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Notes to Accounts of Ramkrishna Forgings Ltd.

Mar 31, 2023

c) Pursuant to the Special Resolution passed by the Shareholders of the Company by way of Postal Ballot through electronic means, the Company has sub-divided its equity share of face value '' 10/- ('' Ten only) each fully paid up, into 5 (five) equity shares of face value '' 2/- ('' Two only) each fully paid-up, effective from March 15, 2022. This has been considered for calculating weighted average number of equity shares for all periods presented, as per Ind AS 33-Earnings Per Share.

d) The Company had given advances to M/s. Ramkrishna Forgings Limited Employee Welfare Trust ("the trust") which would be recovered from the trust on issue of the shares, under Ramkrishna Forgings Limited - Employee Stock Option Plan 2015 (RKFL ESOP Scheme 2015), to the employees in terms of the scheme. The amount of advance paid to Ramkrishna Forgings Trust as at March 31,2023 is '' 64.51 lakhs (March 31,2022: '' 184.51 lakhs) which has been disclosed under ''Other Financial Assets - Others'' (refer note 10 and 39)

e) Terms/ rights attached to equity shares

The company has only one class of equity shares having par value of '' 2/- per share (March 31, 2022: '' 2/- each). Each holder of equity shares is entitled to one vote per share. The company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

In the event of liquidation of the company, the holders of equity shares will be entitled to receive 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."

f) The Company being ultimate holding company, there are no shares held by any other holding, ultimate holding company and their subsidiaries / associates. Details of shareholders holding more than 5% shares in the Company is given as below:

Equity Share of '' 2/- (March 31,2022 : '' 2/-) each issued, subscribed and fully paid

On October 26, 2022, the Company has allotted 46,00,000 warrants, each convertible into one equity share, on preferential basis at an issue price of '' 205/- each, upon receipt of 25% of the issue price (i.e. '' 51.25 per warrant) as warrant subscription money amounting to '' 2,357.50 Lakhs. Balance 75% of the issue price (i.e. '' 153.75 per warrant) amounting to '' 7,072.50 Lakhs shall be payable within 18 months from the allotment date, at the time of exercising the option to apply for fully paid-up equity share of '' 2/- each of the Company, against each warrant held by the warrant holder. During the year, the amount raised, as aforesaid has been fully utilised for the purposes for which the funds were raised.

The Company, during the year, has complied with provisions of sections 62 and 42 of the Companies Act, 2013 in respect of preferential issue of warrants, which is convertible into equity shares within 18 months from the date of allotment of the warrants. The funds raised by way of allotment money of warrants have been used for the purposes for which the funds were raised. The Company has not made any preferential allotment of shares /fully or partially or optionally convertible debentures during the year.

g) Retained earnings

Retained Earnings are the profits and gains that the Company has earned till date, less any transfer to general reserve, dividends or other distributions paid to shareholders.

Time to Maturity: Time to Maturity / Expected Life of options is the period for which the Company expects the options to be live.

Expected dividend yield: Expected dividend yield has been calculated as an average of dividend yields for five financial years preceding the date of the grant.

33. Leases Company as a lessee

The Company has lease contracts for various items of plant, machinery, and other equipment used in its operations. Leases of plant and machinery generally have lease terms of 5 years, while leasehold lands generally have lease terms between 30 and 99 years.

The Company also has certain leases of buildings with lease terms of 12 months or less. The Company applies the ''short-term lease'' recognition exemptions for these leases.

34. Segment information

The Company is into manufacturing of forging components and the management reviews the performance of the Company as a single operating segment "Forging components" in accordance with Ind AS 108 "Operating Segments" notified pursuant to Companies (Accounting Standards) Rule, 2015. The Company has presented segment information in the consolidated financial statements. Accordingly, in accordance with paragraph 4 of Ind AS 108 no separate segment information has been furnished herewith.

35. Contingent Liabilities and Commitments:

As at

As at

March 31, 2023

March 31, 2022

A. Contingent Liabilities / claims against the Company not acknowledged as debts

(i). Electricity

-

45.24

(ii). Excise/Service tax demands - matters under dispute

1,393.30

1,393.30

(iii). Sales tax demands - matters under dispute

-

583.39

(iv). Goods and Service Tax - matters under dispute

45.11

-

(v). Bank Guarantees

5,567.63

5,567.63

(vi). Guarantees given by the Company on behalf of subsidiary Companies #

8,343.40

2,235.00

# The Outstanding financial obligation in the book of subsidiary M/s. Globe Al

India Services

Limited (Formerly

known as Globe Forex & Travel Ltd.) as on March 31, 2023 is '' 5,551.04 lakhs

(March 31, 2022:

'' 635.98 lakhs).

