71. SMR Automotive (Langfang) Co. Ltd.

72. SMR Automotive Vision System Operations USA INC

73. SMR Mirror UK Limited

74. Samvardhana Motherson Peguform GmbH

75. SMP Automotive Interiors (Beijing) Co. Ltd

76. SMP Deutschland GmbH

77. SMP Logistik Service GmbH

78. SMP Automotive Solutions Slovakia s.r.o

79. Changchun Peguform Automotive Plastics Technology Co. Ltd

80. Foshan Peguform Automotive Plastics Technology Co. Ltd.

81. SMP Automotive Technology Management Services (Changchun) Co. Ltd.

82. SMP Automotive Technology Iberica S.L

83. Samvardhana Motherson Peguform Barcelona S.L.U

84. SMP Automotive Technologies Teruel Sociedad Limitada

85. Samvardhana Motherson Peguform Automotive Technology Portugal S.A

86. SMP Automotive Systems Mexico S.A. de C.V

87. SMP Automotive Produtos Automotivos do Brasil Ltda.

88. SMP Automotive Exterior GmbH

89. SMP Tecnologia Parachoques S.A. de C.V. (Merged into SMP Automotive Systems Mexico S.A. de C.V. on 01.04.2014)

90. SMP Shock Absorber Fabrication Mexico S.A. de C.V. (Merged into SMP Automotive Systems Mexico S.A. de C.V. on 01.04.2014)

91. Samvardhana Motherson Innovative Autosystems B.V. & Co. KG (known as SMIA BV & Co. KG) (w.e.f. 31.01.2015)

92. Samvardhana Motherson Innovative Autosystems Holding Company BV (w.e.f. 31.01.2015)

93. SM Real Estate GmbH (w.e.f. 31.01.2015)

94. Kunstsoff-Technik Trier de Mexico S.A de C.V. (w.e.f. 31.01.2015)

95. Property Holdings Trier de Mexico S.A de C.V. (w.e.f. 31.01.2015)

96. Administrative Services Trier de Mexico S.A. de C.V (w.e.f. 31.01.2015)

II. Other Related Parties

a. Joint Ventures:

1. Kyungshin Industrial Motherson Limited

2. Woco Motherson Elastomer Limited

3. Woco Motherson Advanced Rubber Technologies Limited

4. Woco Motherson Limited (FZC) (Indirectly through Subsidiary)

5. Calsonic Kansei Motherson Auto Products Private Limited (converted in to Pvt. Ltd. Co. w.e.f. 31.03.2015)

6. Ningbo SMR Huaxiang Automotive Mirrors Co. Limited (Indirectly through Subsidiary)

7. Chongqing SMR Huaxiang Automotive Products Limited (Indirectly through Subsidiary)

8. Celulosa Fabril (Cefa) S.A. (Zaragoza, ES) (Indirectly through Subsidiary)

9. Modulos Rivera Alta S.L.U. (Indirectly through Subsidiary)

10. Samvardhana Motherson Nippisun Technology Ltd (SMNTL)

11. Eissmann SMP Automotive interieur Slovakia s.r.o. (Indirectly through Subsidiary)

b. Associate Companies:

1. Saks Ancillaries Limited

2. Re-time Pty Limited

c. Key Management Personnel:

i) Board of Directors: (From 01.04.2014 to 31.03.2015)

1. Mr. V.C. Sehgal

2. Mr. Laksh Vaaman Sehgal

3. Mr. Toshimi Shirakawa

4. Maj. Gen. Amarjit Singh (Retd.)

5. Mr. Arjun Puri

6. Mr. Pankaj Mital

7. Mr. S C Tripathi, IAS (Retd.)

8. Mr. Gautam Mukherjee

9. Ms. Geeta Mathur

10. Ms. Noriyo Nakamura

ii) Other Key Management Personnel:

1. Mr. G.N. Gauba

2. Mr. Sanjay Mehta

iii) Relatives of Key Management Personnel:

1. Ms. Renu Sehgal (Wife of Mr. VC. Sehgal)

2. Ms. Vidhi Sehgal (Daughter of Mr. VC. Sehgal)

3. Ms. Geeta Soni (Sister of Mr. VC. Sehgal)

4. Ms. Neelu Mehra (Sister of Mr. VC. Sehgal)

5. Ms. Samriddhi Sehgal (Wife of Mr. L.V. Sehgal)

6. Master Siddh Vaasav Sehgal (Son of Mr. L.V. Sehgal)

d. Companies in which Key Managerial Personnel or their relatives have control/ significant influence:

1. Motherson Auto Limited

2. Motherson Air Travel Agencies Limited

3. Ganpati Auto Industries (Partnership Firm)

4. Southcity Motors Private Limited (converted in to Pvt. Ltd. Co. w.e.f. 31.03.2015)

5. Motherson Techno Tools Limited

6. Motherson Techno Tools Mideast (FZE)

7. SWS India Management & Support Service (P) Limited

8. Vaaman Auto Industry (Partnership Firm)

9. Motherson Sumi INfotech and Designs Limited

10. Motherson Engineering Research and Integrated Technologies Limited

11. Moon Meadows Private Limited

12. Sisbro Motor and Workshop Private Limited

13. NACHI Motherson Tool Technology Limited

14. Motherson (Partnership Firm)

15. Samvardhana Motherson International Limited (also a Joint venturer)

16. A Basic Concepts Design Pty Limited

17. ATAR Mauritius Private Limited

18. Motherson Auto Solutions Limited

19. Motherson Machinery and Automations Limited

20. Spheros Motherson Thermal System Limited

21. Matsui Technologies India Limited

22. Motherson Moulds and Diecasting Limited

23. Anest Iwata Motherson Private Limited (converted in to Pvt. Ltd. Co. w.e.f. 31.03.2015)

24. Field Motor Private Limited (converted in to Pvt. Ltd. Co. w.e.f. 11.03.2015)

25. AES (India) Engineering Limited

26. Motherson Auto Engineering Service Ltd

27. Anest Iwata Motherson Coating Equipment Limited

28. Nissin Advanced Coating Indo Co. Limited

29. Magnetti Marelli Motherson Holding India BV

30. Magnetti Marelli Motherson Auto System Limited

31. Samvardhana Motherson Finance Services Cyprus Limited

32. Samvardhana Motherson Refrigeration Product Limited (earlier known as Motherson Zanotti Refrigeration System Limited Name Change w.e.f 11.08.2014)

33. Samvardhana Motherson Virtual Analysis Ltd.

34. Tigers Connect Travel Systems and Solutions Limited

35. Samvardhana Motherson Holding (M) Private Limited.

36. Motherson Advanced Tooling Solutions Limited

37. SCCL Infra Projects Limited

38. Fritzmeier Motherson Cabin Engineering Private Limited. (converted in to Pvt. Ltd. Co. w.e.f. 31.03.2015)

39. Air Factory Energy Limited

40. CTM India Limited.

41. MSID U.S. Inc

42. Motherson Consultancies Service Limited (earlier known as Motherson Climate System Ltd.)

43. Spirited Auto Cars (I) Limited

44. Motherson Lease Solution Limited

45. Systematic Conscom Limited

46. MAS Middle East Ltd. (FZE)

47. Nachi Motherson Precision Ltd.

48. Motherson Bergstrom HVAC Solutions Private Limited

49. Motherson Sintermetal Technology Limited

50. Advanced Technologies and Auto Resources Pte. Ltd.

51. Edcol Global Pte. Limited

52. Motherson Innovative Technologies and Research

53. Radha Rani Holdings Pte Ltd

54. Shri Sehgals Trustee Company Private Limited

55. Nirvana Niche Products Private Limited (earlier known as Nirvana Agro Products Private Limited name change w.e.f 11.11.2014))

56. Nirvana Foods GmbH (w.e.f. 16.04.2014)

57. Magneti Marelli Motherson Shock Absorbers India Private Limited (w.e.f. 01.08.2014)

58. Samvardhana Motherson Auto System Private Limited (name changed w.e.f. 19.12.2014, earlier known as Samvardhana Motherson Trading Private Limited (incorporated on 17.11.2014))

59. Samvardhana Motherson Auto Component Private Limited (SMACPL) (incorporated on 23.12.2014)

e. Joint Venturer:

1. Sumitomo Wiring Systems Limited, Japan

2. Kyungshin Corporation, Korea

3. Woco Franz Josef Wolf Holding GmbH, Germany

4. Calsonic Kansei Corporation, Japan

5. E-Compost Pty. Limited, Australia

6. Dremotech GmbH & Co. KG., Germany

7. Cross Motorsport Systems AG

8. Blanos Partners S.L.

9. Changshu Automobile Interior Decoration Co., Ltd

10. Ningbo Huaxiang Electronic Co., Ltd.

11. Eissmann Automotive Slovensko s.r.o

5. As per Section 135 of the Companies Act, 2013, a Corporate Social Responsibility (CSR) committee has been formed by the Company. The areas for CSR activities are of Skill Development and Vocation based education, Livelihood enhancement, Waste management and Sanitation, Environmental sustainability, Women and youth empowerment, Disaster relief, National Missions projects which are specified in Schedule VII of the Companies Act, 2013.

