Notes to Accounts of Prima Industries Ltd.

Mar 31, 2015

Related party transactions

1 . Details of Related Parties:

Description of relationship Names of related parties

a. ) Key Management Personnel 1 . Mr. Sanjay Gupta (Managing Director)

2 . Mr. S.K. Gupta (Director)

b. ) Associates 1. Prima Agro Limited

2. Ayyappa Roller Flour Mills Limited

3. Prima Beverage Pvt Limited

4. Prima Credits Limited

2. Employee benefit plans 1 Gratuity plan

The Company has a defined benefit gratuity plan. Gratuity is computed as 15 days salary, for every completed year of service or part thereof in excess of 6 months and is payable on retirement/termination/resignation. The benefit vests on the employees after completion of 5 years of service. The Gratuity liability has not been externally funded. Company makes provision of such gratuity liability in the books of accounts on the basis of company's own valuation.

Particulars 31/03/2015 31/03/2014 (Rs.) (Rs.)

3. Contingent Liabilities

(a) Claims against the company not Nil Nil acknowledged as debt;

(b) Guarantees;

- Guarantees issued by the bank Nil Nil

(c) Other money for which the company is contingently liable

- Sales Tax demand disputed by the Company Nil Nil

- Central Sales Tax demand disputed by Nil Nil the Company

- KGST demand disputed by the Company 5,365,029 5,365,029

- Penalty disputed by the Company Nil Nil

4. Commitments

(a) Estimated amount of contracts Nil Nil remaining to be executed on capital

(b) Uncalled liability on shares and Nil Nil other investments partly paid

(c) Other commitments - Dividend on 11,197,403 11,197,403 Cumulative Reedemable Preference

5. Corporate information

Prima Industries Limited (the "Company"), Indian Company registered under the Indian Companies Act, 1956. The Company was promoted primarily for Solvent Extraction and also for the refining of Oil.

6. Basis of accounting and preparation of financial statements

The Financial Statements have been prepared on the historical cost convention. These statements have been prepared in accordance with the generally accepted accounting principles and the applicable Mandatory Accounting Standards and relevant requirements of The Companies Act, 1956 ('the Act1). The accounting policies have been consistently applied by the Company. The preparation required adoption of estimates and as sumptions that can affect the reported amounts of revenue and expenditure and the assets and liabilities as well as the disclosure of contingent liabilities. Differences between the actual results and estimates are recognised in the year in which they become known or materialises.

7. Use of estimates

Accounting estimates could change from period to period. Actual results could differ from those estimates. Appropriate changes in estimates are made as the Management becomes aware of changes in circumstances surrounding the estimates. Changes in estimates are reflected in the financial statements in the period in which changes are made and, if material ,their effects are disclosed in the notes to the financial statements.

8. The Working Capital Loans are secured by hypothecation of present and future goods, book debts and all other movable assets of the company and second charge on the fixed assets and further guaranteed by the Managing Director.

One Time Settlement with Banks

The interest waiver obtained on one time settlement with banks during the year 2011 - 12 and 2012 - 13 have been credited to profit & loss account. The interest waiver obtained in earlier years has been reduced from the brought forward losses and the principal amount waived were credited to the Capital Reserves. The OTS amount for the Term Loan includes the value of Cumulative Redeemable Preference Shares allotted to the Bank, against overdue interest upto 31/03/2012 and converting the outstanding Principal amount and converting the present value of savings on account of reduction in rate on a restructuring . The OTS amount net of the value of the Cumulative Preference shares is considered to be principal amount waiver and the entire interest outstanding as per books is considered to be waived and has been reduced from the brought forward losses.

9. In the opinion of the management, current assets, loans and advances will realise the values as stated in the Balance Sheet, if realised in the normal course of business.

10. The amount of borrowing costs capitalized during the year is Rs. Nil.

11. As the company carries inventory of finished goods of various grade / quality, and the net realisable value of all such grade / quality are not available , the valuation is done based on the rates as certified by the Managing Director.

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Mar 31, 2014

1. Segment Reporting

Primary Segment Information(By Business Segment)

The company''s primary segment have been identified as

(a) Cattle Feed Division,

(b) Oil Cake Processing Division.

There are no reportable secondary segments.