The Outstanding short term loan in the book of subsidiary M/s. Ramkrishna Forgings LLC, USA as on March 31,2023 is '' 1,643.40 lakhs

(March 31,2022: '' Nil).

B. Capital and other commitments

(i). Estimated amount of contracts remaining to be executed on capital account and

32,027.05

15,695.59

not provided for (Net of advance).

(ii). Other commitments *

10,000.00

-

* The Board of Directors of the Company in its meeting dated December 14, 2022 has approved an investment to acquire upto 51% voting rights of TSUYO Manufacturing Private Limited, a Make-In-India start-up company engaged in powertrain solutions for electric

vehicles.

The fair values of financial assets and liabilities are included at the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Methods and assumptions used to estimate the fair values are consistent with those used for the year ended March 31,2022.

The management has assessed that the fair values of trade receivables, cash and bank balances, loans, other financial assets, Trade Payables, Borrowings (including interest accrued), lease liabilities and Other Financial Liabilities approximate to their respective carrying amounts largely due to the short-term maturity of these instruments. Further, management has also assessed the carrying amount of certain loans bearing floating interest rates which are a reasonable approximation of their respective fair values and any difference between their carrying amounts and fair values is not expected to be significant.

For financial assets carried at fair value, the carrying amounts are equal to their respective fair values.

B. Fair value hierarchy:

The Company uses the following hierarchy for determining and/or disclosing the fair value of financial instruments by valuation techniques:

(i) Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.

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

(iii) Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

Fair valuation method and assumptions:

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

i) The fair value of derivative financial instruments is determined based on observable market inputs including currency spot and forward rates, yield curves, currency volatility etc. These derivatives are estimated by using the pricing models, where the inputs to those models are based on readily observable market parameters, contractual terms, period to maturity, maturity parameters and foreign exchange rates. These models do not contain a high level of subjectivity as the valuation techniques used do not require significant judgement, and inputs thereto are readily observable from market rates. The said valuation has been carried out by the counter party with whom the contract has been entered with and management has evaluated the credit and non-performance risks associated with the counterparties and believes them to be insignificant and not requiring any credit adjustments

ii) There has been no transfer between Level 1, Level 2 and Level 3 during the above periods.

iii) In determining fair value measurement, the impact of potential climate-related matters, including legislation, which may affect the fair value measurement of assets and liabilities in the financial statements has been considered. These risks in respect of climate-related matters are included as key assumptions where they materially impact the measure of recoverable amount, These assumptions have been included in the cash-flow forecasts in assessing value-in-use amounts.

At present, the impact of climate-related matters is not material to the Company''s financial statements.

41. Financial Risk Management Objectives and Policies:

The Company''s principal financial liabilities comprises borrowings, trade and other payables and other financial liabilities. The main purpose of these financial liabilities is to finance and support the operations of the Company. The Company''s principal financial assets include trade and other receivables, loans and cash and cash equivalents that derive directly from its operations.

The Company''s business activities are exposed to a variety of risks including liquidity risk, credit risk and market risk. The Company seeks to minimize potential adverse effects of these risks on its financial performance and capital. Financial risk activities are identified, measured and managed in accordance with the Company''s policies and risk objectives which are summarized below and are reviewed by the senior management.

(A) Credit risk

Credit risk refers to risk of financial loss to the Company if customers or counterparties fail to meet their contractual obligations. The Company is exposed to credit risk from its operating activities (mainly trade receivables).

(a) Trade Receivables

Customer credit risk is managed by the respective departments subject to the company''s established policies, procedures and controls relating to customer credit risk management. Customer credit risk is managed by the Company through its established policies and procedures which involve setting up credit limits based on credit profiling of individual customers, credit approvals for enhancement of limits and regular monitoring of important developments viz. payment history, change in credit rating, regulatory changes, industry outlook etc. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets disclosed in refer note 8. Outstanding receivables are regularly monitored and an impairment analysis is performed at each reporting date on an individual basis for each major customer. On account of adoption of Ind AS 109, the Company uses expected credit loss model to assess the impairment loss or reversal thereof.