The Company is in the process of further formalising the process on CSR spends and hence has contributed Rs. 1.5 million on promotion of girls education during the year as against Rs. 117 million required to be spent in accordance with Section 135 of the Act.

6. The Company has a comprehensive system of maintenance of information and documents as required by the transfer pricing legislation under sections 92-92F of the Income Tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company appoints independent consultants for conducting a Transfer Pricing Study to determine whether the transactions with associate enterprises are undertaken, during the financial year, on an "arm''s length basis". Adjustments, if any, arising from the transfer pricing study shall be accounted for as and when the study is completed for the current financial year. However, the management is of the opinion that its international and domestic transactions are at arm''s length so that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

7. Previous year figures have been reclassified to conform to this year''s classification.

Mar 31, 2014

1. General Information

Motherson Sumi Systems Limited is incorporated in India on 19th December, 1986 and is engaged primarily in the manufacture and sale of components to automotive original equipment manufacturers. The Company has manufacturing plants in India and sells primarily in India, Europe and Japan. The Company is a public limited company and is listed on the Bombay Stock Exchange, National Stock Exchange, Ahmedabad Stock Exchange and Delhi Stock Exchange. The Company is a joint venture entity between Samvardhana Motherson International Limited and Sumitomo Wiring Systems Limited, Japan.

2. Related Party Disclosures

Related party disclosures, as required by AS18, "Related Party Disclosures", are given below:

Relationships where control exists: Subsidiaries of the Company:

MSSL Mauritius Holdings Limited

MSSL Mideast (FZE)

MSSL Ireland Pvt. Limited

MSSL Handels GmbH "in Liqu."

Motherson Electrical Wires Lanka Pvt. Ltd.

MSSL Tooling (FZE)

MSSL (S) Pte Ltd.

MSSL (GB) Limited

Motherson Wiring System (FZE)

MSSL GmbH

MSSL Polymers GmbH (till 26.08.2013 - merged with MSSL GmbH)

MSSL Advanced Polymers s.r.o

Motherson Orca Precision Technology GmbH

MSSL s.r.l Unipersonale

Samvardhana Motherson Invest Deutschland GmbH

Motherson Techno Precision MÃ©xico, S.A. de C.V (incorporated on April 9, 2013)

MSSL Australia Pty Ltd

Motherson Elastomers Pty Limited

Motherson Investments Pty Limited

Global Environment Management (FZC)

Global Environment Management Australia Pty Limited.

MSSL Global RSA Module Engineering Limited

MSSL Japan Limited

Vacuform 2000 (Proprietary) Limited.

MSSL MÃ©xico, S.A. De C.V.

MSSL WH System (Thailand) Co., Ltd

MSSL Korea WH Limited

MSSL Automobile Component Ltd.

Samvardhana Motherson Polymers Ltd.

Samvardhana Motherson Global Holdings Ltd.

Samvardhana Motherson Refl ectec Group Holdings Limited

SMR Automotive Holding Hong Kong Limited

SMR Automotive Technology Holding Cyprus Ltd.

SMR Automotive Mirror Systems Holding Deutschland GmbH

SMR Poong Jeong Automotive Mirrors Korea Ltd.

SMR Hyosang Automotive Ltd.

SMR Automotive (Langfang) Co. Ltd.

SMR Holding Australia Pty Limited

SMR Automotive Australia Pty Limited

SMR Automotive Mirror Technology Hungary Bt

SMR Grundbesitz GmbH & Co. KG

SMR Automotive Mirror Parts and Holdings UK Ltd.

SMR Automotive Mirrors UK Limited

SMR Automotive Services Portchester Ltd. (till 09.07.2013)

SMR Automotive Technology Valencia S.A.U.

SMR Automotive Mirrors Services UK Ltd.

SMR Automotive Technology Holdings USA Partners (till- 31.03.2014 - dissolved)

SMR Automotive Mirror International USA Inc.

SMR Automotive Systems USA Inc.

SMR Automotive Systems France S. A.

SMR Automotive Systems India Limited

SMR Automotive Yancheng Co. Limited

SMR Automotive Beijing Company Limited

SMR Automotive Mirror Technology Holding Hungary Kft

SMR Automotive Systems Spain S.A.U.

SMR Automotive Vision Systems Mexico S.A. de C.V.

SMR Automotive Servicios Mexico S.A. de C.V.

SMR Automotive Mirrors Stuttgart GmbH

SMR Patents S.aR.L.

SMR Automotive Beteiligungen Deutschland GmbH

SMR Automotive Brasil Ltda.

SMR Automotive System (Thailand) Limited

SMR Automotives Systems Macedonia Dooel Skopje

SMR Automotive Operations Japan K.K.

SMR Automotive Vision System Operations USA INC (Incorporated on 17.03.2014)

SMR Mirror UK Limited (Incorporated on 19.03.2014)

Samvardhana Motherson B.V.

Samvardhana Motherson Peguform GmbH

SMP Deutschland GmbH

SMP Logistik Service GmbH (earlier known as SMP Automotive Solutions

Personalleasings GmbH)

SMP Automotive Solutions Slovakia s.r.o

Changchun Peguform Automotive Plastics Technology Co. Ltd

SMP Automotive Technology Management Services (Changchun) Co. Ltd.

SMP Automotive Technology Iberica S.L

Samvardhana Motherson Peguform Barcelona S.L.U (Earlier known as Peguform Module

Division Iberica Cockpits S.L.)

SMP Automotive Technologies Teruel Sociedad Limitada

Samvardhana Motherson Peguform Automotive Technology Portugal S.A

PAINTYES Â Sociedade Portuguesa de Pintura, S.A. (till- 30.12.2013- merged with SMP

Automotive Technology Portugal S.A.)

SMP Automotive Systems Mexico S.A. de C.V

SMP Tecnologia Parachoques S.A. de C.V.

SMP Shock Absorber Fabrication Mexico S.A. de C.V

SMP Automotive Produtos Automotivos do Brasil Ltda.

Foshan Peguform Automotive Plastics Technology Co. Ltd.

SMP Exterior Automotive GmbH (incorporated on 31.05.2013)

SMP Automotive Interiors (Beijing) Co. Ltd (incorporated on 31.03.2014)

II. Other Related Parties

a. Joint Ventures:

Kyungshin Industrial Motherson Limited

Woco Motherson Elastomer Limited

Woco Motherson Advanced Rubber Technologies Limited

Woco Motherson Limited (FZC) (Indirectly through Subsidiary)

Calsonic Kansei Motherson Auto Products Limited

Ningbo SMR Huaxiang Automotive Mirrors Co. Limited(Indirectly through Subsidiary)

Chongqing SMR Huaxiang Automotive Products Limited (w.e.f. 08.08.2013) (Indirectly through Subsidiary)

Celulosa Fabril (Cefa) S.A. (Zaragoza, ES) (Indirectly through Subsidiary)

Modulos Rivera Alta S.L.U. (Indirectly through Subsidiary)

Samvardhana Motherson Nippisun Technology Ltd (w.e.f. 11.09.2013)

Eissmann SMP Automotive Interieur Slovensko s.r.o. (w.e.f. 31.03.2014)

b. Associate Companies:

Saks Ancillaries Limited

Re-time Pty. Limited

c. Key Management Personnel:

i) Board of Directors:

Mr. V. C. Sehgal

Mr. Laksh Vaaman Sehgal

Mr. Toshimi Shirakawa

Maj. Gen. Amarjit Singh (Retd.)

Mr. Arjun Puri

Mr. Pankaj Mital

Mr. S C Tripathi, IAS (Retd.)