2. Related party transactions

Description of relationship Names of related parties

a.) Key Management Personnel

1 . Mr. Sanjay Gupta (Managing Director)

2 . Mr. S.K. Gupta (Director)

b.) Associates

1. Prima Agro Limited

2. Ayyappa Roller Flour Mills Limited

3. Prima Beverage Pvt Limited

4. Prima Credits Limited

3. Employee benefit plans 1. Gratuity plan

The Company has a defined benefit gratuity plan. Gratuity is computed as 15 days salary, for every completed year of service or part thereof in excess of 6 months and is payable on retirement/termination/resignation. The benefit vests on the employees after completion of 5 years of service. The Gratuity liability has not been externally funded. Company makes provision of such gratuity liability in the books of accounts on the basis of company''s own valuation.

4. Contingent Liabilities and commitments (to the extent not provided for)

Particulars 31/03/2014 31/03/2013 (Rs.) (Rs.)

1. Contingent Liabilities

(a) Claims against the company not acknowledged as debt; Nil Nil

(b) Guarantees;

- Guarantees issued by the bank Nil Nil

(c) Other money for which the company is contingently liable

- Sales Tax demand disputed by the Company Nil Nil

- Central Sales Tax demand disputed by the Company Nil Nil

- KGST demand disputed by the Company 5,365,029 5,365,029

- Penalty disputed by the Company Nil Nil

Prima Industries Limited

No. V-679/C, Industrial Development Area, Muppathadam, Edayar, Cochin-683110

5 In the opinion of the management, current assets, loans and advances will realise the values as stated in the Balance Sheet, if realised in the normal course of business.

6 The amount of borrowing costs capitalized during the year is Rs. Nil.

7 As the company carries inventory of finished goods of various grade / quality, and the net realisable value of all such grade / quality are not available, the valuation is done based on the rates as certified by the Managing Director.

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Mar 31, 2013

1 Employee benefit plans

Gratuity plan

The Company has a defined benefit gratuity plan. Gratuity is computed as 15 days salary, for every completed year of service or part thereof in excess of 6 months and is payable on retirement/termination/resignation.

The benefit vests on the employees after completion of 5 years of service. The Gratuity liability has not been externally funded. Company makes provision of such gratuity liability in the books of accounts on the basis of company''s own valuation.

2 Operating Lease

Operating Lease payments are recognised as expenses in the Profit & Loss Account for the year

3 Contingent Liabilities and commitments (to the extent not provided for)

1 Contingent Liabilities

(a)Claims against the company not acknowledged as debt; Nil Nil

(b)Guarantees;

- Guarantees issued by the bank Nil Nil

(c)Other money for which the company is contingently liable

- Sales Tax demand disputed by the Company Nil Nil

- Central Sales Tax demand disputed by the Company Nil Nil

- Penalty disputed by the Company Nil Nil

1 Corporate information

Prima Industries Limited (the "Company") , Indian Company registered under the Indian Companies Act, 1956. The Company was promoted primarily for Solvent Extraction and also for the refining of Oil.

4.1 Basis of accounting and preparation of financial statements

The Financial Statements have been prepared on the historical cost convention. These statements have been prepared in accordance with the generally accepted accounting principles and the applicable Mandatory Accounting Standards and relevant requirements of The Companies Act, 1956 (‘the Act''). The accounting policies have been consistently applied by the Company. The preparation required adoption of estimates and assumptions that can affect the reported amounts of revenue and expenditure and the assets and liabilities as well as the disclosure of contingent liabilities. Differences between the actual results and estimates are recognised in the year in which they become known or materialises.

4.2 Use of estimates

Accounting estimates could change from period to period. Actual results could differ from those estimates. Appropriate changes in estimates are made as the Management becomes aware of changes in circumstances surrounding the estimates. Changes in estimates are reflected in the financial statements in the period in which changes are made and, if material ,their effects are disclosed in the notes to the financial statements.

5 The Working Capital Loans are secured by hypothecation of present and future goods, book debts and all other movable assets of the company and second charge on the fixed assets and further guaranteed by the Managing Director.

One Time Settlement with Banks

The interest waiver obtained on one time settlement with banks during the year 2011 - 12 and 2012 - 13 have been credited to profit & loss account. The interest waiver obtained in earlier years has been reduced from the brought forward losses and the principal amount waived were credited to the Capital Reserves.

The OTS amount for the Term Loan includes the value of Cumulative Redeemable Preference Shares allotted to the Bank, against overdue interest upto 31/03/2012 and converting the outstanding Principal amount and converting the present value of savings on account of reduction in rate on a restructuring . The OTS amount net of the value of the Cumulative Preference shares is considered to be principal amount waiver and the entire interest outstanding as per books is considered to be waived and has been reduced from the brought forward losses.