(b) Deposits and financial assets (Other than trade receivables):

Credit risk from balances with banks is managed by the Company''s treasury department in accordance with the Company''s policy.

(B) Liquidity Risk

Liquidity risk implies that the Company may not be able to meet its obligations associated with its financial liabilities. The Company manages its liquidity risk on the basis of the business plan that ensures that the funds required for financing the business operations and meeting financial liabilities are available in a timely manner and in the currency required at optimal costs. The Management regularly monitors rolling forecasts of the Company''s liquidity position to ensure it has sufficient cash on an ongoing basis to meet operational fund requirements.

Additionally, the Company has committed fund and non-fund based credit lines from banks which may be drawn anytime based on Company''s fund requirements. The Company endeavours to maintain a cautious liquidity strategy with positive cash balance and undrawn bank lines throughout the year.

(C) Market Risk

Market risk is the risk that the fair value of future cash flow of financial instruments may fluctuate because of changes in market conditions. Market risk broadly comprises three types of risks namely foreign currency risk, interest rate risk and price risk (for commodities) . The above risks may affect the Company''s income and expense and profit. The Company''s exposure to and management of these risks are explained below.

(i) Foreign currency risk

The Company operates in international markets and therefore is exposed to foreign currency risk arising from foreign currency transactions. The exposure relates primarily to the Company''s operating activities (when the revenue or expense is denominated in foreign currency) and borrowings in foreign currencies. Majority of the Company''s foreign currency transactions are in USD and Euro, while the rest are in GBP The imports are only in respect of capital goods, and are denominated in USD, Euro and JPY. The risk is measured through forecast of highly probable foreign currency cash flows.

The risk of fluctuations in foreign currency exchange rates on its financial liabilities including trade and other payables etc, which are mainly in US Dollars , are mitigated through the natural hedge, as Company''s export sales are predominantly in US dollars and such economic exposure through trade and other receivables in US dollars provide natural alignment. Hence, a reasonable variation in the Foreign exchange rate would not have much impact on the profit / equity of the Company.

The Company is exposed to interest rate risk on short-term and long-term floating rate instruments. The borrowings of the Company are principally denominated in Indian Rupees, Euro, Japanese Yen and US dollars with a mix of fixed and floating rates of interest. The Company has a policy of selectively using interest rate swaps and other derivative instruments to manage its exposure to interest rate movements. These exposures are reviewed by appropriate levels of management on a regular basis. The majority of the borrowings are at floating rates and its future cash flows will fluctuate because of changes in market interest rates.

(iii) Commodity Price Risk

Commodity price risk results from changes in market prices for raw materials, mainly steel in the form of rounds and billets which forms the largest portion of Company''s cost of sales.

The principal raw materials for the Company products are alloy and carbon steel which are purchased by the Company from the approved list of suppliers. Most of the input materials are procured from domestic vendors. Further, a significant portion of the Company''s volume is sold based on price adjustment mechanism which allows for recovery of the changed raw material cost from its customers.

No changes were made in the objectives policies or processes for managing capital during the year ended March 31, 2023 and year ended March 31,2022.

43. Employee Benefits a) Gratuity plan Funded scheme

The Company has a defined benefit gratuity plan for its employees ("Gratuity Scheme"). The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the Act, every employee who has completed five years of service is entitled to specific benefit. The level of benefits provided depends on the employee''s length of service and salary at retirement age. Every employee who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn) for each completed year of service as per the provisions of the Payment of Gratuity Act, 1972. The scheme is funded with an insurance company.

As per Ind AS 19 "Employee Benefits" the disclosures of Employee Benefits as defined in the Standard are given below: Statement of Profit and Loss :

Net employee benefits expense (recognised in Employee Cost)

Description of Risk Exposures

Valuations are performed on certain basic set of pre-determined assumptions and other regulatory framework which may vary over time. Thus, the Company is exposed to various risks in providing the above gratuity benefit which are as follows:

Interest Rate risk: The plan exposes the Company to the risk of fall in interest rates. A fall in interest rates will result in an increase in the ultimate cost of providing the above benefit and will thus result in an increase in the value of the liability (as shown in financial statements).