Mr. Gautam Mukherjee

Ms. Geeta Mathur (w.e.f. 31.01.2014)

Ms. Noriyo Nakamura (w.e.f. 31.01.2014)

Mr. Hideaki Ueshima (till- 23.12.2013)

Mr. S.P. Talwar (till- 23.05.2013)

ii) Other Key Management Personnel:

Mr. G.N. Gauba Mr. Sanjay Mehta

iii) Relatives of Key Management Personnel:

Ms. Renu Sehgal (Wife of Mr.V.C.Sehgal)

Ms. Vidhi Sehgal (Daughter of Mr.V.C.Sehgal)

Ms. Geeta Soni (Sister of Mr.V.C. Sehgal)

Ms. Neelu Mehra (Sister of Mr.V.C. Sehgal)

Ms. Samriddhi Sehgal (Wife of Mr. Laksh Vaaman Sehgal)

d. Companies in which Key Managerial Personnel or their relatives have control/ Significant infl uence:

Motherson Auto Limited

Motherson Air Travel Agencies Limited

Ganpati Auto Industries (Partnership Firm)

Southcity Motors Limited

Motherson Techno Tools Limited

Motherson Techno Tools Mideast (FZE)

SWS India Management & Support Service (P) Limited

Vaaman Auto Industry (Partnership Firm)

Motherson Sumi INfotech and Designs Limited

Motherson Engineering Research and Integrated Technologies Limited

Moon Meadows Private Limited

Sisbro Motor and Workshop Private Limited

NACHI Motherson Tool Technology Limited

Motherson (Partnership Firm)

Samvardhana Motherson International Limited (also a joint venturer)

A Basic Concepts Design Pty. Limited

ATAR Mauritius Private Limited

Motherson Auto Solutions Limited

Motherson Machinery and Automations Limited

Spheros Motherson Thermal System Limited

Matsui Technologies India Limited

Motherson Moulds and Diecasting Limited

Anest Iwata Motherson Limited

Field Motor Limited

AES (India) Engineering Limited

Motherson Auto Engineering Service Ltd

Anest Iwata Motherson Coating Equipment Limited

Nissin Advanced Coating Indo Co. Limited.

Magnetti Marelli Motherson Holding India BV

Magnetti Marelli Motherson Auto System Limited

Samvardhana Motherson Finance Services Cyprus Limited

Motherson Zanotti Refrigeration System Limited

Samvardhana Motherson Virtual Analysis Ltd.

Tigers Connect Travel Systems and Solutions Limited

Samvardhana Motherson Holding (M) Private Limited.

Motherson Advanced Tooling Solutions Limited

SCCL Infra Projects Limited

Fritzmeier Motherson Cabin Engineering Limited.

Air Factory Energy Limited

CTM India Limited.

MSID U.S. Inc.

Motherson Consultancies Service Limited (earlier known as Motherson Climate System Ltd.)

Spirited Auto Cars (I) Limited

Motherson Lease Solution Limited (formerly Style Motors Limited)

Systematic Conscom Limited

MAS Middle East Ltd. (FZE)

Nachi Motherson Precision Ltd.

Motherson Bergstrom HVAC Solutions Private Limited

Motherson Sintermetal Technology Limited

Advanced Technologies and Auto Resources Pte. Ltd.

Edcol Global Pte. Limited

Motherson Innovative Technologies and Research

Radha Rani Holdings Pte Ltd.

Sehgals Trustee Company Private Limited (incorporated on 20.03.2014)

Nirvana Agro Products Private Limited (incorporated on 22.01.2014)

e. Joint Venturer:

Sumitomo Wiring Systems Limited, Japan

Kyungshin Corporation, Korea

Woco Franz Josef Wolf Holding GmbH, Germany

Calsonic Kansei Corporation, Japan

E-Compost Pty. Limited, Australia

Dremotech GmbH & Co. KG., Germany

Cross Motorsport Systems AG

Blanos Partners S.L.

Changshu Automobile Interior Decoration Co., Ltd.

Ningbo Huaxiang Electronic Co., Ltd.

Eissmann Automotive Slovensko s.r.o.

3. Leases

As a lessee:

(i) Operating Lease

The Company has Significant operating leases for premises. These lease arrangements range for a period between 11 months and 10 years, which include both cancellable and non-cancellable leases. Most of the leases are renewable for further period on mutually agreeable terms and also include escalation clauses.

4. SEGMENT REPORTING

The Company has considered the business segment as the primary reporting segment on the basis that the risk and returns of the Company is primarily determined by the nature of products and services. Consequently, the geographical segment has been considered as a secondary segment.

The business segment have been identified on the basis of the nature of products and services, the risks and returns, internal organisation and management structure and the internal performance reporting systems.

The business segment comprise of the following:

Segments Products categories in respective segments

Automotive Wiring Harness, High Tension Cords, Wire, Plastic Components, Rubber Components, Cockpit Assembly,

Mould for wiring harness components and mould parts, plastic moulded components and brass terminals Non Automotive Wiring Harness, Plastic Components for white goods, Household Wires, Plates, Aerobin

Geographical segment is considered based on sales within India and outside India

5. The Company has a comprehensive system of maintenance of information and documents as required by the transfer pricing legislation under sections 92-92F of the Income Tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company appoints independent consultants for conducting a Transfer Pricing Study to determine whether the transactions with associate enterprises are undertaken, during the fi nancial year, on an "arms length basis". Adjustments, if any, arising from the transfer pricing study shall be accounted for as and when the study is completed for the current financial year. However, the management is of the opinion that its international and domestic transactions are at arm''s length so that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

6. Previous year figures have been reclassified to conform to this year''s classification.

Mar 31, 2013

1. General Information

Motherson Sumi Systems Limited is incorporated in India on 19th December, 1986 and is engaged primarily in the manufacture and sale of components to automotive original equipment manufacturers. The Company has manufacturing plants in India and sells primarily in India, Europe and Australia. The Company is a public limited company and is listed on the Bombay Stock Exchange, National Stock Exchange, Ahmadabad Stock Exchange and Delhi Stock Exchange. The Company is a joint venture entity between Samvardhana Motherson International Limited and Sumitomo Wiring Systems Limited, Japan.

2. Contingent Liabilities

As At As At March 31, 2013 March 31, 2012

Claims against the Company not acknowledge as debts

A) Excise Matters 50 53

B) Sales Tax Matters 60 48

C) Entry Tax Matters - 1

D) Service Tax Matters 29 21

E) Stamp Duty 5 5

F) Claims Made by Workmen 9 13

G) Income Tax Matters 32 42

(a) It is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above, pending resolution of the respective proceedings.

(b) The Company does not expect any reimbursements in respect of the above contingent liabilities.

3. During previous year, the Hon''ble High Court of Delhi had approved a Scheme of Amalgamation of Sumi Motherson Innovative Engineering Limited (SMIEL) and wholly owned subsidiaries namely, India Nails Manufacturing Limited (INML) and MSSL Global Wiring Limited (MGWL) with the Company with effect from April 1, 2011. Pursuant to the Scheme the Company has issued 4,420,360 new shares to the shareholders of SMIEL on April 23, 2012, thereby increasing its equity share capital to Rs. 392 Mn. During the previous year, the Company had accounted for the Scheme and accordingly disclosed the amount of share capital to be issued in consideration as Share Capital Suspense Account.

Further, the preference shares of SMIEL amounting to Rs. 100 Mn were redeemed on March 28, 2012.

4. Related Party Disclosures

Related party disclosures, as required by AS18, "Related Party Disclosures", are given below:

I Relationships where control exists:

Subsidiaries of the Company:

MSSL Mauritius Holdings Limited

MSSL Mideast (FZE)

MSSL Ireland Pvt. Limited

MSSL Handels GmbH

Motherson Electrical Wires Lanka Pvt. Ltd.

MSSL Tooling (FZE)

MSSL (S) Pte Ltd.

MSSL GmbH MSSL Polymers GmbH

Samvardhana Motherson Invest Deutschland GmbH

MSSL Advanced Polymers s.r.o.

MSSL (GB) Limited

Global Environment Management (FZC)

Global Environment Management Australia Pty Limited

Motherson Wiring System (FZE)

MSSL Australia Pty Ltd

Motherson Elastomers Pty Limited

Motherson Investments Pty Limited

Motherson Orca Precision Technology GmbH

MSSL s.r.l Unipersonale

MSSL Global RSA Module Engineering Limited

MSSL Japan Limited

Samvardhana Motherson Global Holdings Ltd.