6 In the opinion of the management, current assets, loans and advances will realise the values as stated in the Balance Sheet, if realised in the normal course of business.

7 The amount of borrowing costs capitalized during the year is Rs. Nil.

8 As the company carries inventory of finished goods of various grade / quality, and the net realisable value of all such grade / quality are not available , the valuation is done based on the rates as certified by the Managing Director.

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Mar 31, 2012

I(a) The term loan from the Industrial Development Bank of India are secured by way of first charge on movable and immovable properties of the company and further guaranteed by the Managing Director of the Company.

(b) The Working Capital Loans are secured by hypothecation of present and future goods, book debts and all other movable assets of the company and second charge on the fixed assets and futher guaranteed by the Managing Director.

ii As per the One Time Settlement Scheme, Bank of India waived the loan amount of Rs. 9,500,000.00 and interest of Rs. 5,293,250.00 and IDBI waived an interest of Rs. 3,387,880.00.

iii Amount of current maturities disclosed under the head "Other Current Liabilities". (Refer Note 8)

1 Segment Reporting

Primary Segment lnformation(By Business Segment)

The company's primary segment have been identified as (a) Cattle Feed Division, (b) Oil Cake Processing Division.

There are no reportable secondary segments.

2 Employee benefit plans

1 Gratuity plan

The Company has a defined benefit gratuity plan. Gratuity is computed as 15 days salary, for every completed year of service or part thereof in excess of 6 months and is payable on retirement/termination/ resignation. The benefit vests on the employees after completion of 5 years of service. The Gratuity liability has not been externally funded. Company makes provision of such gratuity liability in the books of accounts on the basis of company's own valuation.

3 Operating Lease

Operating Lease payments are recognised as expenses in the Profit & Loss Account for the year

4 Contingent Liabilities and commitments (to the extent not provided for)

1 Contingent Liabilities

(a)Claims against the company not acknowledged as debt; Nil Nil

(b)Guarantees;

- Guarantees issued by the bank Nil Nil

(c)Other money for which the company is contingently liable

- Sales Tax demand disputed by the Company Nil 147,557,419

- Central Sales Tax demand disputed by the Company Nil 7,165,039

- Penalty disputed by the Company Nil 2,994,080

2 Commitments

(a) Estimated amount of contracts remaining to be executed on capital account and not provided for; Nil Nil

(b)Uncalled liability on shares and other investments partly paid Nil Nil

(c)Other commitments (specify nature). Nil Nil

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

Notes to financial statements for the year ended March 31, 2012

1 Corporate information Prima Industries Limited (the "Company"), Indian Company registered under the Indian Companies Act, 1956. The Company was promoted primarily for Solvent Extraction and also for the refining of Oil.

6.1 Basis of accounting and preparation of financial statements

The Financial Statements have been prepared on the historical cost convention. These statements have been prepared in accordance with the generally accepted accounting principles and the applicable Mandatory Accounting Standards and relevant requirements of The Companies Act, 1956 ('the Act'). The accounting policies have been consistently applied by the Company. The preparation required adoption of estimates and assumptions that can affect the reported amounts of revenue and expenditure and the assets and liabilities as well as the disclosure of contingent liabilities. Differences between the actual results and estimates are recognised in the year in which they become known or materialises.

6.2 Use of estimates

Accounting estimates could change from period to period. Actual results could differ from those estimates. Appropriate changes in estimates are made as the Management becomes aware of changes in circumstances surrounding the estimates. Changes in estimates are reflected in the financial statements in the period in which changes are made and, if material , their effects are disclosed in the notes to the financial statements.

7. The Working Capital Loans are secured by hypothecotion of present ond future goods, book debts and all other movable assets of the company and second charge on the fixed assets and further guaranteed by the Managing Director.

One Time Settlement with Banks

The interest amount waived by the banks as per the Scheme has been reduced from the brought forward losses and the principal amount waived were credited to the Capital Reserves.

The OTS amount for the Term Loan includes the value of Cumulative Redeemable Preference Shares allotted to the Bank, against overdue interest upto 31 /03/2012 and converting the outstanding Principal amount and converting the present value of savings on account of reduction in rate on a restructuring . The OTS amount net of the value of the Cumulative Preference shares is considered to be principal amount waiver and the entire interest outstanding as per books is considered to be waived and has been reduced from the brought forward losses.

8. In the opinion of the management, current assets, loans and advances will realise the values as stated in the Balance Sheet, if realised in the normal course of business.

9. All bank balances (except BOI.Canara Bank,ICICI-18031,IOB-l 12,Statebankof Travancore and State Bank of India) are subject to reconciliation and confirmation.