Liquidity Risk: This is the risk that the Company is not able to meet the short-term gratuity payouts. This may arise due to non availability of enough cash / cash equivalent to meet the liabilities or holding of illiquid assets not being sold in time.

Salary Escalation Risk: The present value of the defined benefit plan is calculated with the assumption of salary increase rate of plan participants in future. Deviation in the rate of increase of salary in future for plan participants from the rate of increase in salary used to determine the present value of obligation will have a bearing on the plan''s liability.

Demographic Risk: The Company has used certain mortality and attrition assumptions in valuation of the liability. The Company is exposed to the risk of actual experience turning out to be worse compared to the assumption.

Regulatory Risk: Gratuity benefit is paid in accordance with the requirements of the Payment of Gratuity Act, 1972 (as amended from time to time). There is a risk of change in regulations requiring higher gratuity payouts (e.g. Increase in the maximum limit on gratuity of '' 20.00 lakhs).

Asset Liability Mismatching or Market Risk: The duration of the liability is longer compared to duration of assets, exposing the Company to market risk for volatilities/fall in interest rate.

Investment Risk: The probability or likelihood of occurrence of losses relative to the expected return on any particular investment.

The asset allocation for plan assets is determined based on the investment criteria prescribed under the relevant regulations. b) Provident Fund:

Contribution towards provident fund are recomputed as expenses in the statement of profit and loss. The Company has a defined contribution plan. Under the defined contribution plan, provident fund is contributed to the Government administered provident fund. The Company has no further contractual nor any constructive obligation, other than the contribution payable to the provident fund. The expense recognised during the period towards defined contribution plan is '' 717.53 Lakhs (March 31,2022: '' 589.24 Lakhs)

The Company has investment in Globe All India Services Limited (formerly known as Globe Forex & Travel Limited;”Subsidiary Company") amounting to '' 1,909.82 lakhs as at March 31, 2023 (March 31, 2022: '' 1,909.82 lakhs). The Subsidiary Company has net worth of '' 1,063.06 lakhs as at March 31, 2023 (March 31,2022: '' 637.76 lakhs). On the basis of future projections, the Company is confident of subsidiary company''s ability to generate profits and sufficient cash flows to fulfill all its obligations and accordingly believes that no impairment is required in respect of such investments.

49. Other Statutory Information

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

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

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

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

50. The figures for the corresponding previous year have been the regrouped/reclassified wherever necessary to confirm to current year presentation.

Significant Accounting Policies 2

The accompanying notes form an integral part of these standalone financial statements


Mar 31, 2022

8.1: Trade receivables are non-interest bearing and are generally received within 180 days.

8.2: The carrying amount of trade receivables may be affected by the changes in the credit risk of the counterparties as well as the currency risk as explained in Refer note 41A.

8.3: No trade receivables are due from directors or other officers of the Company either severally or jointly with any other person.

8.4: For lien / charge against trade receivables, Refer note 18.2.

8.5: Includes receivable from subsidiary March 31, 2022 : '' 6,560.85 lakhs (March 31, 2021 : '' 1,502.63 lakhs) (Refer note 39).

10.1. Refer note 40 for determination of fair value.

10.2 @i. The Company during the year ended March 31,2022 has sold certain items of Property, plant and equipment (PPE) to Rent Alpha Limited for a consideration of '' 2,375.58 lakhs (including goods and service tax). Rent Alpha Limited has subsequently leased back such items to the Company for fixed lease rentals. As at March 31,2022 the said amount is receivable from Rent Alpha Limited.

ii. Also includes receivable from the subsidiary of the Company '' 517.56 lakhs (March 31, 2021 : '' 426.65 lakhs), being expenses incurred on behalf of Ramkrishna Aeronautics Pvt. Ltd. and reimbursable from them.

a. In view of profitability projections (considering additional contribution from new plants) the company expects that there would be sufficient taxable income in future periods to utilize MAT credit entitlements.

b. The Company has not yet exercised the option permitted under Section 115BAA of the Income-tax Act, 1961 as introduced by the Taxation Laws (Amendment) Ordinance, 2019. However, the Company expects to be in lower tax regime after two years and accordingly the Deferred Tax Liabilities (net) as at March 31,2022 have been re-measured. Consequently, tax expense for year ended March 31, 2022 includes a credit of '' 2,307.41 lakhs towards reversal of deferred tax liabilities.