Samvardhana Motherson Reflectec Group Holdings Limited

SMR Automotive Holding Hong Kong Limited

SMR Automotive Technology Holding Cyprus Ltd.

SMR Automotive Mirror Systems Holding Deutschland GmbH

SMR Poong Jeong Automotive Mirrors Korea Ltd.

SMR Hyosang Automotive Ltd.

SMR Holding Australia Pty Limited

SMR Automotive Australia Pty Limited

SMR Automotive Taree Pty Limited (deleted on 22.05.2012 due to deregistred)

SMR Automotive Mirror Technology Hungary Bt

SMR Grundbesitz GmbH & Co. KG

SMR Automotive Mirror Parts and Holdings UK Ltd.

SMR Automotive Services Portchester Limited (formerly Portchester Limited)

SMR Automotive Mirrors UK Limited

SMR Automotive Technology Valencia S.A.U. (formerly Visiocorp Automotive Valencia S.A.U.)

SMR Automotive Mirror Services UK Ltd.

SMR Automotive Technology Holdings USA Partners

SMR Automotive Mirror International USA Inc.

SMR Automotive Systems USA Inc.

SMR Automotive Systems France S. A.

SMR Automotive Systems India Limited

SMR Automotive Yancheng Co. Limited

SMR Automotive Beijing Company Limited

SMR Automotive Mirror Technology Holding Hungary Kft

SMR Automotive Systems Spain S.A.U.

SMR Automotive Vision Systems Mexico S.A. de C.V.

SMR Automotive Servicios Mexico S.A. de C.V.

SMR Automotive Mirrors Stuttgart GmbH

SMR Patents S.aR.L.

SMR Automotive Beteiligungen Deutschland GmbH

SMR Automotive Brasil Ltda.

SMR Automotive System (Thailand) Limited

SMR Automotives Systems Macedonio Dooel Skopje

SMR Automotive Operations Japan K.K.

MSSL Automobile Component Ltd

Samvardhana Motherson Polymers Ltd.

Vacuform 2000 (Pty) Ltd.

MSSL Mexico, S.A. De C.V.

Samvardhana Motherson B.V.Netherland

Samvardhana Motherson Peguform GmbH (earlier known as Forgu GmbH, Germany)

SMP Deutschland GmbH (formerly known as Peguform GmbH)

Purpurin Grund stuecksverwaltungsgesellschaft mbH & Co. Vermietungs KG

SMP Automotive Solutions Personalleasings GmbH (Formerly known as Peguform Personaleasing GmbH)

SMP Automotive Solutions Slovakia sro (earlier known as Peguform Slovakia sro).

SMP Automotive Technology Management Services (Chanchun) Co. Ltd. (formerly known as Peguform Corporate Management Services (Chanchun) Co. Ltd.).

SMP Automotive Technology Iberica S L (earlier known as Pegurform Iberica S L)

Peguform Module Division Iberica Cockpits S.L.

SMP Automotive Technologies Teruel S. L. (formerly Peguform de Teruel S.L.)

Celulosa Fabril (Cefa) S.A. (Zaragoza, ES) Chanchun Peguform Automotive Plastics Technology Co. Ltd (Held by SMP Deutschland GmbH)

Samvardhana Motherson Peguform Automotive Technology Portugal S.A. (formerly Peguform Portugal S.A.)

SMP Automotive Systems Mexico S A De CV

SMP Tecnologia Parachoques S.A. de C.V. (formerly known as Fabrica de Parachoques de Mexico S.A. de C.V.)

SMP Shock Absorber Fabrication Mexico S.A. de C.V. (formerly known as Shock Absorb de Mexico S.A de C.V)

SMP Produtos Automotivos do Brasil Ltda. (formerly Peguform do Brasil Ltda.)

MSSL WH System (Thailand) Co, Ltd (incorporated on April 12, 2012)

MSSL Korea WH Limited (incorporated on December 5, 2012)

PAINTYES - Sociedade Portuguesa de Pintura, S A Foshan Peguform Automotive Plastics Technology Co Ltd

II. Other Related Parties

a. Joint Ventures:

Kyungshin Industrial Motherson Limited

Woco Motherson Elastomer Limited

Woco Motherson Advanced Rubber Technologies Limited

Woco Motherson Limited (FZC) (Indirectly through subsidiary)

Calsonic Kansei Motherson Auto Products Limited

Ningbo SMR Huaxiang Automotive Mirrors Co. Limited (Indirectly through subsidiary)

Celulosa Fabril S.A. (Indirectly through subsidiary)

Modulos Rivera Alta S.L.U. (Indirectly through subsidiary)

b. Associate Companies:

Saks Ancillaries Limited

Die Wethje GmbH Kunststofftechnik (Indirectly through subsidiary) Upto October 29, 2012

Wethje Carbon Composite GmbH (Indirectly through subsidiary) Upto October 29, 2012

Wethje Entwicklungs GmbH (Indirectly through subsidiary) Upto October 29, 2012

Re time Pty Limited (Indirectly through subsidiary)

c. Key Management Personnel:

i) Board of Directors:

Mr. V. C. Sehgal

Mr. Laksh Vaaman Sehgal

Mr. Toshimi Shirakawa

Mr. Hideaki Ueshima

Mr. Hiroto Murai (regigned on July 2, 2012)

Maj. Gen. Amarjit Singh (Retd.)

Mr. Pankaj Mital

Mr. Arjun Puri

Mr. M. S. Gujral (Late) (cessation due to death on May 4, 2012)

Mr. S P Talwar (Appointed on September 10, 2012)

Mr. S C Tripathi, IAS (Retd.) (Appointed on September 10, 2012)

Mr. Gautam Mukherjee (Appointed on September 10, 2012)

ii) Other Key Management Personnel:

Mr. G.N. Gauba

Mr. Sanjay Mehta

iii) Relatives of Key Management Personnel:

Ms. Renu Sehgal (Wife of Mr. V.C. Sehgal)

Ms. Vidhi Sehgal (Daughter of Mr. V.C. Sehgal)

Ms. Geeta Soni (Sister of Mr. V.C. Sehgal)

Ms. Nilu Mehra (Sister of Mr. V.C. Sehgal)

d. Companies in which Key Managerial Personnel or their relatives have control/ significant in%uence:

Motherson Auto Limited

Motherson Air Travel Agencies Limited

Ganpati Auto Industries

South City Motors Limited

Motherson Techno Tools Limited

Motherson Techno Tools Mideast (FZE)

SWS India Management Support & Service (P) Limited

Vaaman Auto Industries

A Basic Concepts Design India Private Limited

Motherson Sumi Infotech and Designs Limited

Motherson Engineering Research and Integrated Technologies Limited

Moon Meadows Private Limited

Sis Bro Motor and Workshop Private Limited

NACHI Motherson Tool Technology Limited

Motherson

Samvardhana Motherson International Limited (formerly Samvardhana Motherson Finance Limited) (also a joint venturer)

A Basic Concepts Design Pty Limited

ATAR Mauritius Private Limited

Motherson Auto Solutions Limited

Motherson Machinery and Automations Limited

Spheros Motherson Thermal Systems Limited

Matsui Technologies India Limited

Motherson Moulds and Diecasting Limited

Anest Iwata Motherson Limited

Field Motor Limited

AES (India) Engineering Limited

Motherson Auto Eng. Service Ltd (formerly Miyazu Motherson Eng. Design Ltd.)

Anest Iwata Motherson Coating Equipment Limited

Nissin Advance Coating Indo Company Limited

Magnetti Marelli Motherson Holding India B.V.

Magnetti Marelli Motherson Auto System Limited

Samvardhana Motherson Finance Services Cyprus Limited

Motherson Zanotti Refrigeration System Limited

Samvardhana Motherson Virtual Analysis Ltd.

Samvardhana Motherson Finance services Inc.

Tigers Connect Travel Systems and Solutions Limited

Samvardhana Motherson Holding (M) Private Limited.

Motherson Advanced Tooling Solutions Limited

SCCL Infra Projects Limited

Fritzmeier Motherson Cabin Engineering Limited.

Air Factory Energy Limited

CTM India Limited.

MSID U.S. Inc

Motherson Climate System Ltd.

Spirited Auto Cars (I) Limited

Motherson Lease Solution Limited (formerly Style Motors Limited)

Systematic Conscom Limited

MAS Middle East Ltd. (FZE)

Motherson Bergstrom HVAC Solutions Pvt. Ltd.

