Notes to Accounts of Mount Shivalik Industries Ltd.

Jun 30, 2015

1. CORPORATE INFORMATION:

The Company was incorporated in January 1993. The equity shares of the Company are listed and actively traded on the platform of BSE Limited.

The Company operates mainly in the Brewery segment, where it manufactures Beer under the Brand name of Thunderbolt, Punjab-6000, Thunder-10000 & Golden Peacock etc. The Company diversified its operations in restaurants business segment,

2. Rights, Preferences and restrictions attached to each class of shares:

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

Figures in Rs.

Year ended Year ended June 30, 2015 June 30, 2014

3. CONTINGENT LIABILITIES AND COMMITMENTS:

Contingent Liabilities:

* Outstanding Bank Guarantees 1,000,000 1,000,000

* Sales Tax Demand (Disputed in Appeal) (Refer Note-31 below) 846,678,493 607,772,122

Commitments

* Estimated amount of contracts remaining to be executed on capital - 589,259 account and not provided for

4. Sales Tax Demand:

* The Assistant Commissioner, Anti Evasion, Jaipur, Rajasthan has, by an order dated June 2, 2014 treated, as Inter State Sales, the stock transfers by the Company, of beer to Patna and Hazaribagh during the financial years 2010-11, 2011-12, 2012-13 and 2013-14(only 1st Quarter) and had demanded Central Sales Tax including interest and penalty to the extent of Rs. 86,51,63,060, which was subsequently (vide order dated October 16, 2014) revised downward to Rs.60,77,72,122 . The Company 's appeal with Rajasthan Tax Board, Ajmer, Rajasthan has been negated. Company is contesting these Assessment orders for all the years in Appeal at Central Sales Tax Appelate Tribunal, New Delhi after its appeal having been negated in Rajasthan Tax Board, Ajmer, Rajasthan and has obtained stay of the said demand from the Hon'ble Rajasthan High Court, Jaipur till the decision of the Appelate Tribunal. The same Anti Evasion Authority has later on issued an assessment order on the similar point for the financial year 2009-10 and raised demand for Rs.31,92,37,896, which was subsequently revised to Rs.23,89,06,371 which is being contested in appeal in Rajasthan Tax Board, Ajmer.

* In respect of the above mentioned years (except 2013-14), regular assessments had already been framed and the requisite demands paid based on the factual position of the sales being effected locally in the above mentioned locations.

* "The management contends that based on the factual position of the transferred goods being sold locally in the above locations, the same is covered by a local VAT law and there is no further liability in respect of the said goods under the Central Sales Tax Act. The management is confident that the above mentioned demands will be withdrawn on final decision in appeal.

5. Excise Duty:

Liability towards excise duty on the company's products (beer) is the primary responsibility of the purchaser in whose favour the goods are released and is applicable to the state in which the goods are intended for sale/consumption. Provision has, therefore, not been made in respect of excise duty liability and uncleared/undespatched finished goods lying as at the year-end in factory/in bond. Such duty is also not determinable as it varies according to the states to which goods are despatched for sale. Even otherwise, the non-provision of such liability has no effect on the net profits/(loss) for the year or on the Net Current Assets as at the year-end.

6. There are no amounts payable to Micro, Small and Medium Enterprises as defined under the Micro, Small and Medium Enterprises Development Act, 2006 based on information available with the Company. Further, the Company has not paid any interest to any Micro, Small and Medium Enterprises during the current year. This information has been determined to the extent such parties have been identified on the basis of information available with the Company and relied upon by the Auditors.