* Includes deferred tax assets created on Government grant.

a) The Board of Directors, at their meeting held on January 18, 2022 recommended for the sub-division of equity share of the Company from existing face value of '' 10/- ('' Ten only) each fully paid up, into 5 (five) equity shares of face value '' 2/- ('' Two only) each fully paid-up and the same has been approved by the shareholders through Postal Ballot on February 25, 2022. The Committee at their meeting held on February 26, 2022 fixed the record date of March 15, 2022 for subdivision of equity shares and accordingly equity shares of the Company of '' 10/- '' Ten only) each fully paid up have been subdivided into 5 (five) equity shares of face value '' 2/- ('' Two only) each fully paid-up, effective from March 15, 2022.

b) The Company bought back 6,74,993 equity shares (representing 2.07% of the of pre buy back paid up equity share capital of the company) during the financial year 2020-2021 of face value '' 10/- each at an average price of '' 191.85 per equity share aggregating to ''1,295.01 lakhs (including transaction costs).

c) The Company had given advances to M/s. Ramkrishna Forgings Limited Employee Welfare Trust ("the trust") which would be recovered from the trust on issue of the shares, under Ramkrishna Forgings Limited - Employee Stock Option Plan 2015 (RKFL ESOP Scheme 2015), to the employees in terms of the scheme. The amount of advance paid to Ramkrishna Forgings Trust as at March 31,2022 is '' 184.51 lakhs (March 31,2021: '' 281.41 lakhs) which has been disclosed under ''Other Financial Assets - Others'' (refer note 10 and 39).

d) Terms/ rights attached to equity shares

The company has only one class of equity shares having par value of '' 2/- per share (March 31,2021: '' 10/- each). Each holder of equity shares is entitled to one vote per share. The company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

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

General reserve

Under the erstwhile Companies Act 1956, general reserve was created through an annual transfer of net profit at a specified percentage in accordance with applicable regulations. Consequent to introduction of Companies Act 2013, the requirement to mandatorily transfer a specified percentage of the net profit to general reserve has been withdrawn though the Company may transfer such percentage of its profits for the financial year as it may consider appropriate. Declaration of dividend out of such reserve shall not be made except in accordance with rules prescribed in this behalf under the Act.

Employee''s Stock Options Outstanding Reserve (ESOP)

Employee''s Stock Options Outstanding is a stock option granted to specified employees of the Company. It offers option''s holder the right but not an obligation to purchase shares of the Company on fulfilment of conditions mentioned in ESOP scheme at the price decided at the time of grant of options. (Refer note 32 )

18.1. The Company''s bank loan agreements contain compliance with certain financial ratios which are not met as at and for the year ended March 31,2022 in respect of one bank. On the basis of its past track record of timely interest and principal repayment, the Company, as at year end March 31,2022, had written to its concerned lender for condonation of the non compliance with such ratio and is confident of obtaining waiver letter from such bank. Accordingly no adjustment has been made in the financial statements as regards to classification of such loans and they continue to get classified as current / non current as per the original terms of the loan agreement.

** The Board of Directors, at their meeting held on January 18, 2022 recommended for the sub-division of equity share of the Company from existing face value of '' 10/- ('' Ten only) each fully paid up, into 5 (five) equity shares of face value '' 2/-('' Two only) each fully paid-up and the same has been approved by the shareholders through Postal Ballot on February 25, 2022. The Committee at their meeting held on February 26, 2022 fixed the record date of March 15, 2022 for subdivision of equity shares and accordingly equity shares of the Company of '' 10/- ('' Ten only) each fully paid up have been subdivided into 5 (five) equity shares of face value '' 2/- ('' Two only) each fully paid-up, effective from March 15, 2022. This has been considered for calculating weighted average number of equity shares for all periods presented, as per Ind AS 33-Earnings Per Share.

32. Ramkrishna Forgings Limited - Employee Stock Option Plan 2015 (RKFL ESOP Scheme 2015)

The Board of Directors at its meeting held on August 7, 2015, approved the Employee Stock Option Scheme 2015 ("ESOP Scheme 2015”) for the grant upto 700000 stock option to its permanent employees working in India and wholetime Directors of the Company, in one or more tranches. Each option would be converted into one fully paid-up equity share of '' 10/- each of the Company. The same was approved by the members in the 33rd Annual General Meeting of the Company held on September 12, 2015. The ESOP Scheme 2015 shall be administered by the Nomination and Remuneration Committee through the Ramkrishna Forgings Limited Employee Welfare Trust.. The Scheme was further amended in the 34th Annual General Meeting held on September 24, 2016 wherein the exercise price per share was reduced from '' 505.58 per share to '' 400/- per share.