NACHI Motherson Precision Ltd.

Motherson Sintermetal Technology Limited

Samvardhana Motherson Nippisun Technology Limited

Advanced Technologies and Auto Resources Pte. Ltd.

Edcol Global Pte. Limited

Motherson Innovative Technologies and Research

Radha Rani Holdings Pte Ltd

e. Joint Venturer:

Sumitomo Wiring Systems Limited, Japan

Kyungshin Corporation, Korea

Woco Franz Josef Wolf Holding GmbH, Germany

Calsonic Kansei Corporation, Japan

Ningbo Huaxiang Electronic Co., Ltd

E-Compost Pty. Limited, Australia

Dremotech GmbH & Co. KG., Germany

Cross Motorsport Systems AG

Blanos Partners S.L.

Changshu Automobile Interior Decoration Co., Ltd

5. Leases

As a lessee:

(i) Operating Lease

The Company has significant operating leases for premises. These lease arrangements range for a period between 11 months and 10 years, which include both cancellable and non cancellable leases. Most of the leases are renewable for further period on mutually agreeable terms and also include escalation clauses. The Company has entered into some sub-leases and all such subleases are cancellable and are for a period of 11 months, with an option of renewal on mutually agreeable terms.

6. SEGMENT REPORTING

The Company has considered the business segment as the primary reporting segment on the basis that the risk and returns of the Company is primarily determined by the nature of products and services. Consequently, the geographical segment has been considered as a secondary segment.

The business segment have been identified on the basis of the nature of products and services, the risks and returns, internal organisation and management structure and the internal performance reporting systems.

7. The Company has a comprehensive system of maintenance of information and documents as required by the transfer pricing legislation under sections 92-92F of the Income Tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company appoints independent consultants for conducting a Transfer Pricing Study to determine whether the transactions with associate enterprises are undertaken, during the financial year, on an "arms length basis". Adjustments, if any, arising from the transfer pricing study shall be accounted for as and when the study is completed for the current financial year. However, the management is of the opinion that its international and domestic transactions are at arm''s length so that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

8. Previous year figures have been reclassified to conform to this year''s classification.

Mar 31, 2012

1. General Information

Motherson Sumi Systems Limited is incorporated in India on 19th December 1986 and is engaged primarily in the manufacture and sale of components to automotive original equipment manufacturers. The Company has manufacturing plants in India and sells primarily in India, Europe and Australia. The Company is a public limited company and is listed on the Bombay Stock Exchange, National Stock Exchange, Ahmedabad Stock Exchange and Delhi Stock Exchange. The Company is a joint venture entity between Samvardhana Motherson Finance Limited (SMFL) and Sumitomo Wiring Systems Limited, Japan.

a. Rights, preferences & restrictions attached to shares Equity

The Company currently has only one class of equity shares having a par value of Rs. 1/- per share. Each shareholder is eligible to one vote per share held. The Company declares and pays dividends in Indian rupees. The dividend, if proposed by the Board of Directors, is subject to the approval of the shareholders in the Annual General Meeting,except in case of interim dividend.

In the event of liquidation of the Company, the equity shareholders are eligible to receive 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.

Deferred Tax Assets and Deferred Tax Liabilities have been offset as they relate to the same governing taxation laws.

In view of the Company's past financial performance and future profit projections, the Company expects to fully recover the Deferred Tax Assets.

a) Working capital loans are secured by first charge by way of hypothecation of all present and future stocks, book debts and other specified movable assets of the Company and second charge by way of hypothecation of all present and future immovable property.

(A) Defined Benefit Schemes

(1) Gratuity:

The Company operates gratuity plan administered through Life Insurance Corporation of India (LIC) under its group gratuity scheme. Every employee is entitled to a benefit equivalent to fifteen days salary last drawn for each completed year of service in line with the Payment of Gratuity Act, 1972. The same is payable at the time of separation from the Company or retirement, whichever is earlier. The benefits vest after five years of continuous service. The Company pays contribution to Life Insurance Corporation of India to fund its plan.

(i) Defined benefit obligations cost for the year

Estimate of future salary increases considered in actuarial valuation taken account of inflation, seniority, promotion and other relevant factors such as supply and demand in the employment market

(2) Compensated Absences

The employees are entitled for leave for each year of service and part thereof and subject to the limits specified, the un-availed portion of such leaves can be accumulated or encashed during/ at the end of the service period. The plan is not funded.

The reconciliation of opening and closing balances of the present value of the defined benefit obligations Estimate of future salary increases considered in actuarial valuation taken account of inflation, seniority, promotion and other relevant factors such as supply and demand in the employment market

(ii) Amount recognized in current year and previous four years

(B) Defined Contribution Schemes

The Company deposits an amount determined at a fixed percentage of basic pay every month to the State administered Provident Fund and Employee State Insurance (ESI) for the benefit of the employees. Accordingly the Company's contribution during the year that has been charged to revenue amounts toRs. 166 million (Previous Year Rs. 132 million).

2. Contingent Liabilities

(Figures in Rs. Million)

As At As At March 31, 2012 March 31, 2011

Claims against the Company not acknowledge as debts

a) Excise Matters 53 36

b) Custom Demand Matters Ã 32

c) Sales Tax Matters 48 21

d) Service Tax Matters 21 6

e) Stamp Duty 5 5

f) Claims made by workmen 13 11

g) Entry Tax Matters 1 Ã

h) Income Tax Matters 42 Ã

(a) It is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above pending resolution of the respective proceedings.

(b) The Company does not expect any reimbursements in respect of the above contingent liabilities.

3. The Company has the following provision in the books of account as on March 31, 2012:

Warranty provision relates to the estimated outflow in respect of warranty for products sold by the Company. Due to the very nature of such costs, it is not possible to estimate the timing/ uncertainties relating to the outflows of economic benefits.

Provision for litigation relates to sales tax , excise and entry tax demands including interest thereon, where applicable, being contested by the Company. It is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above pending resolution of the respective proceedings.

4. Related Party Disclosures

Related party disclosures, as required by AS18, "Related Party Disclosures", are given below:

I Relationships where control exists:

Subsidiaries of the Company:

MSSL Mauritius Holdings Limited

MSSL Mideast (FZE)

MSSL Ireland Pvt. Limited

MSSL Handels GmbH

Motherson Electrical Wires Lanka Pvt. Ltd.

MSSL Tooling (FZE)

MSSL (S) Pte Ltd.

MSSL GmbH

MSSL Polymers GmbH

Samvardhana Motherson Invest Deutschland GmbH (formerly Mothersonsumi Reiner GmbH)

MSSL Advanced Polymers s.r.o.

MSSL (GB) Limited

Global Environment Management (FZC)

Global Environment Management Australia Pty Limited

Motherson Wiring System (FZE) (formerly Motherson Sumi Wiring System Ltd. (FZE)

MSSL Australia Pty Ltd

Motherson Elastomers Pty Limited

Motherson Investments Pty Limited

Motherson Orca Precision Technology GmbH

MSSL s.r.l Unipersonale

MSSL Global RSA Module Engineering Limited

MSSL Japan Limited

Samvardhana Motherson Global Holdings Ltd.

Samvardhana Motherson Refl ectec Group Holdings Limited

SMR Automotive Holding Hong Kong Limited

SMR Automotive Technology Holding Cyprus Ltd.

SMR Automotive Mirror Systems Holding Deutschland GmbH

SMR Poong Jeong Automotive Mirrors Korea Ltd.

SMR Hyosang Automotive Ltd.

SMR Holding Australia Pty Limited

SMR Automotive Australia Pty Limited

SMR Automotive Taree Pty Limited

SMR Automotive Mirror Technology Hungary Bt

SMR Grundbesitz GmbH & Co. KG

SMR Automotive Mirror Parts and Holdings UK Ltd.

SMR Automotive Services Portchester Limited (formerly Portchester Limited)

SMR Automotive Mirrors UK Limited

SMR Automotive Technology Valencia S.A.U. (formerly Visiocorp Automotive Valencia S.A.U.)

SMR Automotive Mirror Services UK Ltd.

SMR Automotive Technology Holdings USA Partners

SMR Automotive Mirror International USA Inc.

SMR Automotive Systems USA Inc.

SMR Automotive Systems France S. A.

SMR Automotive Systems India Limited

SMR Automotive Yancheng Co. Limited

SMR Automotive Beijing Company Limited

SMR Automotive Mirror Technology Holding Hungary Kft

SMR Automotive Systems Spain S.A.U.