7. i) BOTTLING RESIDUAL PROCEEDS:

Other operating revenue includes income from contract brewing, which comprises the net revenue derived by / attributable to the Company in respect of its beer brands manufactured in terms of arrangement with a Contract Brewer (CB). The arrangement, inter alia, envisaged the Company's responsibility for marketing the goods manufactured from contract brewing under the related agreement, as also the responsibility for balances irrecoverable out of sales so effected by / through the CB. In order to comply with relevant statutory/ regulatory obligations, the CB recorded in its books, sales of such beer brands, on a gross basis, based on invoices raised by it on the customers, discharges the related liability towards statutory dues/ taxes / levies and, net of its stipulated retentions as per the contractual obligations, transmits the residual proceeds to the Company as the Company's Contract brewing income. The Company considers it relevant to disclose the information relating to the Contract brewing sales and cost of sales hereinbelow:

ii)a) By a Fresh Agreement with the Contract Brewer, the status of the party has changed with effect from 1st January, 2015 from Contract Brewer to Franchisee of the Company's Brand for the State of Bihar at monthly fixed Franchisee fee of Rs 29,16,667.

b) Consequent upon the commencement of Franchise arrangement the Unsecured Interest free Security Deposit made by the Contract Brewer of an amount of Rs.12,50,00,000/- (Rupees Twelve Crore Fifty Lakhs) has been rendered non- refundable to the Contract Brewer. This amount of Rs.12,50,00,000/- (Rupees Twelve Crore Fifty Lakhs) has therefore, been taken as Revenue Income of the Current year.

8. EMPLOYEE BENEFITS:

The Company has provided various benefits to employees detailed as under :

i) Employee Contribution Plans:

Contribution to:

a) Provident fund b) Employee's State Insurance Corporation

c) Superannuation fund d) Other benefits

ii) Defined Benefit Plans:

a) Gratuity b) Unavailed Leaves

9. The Plan assets for Gratuity are maintained with Life Insurance Corporation of India Gratuity Scheme. The Details of Investments maintained by the Life Insurance Corporation are not made available to the Company and have therefore not been disclosed.

10. DISCLOSURE OF RELATED PARTIES/RELATED PARTY TRANSACTIONS:

In accordance with the requirements of Accounting Standard - 18 ' Related Party Disclosures' the names of the related party where control/ability to exercise significant influence exists, alongwith the aggregate amount of transactions and year end balances with them, as identified and certified by the management, are given below:

11. Name of related parties and description of relationship

i) Key Management Personnel and their relatives:

a) * Shri B. D. Bali Chairman and Managing Director

* Mrs. Nita Rani Bali (Wife)

* Shri Monish Bali (Son)

b) *Shri Sanjiv Bali Managing Director

* Mrs. Kavita Bali (Wife)

c) *Shri Rajiv Bali Director

* Mrs. Geeta Bali (Wife)

d) *Shri K. C. Garg Director Finance

* Mrs. Shashi Garg (Wife)

ii) Entities Controlled through key management personnel

* Mount Shivalik Breweries Ltd. (Only upto 31st March, 2015)

* Mount Shivalik Investments Ltd.

* Mount Shivalik Hotels & Resorts Pvt. Ltd.

* Ranika Investments Pvt. Ltd.

* Mount Shivalik Packaging Pvt. Ltd.

12. Segment Reporting:

a. Business Segments

Based on the guiding principles given in Accounting Standard (AS)-17 'Segment Reporting' notified by the Companies (Accounting Standard) Rules, 2006, the company's business segment include : (i) Manufacture of and dealing in beer and (ii) Hospitality (running and maintenance of restaurants).

b. Geographical Segment

Since the Company's activities / operations are primarily within the country and considering the nature of products / services it deals in, the risk and return are same and as such there is only one geographical segment.

c. Segment Accounting Policies

i) The generally accepted accounting principles used in the preparation of the financial statements are applied to record revenue and expenditure in individual segments.

ii) Expenses that are directly identifiable to segments are considered for determining the segment results. Expenses which relates to the company as a whole are not allocated to segments are included under unallocated corporate expenses.

iii) Segment assets and liabilities include those directly identifiable with the respective segments. Most of the assets / liabilities can be directly attributable to individual segments. Unallocated corporate assets and liabilities represents the assets and liabilities that relate to the company as a whole and not allocable to any segment. Segment assets and liabilities do not include deferred income taxes.