Volatility: The historical volatility over the expected life has been considered to calculate the fair value.

Risk-free rate of return: The risk-free interest rate being considered for the calculation is the interest rate applicable for a maturity equal to the expected life of the options based on the zero-coupon yield curve for Government Securities.

Exercise Price: Exercise Price of each specific grant has been considered.

Time to Maturity: Time to Maturity / Expected Life of options is the period for which the Company expects the options to be live.

Expected dividend yield: Expected dividend yield has been calculated as an average of dividend yields for five financial years preceding the date of the grant.

I 33- Leases Company as a lessee

The Company has lease contracts for various items of plant, machinery, and other equipment used in its operations. Leases of plant and machinery generally have lease terms of 5 years, while leasehold lands generally have lease terms between 30 and 99 years.

The Company also has certain leases of buildings with lease terms of 12 months or less. The Company applies the ''shortterm lease'' recognition exemptions for these leases.

The Company had total cash outflows for leases of '' 537.71 lakhs (March 31,2021: '' 190.93 lakhs).

Sale and Leaseback Transaction

During the year, the Company has sold certain items ofProperty, plant and equipment to a customer for a total consideration of'' 2,013.20 lakhs (excluding GST '' 362.38 lakhs) and entered into a leaseback agreement with the same customer considering the lease payment schedule as per lease agreement dated March 31,2022, the Company has recognised:

a) '' 1,815.19 lakhs as Right of Use Asset,

b) '' 2,013.20 lakhs as lease liability.

34. Segment Information

The Company is into manufacturing of forging components and the management reviews the performance of the Company as a single operating segment "Forging components” in accordance with Ind AS 108 "Operating Segments" notified pursuant to Companies (Accounting Standards) Rule, 2015. The Company has presented segment information in the consolidated financial statements. Accordingly, in accordance with paragraph 4 of Ind AS 108 no separate segment information has been furnished herewith.

Contingent Liabilities and Commitments:

A. Contingent Liabilities / claims against the Company not acknowledged as debts

As at

March 31, 2022

As at

March 31, 2021

(i). Electricity

45.24

45.24

(ii). Excise/Service tax demands - matters under dispute

1,393.30

1,393.30

(iii). Sales tax demands - matters under dispute

583.39

603.16

(iv). Bank Guarantees

5,567.63

5,567.63

(v). Guarantees given by the Company on behalf of subsidiary

2,235.00

2,650.00

# The Outstanding short term loan in the book of subsidiary M/s. Globe All India Services Limited (Formerly known as Globe Forex & Travel Ltd.) as on March 31, 2022 is '' 635.98 lakhs (March 31, 2021: '' 1,996.87 lakhs).

B. Capital and other commitments

(i). Estimated amount of contracts remaining to be executed on capital account and not provided for (Net of advance).

15,695.59

15,025.83

Note

# Excludes leave encashment and gratuity which is based on actuarial valuation provided on overall Company basis. The Chairman and Managing Director of the Company have opted not to take Leave encashment / Gratuity benefit from the Company and accordingly not accounted for in the books.

* The Independent Directors have been considered as Key Management Personnel only for above reporting as per the requirements of Ind AS 24 - Related Party Disclosures.

** The Outstanding short term loan in the book of subsidiary M/s. Globe All India Services Limited (Formerly known as Globe Forex & Travel Ltd.) as on March 31,2022 is '' 635.98 lakhs (March 31,2021: ''1,996.87 lakhs).

$ Dividend paid to Mr. Alok Kedia '' 30.00 (March 31,2021: '' Nil)

*** Expenses receivable includes amount of '' 14.05 lakhs (March 31,2021: '' 25.29 lakhs) paid as legal fees to Khaitan and Co LLP, on behalf of the subsidiary.

**** The bank guarantee given by the company to a third party on behalf of the subsidiary.

***** The sales to and purchases from related parties are made on terms equivalent to those that prevail in arm''s length transactions. Outstanding balances at the year-end are unsecured and interest free and settlement occurs in cash.