SMR Automotive Vision Systems Mexico S.A. de C.V.

SMR Automotive Servicios Mexico S.A. de C.V.

SMR Automotive Mirrors Stuttgart GmbH

SMR Patents S.aR.L.

SMR Automotive Beteiligungen Deutschland GmbH

SMR Automotive Brasil Ltda.

SMR Automotive System (Thailand) Limited

SMR Automotives Systems Macedonio Dooel Skopje

SMR Automotive Operations Japan K.K.

MSSL Automobile Component Ltd

Samvardhana Motherson Polymers Ltd.

Vacuform 2000 (Pty) Ltd.

MSSL MÃÂ©xico, S.A. De C.V.

Samvardhana Motherson B.V.

Forgu GmbH

SMP Deutschland GmbH(formerly known as Peguform GmbH)

Purpurin Grundstuecks verwaltung sgesells chaft GmbH & Co. Vermietungs KG

SMP Automotive Solutions Personalleasings GmbH(Formerly known as Peguform Personaleasing GmbH)

Peguform Slovakia s.r.o.

SMP Automotive Technology Management Services (Chanchun) Co. Ltd. (formerly known as Peguform Corporate Management

Services (Chanchun) Co. Ltd.).

Peguform Iberica S.L.

Peguform Module Division Iberica Cockpits S.L.

SMP Automotive Technologies Teruel S. L. (formerly Peguform de Teruel S.L.)

Celulosa Fabril (Cefa) S.A.

Chanchun Peguform Automotive Plastics Technology Co. Ltd ( held by SMP Deutschland GmbH)

Samvardhana Motherson Peguform Automotive Technology Portugal S.A. (formerly Peguform Portugal S.A.)

Peguform Mexico S.A. de C.V.

SMP Tecnologia Parachoques S.A. de C.V. (formerly known as Fabrica de Parachoques de Mexico S.A. de C.V.)

SMP Shock Absorber Fabrication Mexico S.A. de C.V.(formerly known as Shock Absorb de Mexico S.A de C.V)

SMP Produtos Automotivos do Brasil Ltda. (formerly Peguform do Brasil Ltda.)

II. Other Related Parties

a. Joint Ventures:

Kyungshin Industrial Motherson Limited

Woco Motherson Elastomer Limited

Woco Motherson Advanced Rubber Technologies Limited

Woco Motherson Limited (FZC) (Indirectly through subsidiary)

Calsonic Kansei Motherson Auto Products Limited

Ningbo SMR Huaxiang Automotive Mirrors Co. Limited (Indirectly through subsidiary)

Celulosa Fabril S.A. (Indirectly through subsidiary)

Modulos Rivera Alta S.L.U. (Indirectly through subsidiary)

b. Associate Companies:

Saks Ancillaries Limited

Die Wethje GmbH Kunststoff technik(Indirectly through subsidiary)

Wethje Carbon Composite GmbH(Indirectly through subsidiary)

Wethje Entwicklungs GmbH(Indirectly through subsidiary)

Re time Pty Limited(Indirectly through subsidiary)

c. Key Management Personnel:

i) Board of Directors:

Mr. M. S. Gujral (Late) (cessation due to death on 04.05.2012)

Mr. V. C. Sehgal

Mr. Laksh Vaaman Sehgal

Mr. Toshimi Shirakawa

Mr. Toshihiro Watanabe (resigned w.e.f. 25.04.2011)

Mr. Hideaki Ueshima (appointed on 28.04.2011)

Mr. Bimal Dhar (resigned w.e.f. 02.09. 2011)

Mr. Hiroto Murai

Maj. Gen. Amarjit Singh (Retd.)

Mr. Pankaj Mital

Mr. Arjun Puri

Mr. Futoshi Urai (resigned w.e.f. 13.02. 2012)

Mr. Masahiro Matsushita (appointed on 13.02.2012 and resigned on 27.03.2012)

ii) Other Key Management Personnel:

Mr. Ravindra Mathur Mr. G.N. Gauba Mr. Sanjay Mehta

iii) Relatives of Key Management Personnel:

Ms. Renu Sehgal

Ms. Vidhi Sehgal Ms. Geeta Soni Ms. Nilu Mehra Mr. Harjit Singh

d. Companies in which Key Managerial Personnel or their relatives have control/ significant influence:

Motherson Auto Limited Motherson Air Travel Agencies Limited Ganpati Auto Industries Southcity Motors Limited

Motherson Techno Tools Limited

Motherson Techno Tools Mideast (FZE)

Sumi Motherson Innovative Engineering Limited (SMIEL, now merged with the Company)

SWS India Management Support & Service (P) Limited

Vaaman Auto Industry

A Basic Concepts Design India Private Limited

Motherson Sumi INfotech and Designs Limited

Motherson Engineering Research and Integrated Technologies Limited

Moon Meadows Private Limited

Sisbro Motor and Workshop Private Limited

Motoman Motherson Robotics Limited (up to 1Rs.st Feb 2011)

NACHI Motherson Tool Technology Limited

Motherson

Samvardhana Motherson Finance Limited (also a joint venturer)

A Basic Concepts Design Pty Limited

ATAR Mauritius Private Limited

Motherson Auto Solutions Limited

Motherson Machinery and Automations Limited

Spheros Motherson Thermal Systems Limited

Matsui Technologies India Limited

Motherson Moulds and Diecasting Limited

Anest Iwata Motherson Limited

Field Motor Limited

AES (India) Engineering Limited

Motherson Auto Eng. Service Ltd (formely Miyazu Motherson Eng. Design Ltd.)

Anest Iwata Motherson Coating Equipment Limited

Nissin Advance Coating Indo Company Limited

Magnetti Marelli Motherson Holding India B.V.

Magnetti Marelli Motherson Auto System Limited

Samvardhana Motherson Finance Services Cyprus Limited

Motherson Zanotti Refrigeration System Limited

Samvardhana Motherson Virtual Analysis Ltd.

Samvardhana Motherson Finance services Inc.

Motherson Time Tooth Technologies Inc.

Tigers Connect Travel Systems and Solutions Limited

Samvardhana Motherson Holding (M) Private Limited.

Motherson Advanced Tooling Solutions Limited

SCCL Infra Projects Limited

Fritzmeier Motherson Cabin Engineering Limited.

Air Factory Energy Limited

CTM India Limited.

MSID U.S. Inc

Motherson Climate System Ltd.

Spirited Auto Cars (I) Limited

Style Motors Limited

Systematic Conscom Limited

MAS Middle East Ltd. (FZE)

Motherson Bergstrom HVAC Solutions Pvt. Ltd.

NACHI Motherson Precision Ltd.

e. Joint Venturer:

Sumitomo Wiring Systems Limited, Japan

Kyungshin Corporation, Korea

Woco Franz Josef Wolf Holding GmbH, Germany Calsonic Kansei Corporation, Japan E-Compost Pty. Limited, Australia Dremotech GmbH & Co. KG., Germany.

5. Leases

As a lessee:

(i) Operating Lease

The Company has significant operating leases for premises. These lease arrangements range for a period between 11 months and 10 years, which include both cancellable and non cancellable leases. Most of the leases are renewable for further period on mutually agreeable terms and also include escalation clauses. The Company has entered into some sub-leases and all such subleases are cancellable and are for a period of 11 months, with an option of renewal on mutually agreeable terms.

6. SEGMENT REPORTING

The Company has considered the business segment as the primary reporting segment on the basis that the risk and returns of the Company is primarily determined by the nature of products and services. Consequently, the geographical segment has been considered as a secondary segment.

The business segment have been identified on the basis of the nature of products and services, the risks and returns, internal organisation and management structure and the internal performance reporting systems.

The business segment comprise of the following:

Segments Products categories in respective segments

Automotive Wiring Harness, High Tension Cords, Wire, Plastic Components, Rubber Components, Cockpit Assembly, Mould for wiring harness components and mould parts, plastic moulded components and brass terminals

Non Automotive Wiring Harness, Pen-Stamp Assembly, Plastic Components for white goods, Household Wires, Plates, Aerobin Geographical segment is considered based on sales within India and outside India

c) Inter Segment Transfer Pricing

Inter Segment prices are normally negotiated amongst the segments with reference to the costs, market prices and business risks, with an overall optimisation objective for the Company.