13. (a) Upon the approval of the annual financial statements for the year 2012-13 in the Annual General Meeting held on December 30, 2013 and based on the status of the net worth as computed, the Company had made, within the prescribed time, a formal reference u/s 15 (1) of SICA 1985 to the Board for Industrial and Financial Reconstruction and the same had been registered as case No. 24 of 2014. BIFR has concluded hearings and has determined by order dated 5th October, 2015 that the company has become a Sick industrial company.

(b) The accumulated losses having exceeded the paid up capital and reserves, has crossed the net worth of the Company. Considering the nature of the Company's predominant business (regulated by State Excise), the Company's operating results continue to be adversely affected by various factors, mainly the State regulated pricing pressures having direct impact on revenues and the related costs, being accelerated by inflationary conditions. Due to such pressures and the consequential negative profit margins, the Company is reluctant to make inroads in other markets (States), that if persued, could be detrimental to the Company's interests, unless the State regulated applicable pricing/tax structure is favourably revised and the duties are rationalised to yield economic recoveries. In the meanwhile steps taken by, the management to address the controllable issues, including operational efficiency and cost & expense reduction; and other appropriate measures as price increase, fresh investments and contract bottling for others are expected to result in sustainable cash flows and profitability. The management is of the opinion that subsequent to these effective remedial significant steps (including upward renegotiation of prices with the buyers being the State Governments) reversal of the trend would arise that shall result in positive and sustainable cash inflows.

Notwithstanding what is stated in para (a) above and on account of the initiatives taken, the management considers that the concept of the going concern does not get vitiated and the financial statements have, accordingly, been prepared on a going concern basis whereby the realisation of assets and discharge of liabilities are expected to occur in the normal course of business.

14. In the opinion of the Board, all the assets (other than fixed assets) have a value on realisation in the ordinary course of business at least to the amount at which they are stated in the Balance Sheet.

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

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Jun 30, 2013

1 CorPorate inForMation:

The Company was incorporated in January, 1993. The equity shares of the Company are listed and actively traded on the platform of BSE Limited.

The Company operates mainly in the Brewery segment, where it manufactures Beer under the Brand name of Thunderbolt, Golden Peacock etc. The Company diversifed its operations in Restaurants business segment, where it is expanding its operations at a brisk pace.

Figures in Particulars Year ended Period ended June 30, 2013 June 30, 2012

2 ContinGent liaBilitieS and CoM- MitMentS:

Contingent liabilities:

- Outstanding Bank Guarantees 1,000,000 1,100,000 Commitments

- Estimated amount of contracts remaining to be executed on capital account and not provided for 589,259 -

3 excise duty:

Liability towards excise duty on the company''s products (beer) is the primary responsibility of the purchaser in whose favour the goods are released and is applicable to the state in which the goods are intended for sale/consumption. Provision has, therefore, not been made in respect of excise duty liability and uncleared/undespatched fnished goods lying as at the year-end in factory/in bond. Such duty is also not determinable as it varies according to the states to which goods are despatched for sale. Even otherwise, the non-provision of such liability has no effect on the net profts for the year or on the Net Current Assets as at the year-end.

4 There are no amounts payable to Micro, Small and Medium Enterprises as defned under the Micro, Small and Medium Enterprises Development Act, 2006 based on information available with the Com- pany. Further, the Company has not paid any interest to any Micro, Small and Medium Enterprises during the current year. This information has been determined to the extent such parties have been identifed on the basis of information available with the Company and relied upon by the Auditors.