IB. Fair value hierarchy:

The Company uses the following hierarchy for determining and/or disclosing the fair value of financial instruments by valuation techniques:

(i) Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.

(ii) Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability,

either directly (i.e., as prices) or indirectly (i.e., derived from prices).

(iii) Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

Fair valuation method and assumptions:

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

i ) The fair value of derivative financial instruments is determined based on observable market inputs including currency

spot and forward rates, yield curves, currency volatility etc. These derivatives are estimated by using the pricing models, where the inputs to those models are based on readily observable market parameters, contractual terms, period to maturity, maturity parameters and foreign exchange rates. These models do not contain a high level of subjectivity as the valuation techniques used do not require significant judgement, and inputs thereto are readily observable from market rates. The said valuation has been carried out by the counter party with whom the contract has been entered with and management has evaluated the credit and non-performance risks associated with the counterparties and believes them to be insignificant and not requiring any credit adjustments

ii) There has been no transfer between Level 1, Level 2 and Level 3 during the above periods.

I 41. Financial Risk Management Objectives and Policies:

I The Company''s principal financial liabilities comprises borrowings, trade and other payables and other financial liabilities. The main purpose of these financial liabilities is to finance and support the operations of the Company. The Company''s principal financial assets include trade and other receivables, loans and cash and cash equivalents that derive directly from its operations.

The Company''s business activities are exposed to a variety of risks including liquidity risk, credit risk and market risk. The Company seeks to minimize potential adverse effects of these risks on its financial performance and capital. Financial risk activities are identified, measured and managed in accordance with the Company''s policies and risk objectives which are summarized below and are reviewed by the senior management.

(A) Credit risk

Credit risk refers to risk of financial loss to the Company if customers or counterparties fail to meet their contractual obligations. The Company is exposed to credit risk from its operating activities (mainly trade receivables).

(i) Credit risk management (a) Trade Receivables

Customer credit risk is managed by the respective departments subject to the company''s established

policies, procedures and controls relating to customer credit risk management. Customer credit risk is managed by the Company through its established policies and procedures which involve setting up credit limits based on credit profiling of individual customers, credit approvals for enhancement of limits and regular monitoring of important developments viz. payment history, change in credit rating, regulatory changes, industry outlook etc. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets disclosed in refer note 8. Outstanding receivables are regularly monitored and an impairment analysis is performed at each reporting date on an individual basis for each major customer. On account of adoption of Ind AS 109, the Company uses expected credit loss model to assess the impairment loss or reversal thereof

(b) Deposits and financial assets (Other than trade receivables):

Credit risk from balances with banks is managed by the Company''s treasury department in accordance with the Company''s policy.

(B) Liquidity Risk

Liquidity risk implies that the Company may not be able to meet its obligations associated with its financial liabilities. The Company manages its liquidity risk on the basis of the business plan that ensures that the funds required for financing the business operations and meeting financial liabilities are available in a timely manner and in the currency required at optimal costs. The Management regularly monitors rolling forecasts of the Company''s liquidity position to ensure it has sufficient cash on an ongoing basis to meet operational fund requirements.

Additionally, the Company has committed fund and non-fund based credit lines from banks which may be drawn anytime based on Company''s fund requirements. The Company endeavours to maintain a cautious liquidity strategy with positive cash balance and undrawn bank lines throughout the year.

(C) Market Risk

Market risk is the risk that the fair value of future cash flow of financial instruments may fluctuate because of changes in market conditions. Market risk broadly comprises three types of risks namely foreign currency risk, interest rate risk and price risk (for commodities) . The above risks may affect the Company''s income and expense and profit. The Company''s exposure to and management of these risks are explained below.

(i) Foreign currency risk

The Company operates in international markets and therefore is exposed to foreign currency risk arising from foreign currency transactions. The exposure relates primarily to the Company''s operating activities (when the revenue or expense is denominated in foreign currency), borrowings in foreign currencies. Majority of the Company''s foreign currency transactions are in USD while the rest are in EURO, JPY and GBP The major imports are only in respect of capital goods. The risk is measured through forecast of highly probable foreign currency cash flows.

The risk of fluctuations in foreign currency exchange rates on its financial liabilities including trade and other payables etc, which are mainly in US Dollars , are mitigated through the natural hedge, as Company''s export sales are predominantly in US dollars and such economic exposure through trade and other receivables in US dollars provide natural alignment. Hence, a reasonable variation in the Foreign exchange rate would not have much impact on the profit/ equity of the Company.