7. The Company has a comprehensive system of maintenance of information and documents as required by the transfer pricing legislation under sections 92-92F of the Income Tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company appoints independent consultants for conducting a Transfer Pricing Study to determine whether the transactions with associate enterprises are undertaken, during the financial year, on an "arms length basis". Adjustments, if any, arising from the transfer pricing study shall be accounted for as and when the study is completed for the current financial year. However, the management is of the opinion that its international transactions are at arm's length so that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

8. The financial statements for the year ended March 31, 2011 had been prepared as per the then applicable, pre-revised Schedule VI to the Companies Act, 1956. Consequent to the notification of Revised Schedule VI under the Companies Act, 1956, the financial statements for the year ended March 31, 2012 are prepared as per Revised Schedule VI. Accordingly, the previous year figures have also been reclassified to conform to current year's classification. The adoption of Revised Schedule VI for previous year figures does not impact recognition and measurement principles followed for preparation of financial statements.

Mar 31, 2010

1. Contingent Liabilities

(Figures in Rs. Thousands)

As at As at

March 31, 2010 March 31, 2009

a) In respect of Excise 8,842 13,803

b) In respect of Customs - 444

c) In respect of Entry Tax 8,186 8,186

d) In respect of Sales Tax 18,781 13,505

e) In respect of Service Tax 6,240 4,581

f) In respect of Stamp Duty 4,754 4,754

g) In respect of Income Tax 2,185 3,557

h) In respect of Labour Cases 17,005 15,850

i) The Company has given corporate guarantee in respect of :

- Subsidiary Companies 2,164,243 1,117,221

j) Bank Guarantees / Letter of Credit furnished by the Company 199,715 59,174

2 Excludes interest

Further, in respect of certain subsidiary companies, the Company has furnished letter of support to enable the said companies continue the operations.

The amount shown in items "a to h" above represents the best possible estimates arrived at on the basis of available information. The uncertainty and possible reimbursement are dependent on the outcome of the different legal processes which have been invoked by the Company or the claimants as the case may be and therefore cannot be predicted accurately.

3. Issue of Zero Coupon Convertible Bonds

During the year ended March 31, 2006, the Company issued Euro 50,300,000 Zero Coupon Convertible Bonds due 2010 (the "Bonds"). These Bonds are listed in the Singapore Exchange Securities Trading Limited (the "SGX-ST").The Bonds are convertible at the option of the holder at any time on or after August 24, 2005 (or such earlier date as is notified to the holders of the Bonds by the Company) upto July 6, 2010 into fully paid equity shares with full voting rights at par value of Re. 1.00 each of the Issuer ("Shares") at an initial Conversion Price (as defined in the "Terms & Conditions of the Bonds") of Rs. 74.32 per Share with a fixed rate of exchange on conversion of Rs. 52.01 = Euro 1.00. The Conversion Price is subject to adjustment in certain circumstances.

The Bonds may also otherwise be redeemed, in whole or in part, at the option of the Issuer, at any time on or after July 15, 2008 and prior to July 7, 2010 subject to satisfaction of certain conditions and at their "Early Redemption Amount" (as defined in the "Terms & Conditions of the Bonds") at the date fixed for such redemption if the "Closing Price" (as defined in the "Terms & Conditions of the Bonds") of the Shares translated into Euro at the "prevailing rate" (as defined in the "Terms & Conditions of the Bonds") for each of 20 consecutive "Trading Days" (as defined in the "Terms & Conditions of the Bonds") the last of which occurs not more than five days prior to the date upon which notice of such redemption is published, is greater than 130 per cent, of the "Conversion Price" (as defined in the "Terms & Conditions of the Bonds") then in effect translated into euro at the rate of Rs. 52.01 = Euro 1.00.

The Bonds may also be redeemed, in whole, but not in part, at any time at the option of the Issuer at their Early Redemption Amount, if less than 10 per cent, in aggregate, principal amount of the Bonds originally issued is outstanding.

The Bonds may also be redeemed in whole, but not in part, at the option of the Issuer subject to satisfaction of certain conditions including obtaining Reserve Bank of India ("RBI") approval, at their Early Redemption Amount, on the date fixed for redemption in the event of certain changes relating to taxation in India.

Unless previously redeemed, converted or purchased and cancelled, the Bonds will be redeemed by the Issuer in Euros on July 16, 2010 at 126.77 per cent of its principal amount.

The issuer will, at the option of any holder of any Bonds, repurchase at the Early Redemption Amount such Bonds at such time as the Shares cease to be listed or admitted to trading on the BSE and the NSE (as defined in the "Terms & Conditions of the Bonds") in respect of the Issuer.

Consequent to the exercise of conversion option by holders of bonds of face value Euro 27.2 million, the Company has allotted 19,040,000 equity shares during the year. Accordingly, an amount of Rs. 1,989.29 million, being the excess of the liabilities (including amortised premium/ issue expenditure on such bonds upto the date of conversion) extinguished in respect of such bonds over the face value of shares issued, has been credited to securities premium account.

The outstanding balance of FCCB as on March 31, 2010 is Euro 18.5 million. Subsequent to the year end, the Company has received notices for exercise of conversion option by holders of bonds of face value Euro 13 million.

4 Revised from Rs. 111.45, in accordance with the terms of issue, consequent to the issue of bonus shares by the Company.

5. As per information available with the management, the dues payable to enterprises covered under "The Micro, Small and Medium Enterprises Development Act, 2006" aggregate to Rs. 9,609 thousand (Previous year Rs. 2,403 thousand). This has been determined on the basis of responses received from vendors on specific confirmation sought by the Company in this regard.

Further, as determined by the management, there is no interest paid/ payable to such enterprises.

5. i) On June 29, 2009 The Company has purchased the minority interest of 43.87% in its subsidiary Motherson PUDENZ WICKMANN Limited for Rs. 18,011 thousand.

ii) The Company, subsequent to the year end has entered into an agreement to acquire the 60% stake held by Balda AG, its joint venture partner, in Balda Motherson Solution India Limited (BMSI). Upon transfer of shares, BMSI will become a 100 % owned subsidiary, which will thereafter be merged with the Company in due course.

iii) During the year the company has made a provision for diminution in the value of its investment amounting to Rs. 90,000 thousand and Rs. 110,000 thousand, in view of the continued losses incurred, on account of Balda Motherson Solution India Limited and MSSL Mauritius Holdings Limited, respectively.

6. The Company has the following unhedged foreign currency exposure:

7. The details of liabilities recognised by the Company in respect of long term defined benefits and contribution schemes in accordance with Accounting Standard 15 (Revised 2005) for its employees are as under:

(A) Defined Benefit Schemes

(i) Gratuity

The employees are entitled to gratuity that is computed as half-months salary, for every completed year of service and is payable on retirement/termination. The Company makes provision of such gratuity liability in the books of accounts on the basis of actuarial valuation. The Company pays contribution to Life Insurance Corporation of India to fund its plan.

(ii) Leave encashment /Compensated Absences

The employees are entitled for leave for each year of service and part thereof and subject to the limits specified, the un-availed portion of such leaves can be accumulated or encashed during / at the end of the service period. The plan is not funded.

(B) Defined Contribution Schemes

The Company deposits an amount determined at a fixed percentage of basic pay every month to the State administered Provident Fund and Employee State Insurance (ESI) for the benefit of the employees. Accordingly, the Companys contribution during the year that has been charged to revenue amounts to Rs. 98,535 thousand (Previous Year Rs. 82,123 thousand).