5 eMPloYee BeneFitS:

The Company has provided various benefts to employees as under :

i) employee Contribution Plans Contribution to:

a) Provident fund b) Superannuation fund

c) Employee''s state insurance corporation d) Other benefts

ii) defned Beneft Plans:

a) Gratuity b) Unavailed Leaves

6 diSCloSure oF related PartieS/related PartY tranSaCtionS:

In accordance with the requirements of Accounting Standard - 18 '' Related Party Disclosures'' the names of the related party where control/ability to exercise signifcant infuence exists, alongwith the aggregate amount of transactions and year end balances with them, as identifed and certifed by the management, are given below:

6.1 name of related parties and description of relationship

i) Key Management Personnel and their relatives:

a) - Shri B.D.Bali Chairman and Managing Director

- Mrs. Nita Rani Bali (Wife)

- Shri Monish Bali (Son)

b) - Shri Sanjiv Bali Managing Director

- Mrs. Kavita Bali (Wife)

c) - Shri Rajiv Bali Director

- Mrs. Geeta Bali (Wife)

d) - Shri K. C. Garg Director Finance

- Mrs. Shashi Garg (Wife)

ii) Entities Controlled through key management personnel

- Mount Shivalik Breweries Ltd.

- Mount Shivalik Investments Ltd.

- Mount Shivalik Hotels & Resorts Pvt. Ltd.

- Ranika Investments Pvt. Ltd.

- Mount Shivalik Packaging Pvt. Ltd.

7 Segment reporting:

7.1 Business Segments

Based on the guiding principles given in Accounting Standard (AS)-17 ''Segment Reporting'' notifed by the Companies (Accounting Standard) Rules, 2006, the company''s business segment include : (i) Manufacture of and dealing in beer and (ii) Hospitality (running and maintenance of restaurants).

7.2 Geographical Segment

Since the Company''s activities / operations are primarily within the country and considering the nature of products / services it deals in, the risk and return are same and as such there is only one geographical segment.

7.3 Segment Accounting Policies

i) The generally accepted accounting principles used in the preparation of the fnancial statements are applied to record revenue and expenditure in individual segments.

ii) Expenses that are directly identifable to segments are considered for determining the segment results. Expenses which relates to the company as a whole are not allocated to segments are included under unallocated corporate expenses.

iii) Segment assets and liabilities include those directly identifable with the respective segments. Most of the assets / liabilities can be directly attributable to individual segments. Unallocated corporate assets and liabilities represents the assets and liabilities that relate to the company as a whole and not allocable to any segment. Segment assets and liabilities do not include deferred income taxes.

8 As at the year end, the net worth of the Company has been adversely affected due to the accumulated losses having exceeded the paid up capital. The management has taken effective remedial signifcant steps consequent upon which there is a reversal of the trend which would also involve positive & sustainable cash infows. Considering the nature of the predominant business, such steps include upward renegotiation of prices with the buyers being the State Governments. On account of the initiatives taken, the management considers that the status of the year-end net worth does not have effect on the accounts being drawn up on the basis of a going concern and the fnancial statements have been drawn up accordingly.

9 In the opinion of the Board, all the assets (other than fxed assets) have a value on realisation in the ordinary course of business at least to the amount at which they are stated in the Balance Sheet.

10 The fnancial year for the previous period consists of 15 months from April 1, 2011 to June 30, 2012; accordingly, previous period fgures are not comparable with the current year''s fgures. Previous period''s fgures have been regrouped / reclassifed / restated wherever necessary to correspond with the current year''s classifcation / disclosure.

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Mar 31, 2010

1 Contingent Liabilities:

1.1 Outstanding bank guarantees, Letters of Credit and bills discounting - Rs.8.05 million (Previous year Rs.6.23 million)

1.2 Commitments on Capital account (net of advances) not provided for Rs. Nil (Previous year Rs.4.46 million)

2 Excise Duty:

Liability towards Excise Duty on the companys products (beer) is the primary responsibility of the purchaser in whose favour the goods are released and is applicable to the State in which the goods are intended for sale/consumption. Provision has, therefore, not been made in respect of Excise Duty liability in respect of uncleared/undespatched finished goods lying as at the year-end in factory/in bond. Such duty is also not determinable as it varies according to the States to which goods are despatched for sale. Even otherwise, the non-provision of such liability has no effect on the net profits for the year or on the Net Current Assets as at the year-end.