10. The amount of borrowing costs capitalized during the year is Rs. Nil

11. The working capital loans are subject to reconciliation and confirmation. Interest is provided on the outstanding loan amounts as per the OTS scheme.

12. As the company carries inventory of finished goods of various grade / quality, and the net realisable value of all such grade / quality are not available , the valuation is done based on the rates as certified by the Managing Director.

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Mar 31, 2010

1 Background

Prima Industries Limited (the "Company"), Indian Company registered under the Indian Companies Act, 1956. The Company was promoted primarily to manufacture Cattle Feed and also for the refining of Oil.

2 a) The term loans from the Industrial Development Bank of India are secured by way of first charge on the movable and immovable properties of the company and further guaranteed by the Managing Director of the Company.

b) The Working Capital Loans are secured by hypothecation of present and future goods, book debts and all other movable assets of the company and second charge on the fixed assets and further guaranteed by the Managing Director.

3 Companys offer for the settlement of dues to the Banks on One Time Settlement (OTS) have been approved by them.

One Time Settlement with Banks

The interest amount waived by the banks as per the Scheme has been reduced from the brought forward losses and the principal amount waived were credited to the Capital Reserves.

The OTS amount for the Term Loan includes the value of Cumulative Redeemable Preference Shares allotted to the Bank, against overdue interest upto 31/03/2001 and converting the outstanding Principal amount and converting the present value of savings on account of reduction in rate on a restructuring . The OTS amount net of the value of the Cumulative Preference shares is considered to be principal amount waiver and the entire interest outstanding as per books is considered to be waived and has been reduced from the brought forward losses.

4 Investments Rs. 1,00,000.00 represents 20 "IDBI growing interest Bond , 1998" of face value Rs. 5000/- each.

5 In the opinion of the management, current assets, loans and advances will realise the values as stated in the Balance Sheet, if realised in the normal course of business.

6. All bank balances (except federal Bank - II8402UUI5648,1C1C1-U262O5U0U292, Indian Overseas Bank A/c No 352 and State Bank of India) are subject to reconciliation and confirmation.

7 The amount of borrowing costs capitalized during the year is Rs. Nil

8 The term loans and working capital loans are subject to reconciliation and confirmation. Interest is provided on the outstanding loan amounts as per the OTS scheme.

As the company carries inventory or timsnea gooas oi various grade / quality, and me net realisable value ot an

9 such grade / quality are not available , the valuation is done based on the rates as certified by the Managing Director.

10 Contingent liabilities not provided for

2009-10 2008-09

a) - Sales Tax demand disputed by the Company 9,007,329 9,007,329

- Central Sales Tax demand disputed by the company 54,406 54,406

- Penalty disputed by the company 2,994,080 2,994,080

b) Estimated amount of contracts remaining to be executed on capital account and not provided for Nil Nil

15 Disclosure in respect of Related Parties pursuant to Accounting Standard 18

1 List of Related Parties

Parties where control exists - Nil

II. Other Related parties with whom the Company has entered into transactions during the year

i) Associates For details on the Related Party Transactions, Please Refer Annexure 2

ii) Key Managerial Personnel and Enterprises having common Key Management Personnel or their relatives : Key Managerial Personnel :

Shri Sanjay Gupta - Managing Director

Shri S K Gupta - Chairman

11 Additional information pursuant to the provision of part II of schedule VI to the Companies Act,1956.

I Licensed and Installed Capacity and Production (Previous Years Figures are in brackets) (Installed capacity being a technical matter is as certified by the Managing Director and accepted by the auditors)

Licensed N.A.

Installed Oil Extraction 500TPD

(500TPD) Refining 50TPD

(50TPD)

CPD 5TPD

(5TPD)

12 CIF value of imports Nil Nil

13 Taxation

1 Provision for Current Tax :

The company does not have any income tax liability during the year.

2 Deferred Taxation

The company has not recognised the Deferred Tax Asset as it is not anticipated to generate enough profits to set off the losses in the forseeable future. Consequently, the deferred tax liability for the year has also not been considered in the accounts as it would only set off a part of the unrecognised deferred tax asset.

14 Applicability of Accounting Standards

"The company is a Level 1 Enterprise as defined in the General instructions in respect of Accounting Standards notified under the Companies Act, 1956. Accordingly the company has complied with the Accounting Standards as applicable to a Level 1 Enterprise.

15 Previous years figures have been re-grouped/recast whereever necessary to suit current year layout.