8. Related Party Disclosures

Related party disclosures, as required by AS18, "Related Party Disclosures", are given below:

I Relationships where control exists:

Subsidiaries of the Company: MSSL Mideast (FZE) MSSL Mauritius Holdings Limited MSSL Ireland PrivateLimited MSSL Handels GmbH Motherson Electrical Wires Lanka Private Limited MSSL (S) Pte Limited Motherson Tradings Limited (formerly Motherson PUDENZ WICKMANN Limited) MSSL (GB) Limited MSSL GmbH Motherson Sumi Wiring System Limited (FZC) MSSL Tooling (FZE) Global Environment Management (FZC) MSSL Australia Pty Limited Motherson Elastomers Pty Limited Motherson Investments Pty Limited Mothersonsumi Reiner GmbH MSSL Polymers GmbH Global Environment Management Australia Pty. Limited MSSL Advanced Polymers s.r.o Motherson Orca Precision Technology GmbH MSSL Global Wiring Limited MSSL s.r.l. Unipersonale MSSL Global RSA Module Engineering Limited (formerly Golden Dividend 629 Limited) Samvardhana Motherson Global Holdings Ltd. Samvarhana Motherson Reflectec Group Holdings Limited (formerly Samvardhana Motherson Visiocorp Solution Limited) SMR Automotive Holding Hong Kong Limited (formerly Elemental Growth Limited) SMR Automotive Technology Holding Cyprus Ltd. (formerly Horizonfield Limited)

SMR Automotive Mirror Systems Holding Deutschland GmbH (formerly Visiocorp Holding Germany GmbH)

SMR Automotive Parts GmbH (formerly Visiocorp Automotive GmbH)

SMR Poong Jeong Automotive Mirrors Korea Ltd. (formerly Visiocorp Poong Jeong Co Limited)

SMR Hyosang Automotive Ltd. (formerly Visiocorp Hyosang Limited)

SMR Holding Australia Pty Limited (formerly Visiocorp Holding Australia Pty Limited)

SMR Automotive Australia Pty Limited (formerly Visiocorp Australia Pty Limited)

SMR Automotive Taree Pty Limited (formerly Visiocorp Taree Pty Limited)

SMR Automotive Mirror Technology Hungary Bt (formerly Visiocorp Hungary BT)

SMR Grundbesitz GmbH & Co. KG (formerly Visiocorp Grundbesitz GmbH & Co. KG)

SMR Automotive Services GmbH (formerly Visiocorp Group Services GmbH)

SMR Automotive Mirror Parts and Holdings UK Ltd. (formerly Visiocorp Management UK Limited)

Portchester Limited

SMR Automotive Mirrors UK Limited (formerly Visiocorp UK Limited)

Visiocorp Automotive Valencia S.A.U.

SMR Automotive Services UK Ltd. (formerly Visiocorp Services UK Limited)

SMR Automotive Technology Holdings USA Partners (formerly Visiocorp Holding USA LLP)

SMR Automotive Mirror International USA Inc.(formerly Visiocorp International USA Inc.)

SMR Automotive Systems USA Inc. (formerly Visiocorp USA Inc.)

SMR Automotive Systems France S. A. (formerly Visiocorp France S.A.)

SMR Automotive Systems India Limited (formerly Visiocorp Motherson Limited)

SMR Automotive Yancheng Co. Limited (formerly Visiocorp Automotive Yancheng Co Limited)

SMR Automotive Beijing Company Limited (formerly Visiocorp Automotive Beijing Co Limited)

SMR Automotive Mirror Technology Holding Hungary Kft (formerly Visiocorp Holding Hungary KFT)

SMR Automotive Systems Spain S.A.U. (formerly Visiocorp Espana S.A.U. )

SMR Automotive Vision Systems Mexico S.A. de C.V. (formerly Visiocorp Mexico S.A. de C.V.)

SMR Automotive Servicios Mexico S.A. de C.V. (formerly Visiocorp Servicios S.A. de C.V.)

SMR Automotive Mirrors Stuttgart GmbH (formerly Visiocorp Verwaltungsgesellschaft GmbH)

SMR Automotive Patents S.aR.L. (formerly Visiocorp Patents SARL)

SMR Automotive Beteiligungen Deutschland GmbH (formerly Visiocorp Beteiligungs GmbH)

SMR Automotive Brasil Ltda.

II. Other Related Parties

a. Joint Ventures:

Kyungshin Industrial Motherson Limited

Balda Motherson Solution India Limited

Woco Motherson Elastomer Limited

Woco Motherson Advanced Rubber Technologies Limited

Woco Motherson Limited (FZC)

Calsonic Kansei Motherson Auto Product Limited

Ningbo Visiocorp Huaxiang Automotive Mirrors Co. Limited

b. Associate Companies: Saks Ancillaries Limited

c. Key Management Personnel:

i) Board of Directors:

Mr. V.C. Sehgal

Mr. Laksh Vaaman Sehgal (w.e.f. April 30, 2009)

Mr. Toshimi Shirakawa

Mr. Toshihiro Watanabe

Mr. M.S. Gujral

Mr. Bimal Dhar

Mr. H. Murai

Maj. Gen Amarjit Singh (Retd)

Mr. Pankaj Mital

Mr. Arjun Puri

Mr. Toshihide Ano

ii) Other Key Management Personnel:

Mr. Vivek Avasthi

Mr. Ravindra Mathur

Mr. G.N. Gauba

Mr. N Ramanathan

Mr. Sanjay Mehta

iii) Relatives of Key Management Personnel:

Ms. Renu Sehgal

Ms. Vidhi Sehgal

Ms. Geeta Soni

Ms. Neelu Mehra

Ms. Padma Avasthi

Mr. Harjit Singh

Ms. Upkar Gujral

Ms. Subina Avasthi

d. Companies in which Key Managerial Personnel or their relatives have control/ significant influence:

Motherson Auto Limited

Motherson Air Travel Agencies Limited

Ganpati Auto Industries

South City Motors Limited

ASI Motherson Communication Solution Limited

Motherson Techno Tools Limited

Motherson Techno Tools Mideast (FZE)

Sumi Motherson Innovative Engineering Limited

SWS India Management Support & Service (P) Limited

Vaaman Auto Industries

A Basic Concepts Design India Private Limited

Motherson Sumi Infotech and Designs Limited

Motherson Engineering Research and Integrated Technologies Limited

Moon Meadows Private Limited

Sis Bro Motor and Workshop Private Limited

Motoman Motherson Robotics Limited

NACHI Motherson Tool Technology Limited

Motherson

Samvardhana Motherson Finance Limited

A Basic Concepts Design Pty Limited

ATAR Mauritius Private Limited

Motherson Auto Solutions Private Limited

Motherson Machinery and Automations Private Limited

Spheros Motherson Thermal System Limited

Matsui Technologies India Limited

Motherson Moulds and Diecasting Limited

Webasto Motherson Sunroofs Limited

Anest Iwata Motherson Limited

Field Motor Private Limited

AES (India) Engineering Limited

Miyazu Motherson Engineering Design Limited

Anest Iwata Motherson Coating Equipment Limited

Nissin Advance Coating Indo Company Limited

Magnetti Marelli Motherson Holding India BV

Magnetti Marelli Motherson Auto System Limited

Samvardhana Motherson Finance Services Cyprus Limited

Motherson Zanotti Refrigeration System Limited

Samvardhana Motherson Virtual Analysis Ltd. (formerly Motherson Timetooth Technologies Ltd)

Samvardhana Motherson Finance Services Inc.

Motherson TimeTooth Technologies Inc.

Tigers Connect Travel Systems and Solutions Limited

Samvardhana Motherson Holding (M) Private Limited

Motherson Advanced Tooling Solutions Limited

Avon Hill Limited

Fritzmeier Motherson Cabin Engineering Limited

Air Factory Energy Limited

CTM India Limited

MSID U.S. Inc

Motherson Climate System Ltd.

Spirited Auto Cars (I) Limited

Style Motors Limited

e. Joint Venturer:

Sumitomo Wiring Systems Limited, Japan

Wilhelm Pudenz GmbH, Germany (Upto June 28, 2009)

Kyungshin Industrial Co., Korea

Woco Franz Josef Wolf Holding GmbH, Germany

Balda AG, Germany

Calsonic Kansei Corporation, Japan

E-Compost Pty. Limited, Australia

Dermotech GmbH, Germany

22. SEGMENT INFORMATION

c) Composition of Business Segments

The Company is organized into two main business segments, namely:

Segments Products categories in respective segments

Automotive Wiring Harness, High Tension Cords, Wires, Plastic Components, Rubber Components, Cockpit Assembly

Non Automotive Wiring Harness, Pen-Stamp Assembly, Plastic Components for white goods, Household Wires, Plates,

d) Inter Segment Transfer Pricing

Inter Segment prices are normally negotiated amongst the segments with reference to the costs, market prices and business risks, with an overall optimisation objective for the Company.

9. The Company has a comprehensive system of maintenance of information and documents as required by the transfer pricing legislation under sections 92-92F of the Income Tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company appoints independent consultants for conducting a Transfer Pricing Study to determine whether the transactions with associate enterprises are undertaken, during the financial year, on an "arms length basis". Adjustments, if any, arising from the transfer pricing study shall be accounted for as and when the study is completed for the current financial year. However the management is of the opinion that its international transactions are at arms length so that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

10. The corresponding figures of previous year have been regrouped, rearranged wherever necessary to conform to the current years classification.

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