3 As per Accounting Standard 15 Employee Benefits, the disclosures of Employee benefits as defined in the Accounting Standard are given below:

Disclosure Pursuant to Accounting Standard 15 (Revised) Employee Benefits:

The Company has adopted Accounting Standard 15 (Revised) "Employee Benefits", issued by The Institute of Chartered Accountants of India.

As per Accounting Standard 15 (Revised) "Employee Benefits", the disclosure of Employee Benefits as defined in the Accounting Standard are given below:

The Provident Fund Contribution as contributed to the Regional Provident Fund Commissioner.

The contribution to Superannuation are managed by Life Insurance Corporation of India.

b) Defined Benefit Plan:

The Employee Gratuity Fund Scheme is a defined benefit plan. The present value of the obligation is based on the actuarial valuation using Projected Unit Credit Method.

4 Taxation:

4.1 Provision for current year income-tax has been made in accordance with the provisions of the Income Tax Act, 1961 and Provision for Wealth-tax has been made in accordance with the provisions of the Wealth Tax Act , 1957.

4.2 The Net Deferred Tax adjustments for the year amounting to Rs. 2.05 million has been recognised in the Profit and Loss Account in accordance with the Accounting Standard (AS-22) "Accounting for Taxes on Income" issued by The Institute of Chartered Accountants of India.

5 Additional information pursuant to requirements of Part-II of the Schedule-VI to the Companies Act, 1956 (As certified by the management.)

6. There are no amounts payable to Micro, Small and Medium Enterprises as defined under the Micro, Small and Medium Enterprises Development Act, 2006 based on information available with the Com- pany. Further, the Company has not paid any interest to any Micro, Small and Medium Enterprises during the current year. This information has been determined to the extent such parties have been identified on the basis of information available with the Company and relied upon by the Auditors.

7. Segment Reporting:

7.1 Business Segments

Based on the guiding principles given in Accounting Standard (AS-17) Segment Reporting noti- fied by the Companies (Accounting Standard) Rules, 2006 the companys business segment include : manufacture of and dealing in beer and Hospitality (running and maintenance of restau- rants).

7.2 Geographical Segment

Since the Companys activities / operations are primarily within the country and considering the nature of products / services it deals in, the risk and return are same and as such there is only one geographical segment.

7.3 Segment Accounting Policies

i) The generally accepted accounting principles used in the preparation of the financial state- ments are applied to record revenue and expenditure in individual segments.

ii) Expenses that are directly identifiable to segments are considered for determining the segment results. Expenses which relates to the company as a whole are not allocated to segments are included under unallocated corporate expenses.

iii) Segment assets and liabilities include those directly identifiable with the respective seg- ments. Most of the assets / liabilities can be directly attributable to individual segments. Unallocated corporate assets and liabilities represents the assets and liabilities that relate to the company as a whole and not allocable to any segment. Segment assets and liabilities do not include deferred income taxes.

Note : Previous year figures are indicated in brackets.

8 Disclosure of Related Parties/Related Party transactions:

I) Related Parties where Control Exists:

i) Entities Controlled through Directors;

a) Mount Shivalik Breweries Ltd.

b) Mount Shivalik Investments Ltd.

c) Mount Shivalik Hotels & Resorts Pvt. Ltd.

d) Ranika Investments Pvt. Ltd.

e) Mount Shivalik Packaging Pvt. Ltd.

f) Trinity Terminal Enterprises Pvt. Ltd.

ii) Key Management Personnel and their relatives;

a) Shri B.D.Bali Chairman & Managing Director

Mrs. Nita Rani Bali (Wife)

Shri S.K.Bali (Brother)

Shri Monish Bali (Son)

b) Shri Sanjiv Bali Managing Director

Mrs. Kavita Bali (Wife)

c) Shri Rajiv Bali Director

d) Shri K.C. Garg Director Finance

Mrs. Shashi Garg (Wife)

Note: Previous year figures are indicated in brackets.

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

10 . Schedules 1 to 14 are annexed to and form an integral part of the Balance Sheet as at March 31, 2010 and the Profit and Loss Account for the year ended on that date.