(ii) Interest rate risk

The Company is exposed to interest rate risk on short-term and long-term floating rate instruments. The borrowings of the Company are principally denominated in Indian Rupees, Euro, Japanese Yen and US dollars with a mix of fixed and floating rates of interest. The Company has a policy of selectively using interest rate swaps and other derivative instruments to manage its exposure to interest rate movements. These exposures are reviewed by appropriate levels of management on a regular basis. The majority of the borrowings are at floating rates and its future cash flows will fluctuate because of changes in market interest rates.

(iii) Commodity Price Risk

Commodity price risk results from changes in market prices for raw materials, mainly steel in the form of rounds and billets which forms the largest portion of Company''s cost of sales.

The principal raw materials for the Company products are alloy and carbon steel which are purchased by the Company from the approved list of suppliers. Most of the input materials are procured from domestic vendors. Further, a significant portion of the Company''s volume is sold based on price adjustment mechanism which allows for recovery of the changed raw material cost from its customers.

42. Capital Management

For the purposes of the Company''s capital management, capital includes issued capital, free reserves and borrowed capital less reported cash and cash equivalents. The primary objective of the Company''s capital management is to maintain an efficient capital structure to reduce the cost of capital, support the corporate strategy and to maximise shareholder''s value. The Company''s policy is to borrow primarily through banks to maintain sufficient liquidity. The Company also maintains certain undrawn committed credit facilities to provide additional liquidity. These borrowings, together with cash generated from operations are utilised for operations of the Company. The Company monitors capital on the basis of cost of capital.

43. Employee Benefits a) Gratuity plan Funded scheme

The Company has a defined benefit gratuity plan for its employees ("Gratuity Scheme"). The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the Act, every employee who has completed five years of service is entitled to specific benefit. The level of benefits provided depends on the employee''s length of service and salary at retirement age. Every employee who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn) for each completed year of service as per the provisions of the Payment of Gratuity Act, 1972. The scheme is funded with an insurance company.

b) Provident Fund:

Contribution towards provident fund are recomputed as expenses in the statement of profit and loss. The Company has a defined contribution plan. Under the defined contribution plan, provident fund is contributed to the Government administered provident fund. The Company has no further contractual nor any constructive obligation, other than the contribution payable to the provident fund. The expense recognised during the period towards defined contribution plan is '' 589.24 Lakhs (March 31,2021: '' 462.06 Lakhs)

The Board of Directors have proposed dividend of '' 0.20 per shares on Equity Shares of '' 2/- each after the balance sheet date which are subject to approval by the shareholders at the Annual General Meeting. Refer note 45 for details.

48. The Company has investment in Globe All India Services Limited (formerly known as Globe Forex & Travel Limited; "Subsidiary Company") amounting to '' 1,909.82 lakhs as at March 31, 2022 (March 31, 2021: '' 1,909.82 lakhs). The Subsidiary Company has been incurring losses. On the basis of future projections, the Company is confident of subsidiary company''s ability to generate profits and sufficient cash flows to fulfill all its obligations and accordingly believes that no impairment is required in respect of such investments.

49. The outbreak of Corona virus (COVID-19) pandemic globally and in India had caused significant disturbance and slowdown of economic activity. While the pandemic situation has improved significantly in this last nine months of the current year, the Company has taken into account the possible impact of COVID-19 in preparation of the standalone financial statements, including its assessment of recoverability of the carrying value of property, plant and equipment, intangible assets and deferred tax assets (including MAT credit) based on internal and external information upto the date of approval of these standalone financial statements and current indicators of future economic conditions. Further, management has assessed its liquidity position as on March 31, 2022 and does not anticipate any challenge in the Company''s ability to continue as a going concern. As at date of the balance sheet, the management does not anticipate any adverse impact of the pandemic on it''s business in foreseeable future.

50. Other Statutory Information

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

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

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

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

51. The figures for the corresponding previous year have been the regrouped/reclassified wherever necessary to confirm to current year presentation.


Mar 31, 2018

1. Company Overview

Ramkrishna Forgings Limited (“the Company”) is a Public Company domiciled in India and incorporated under the provisions of the companies act applicable in India. Its shares are listed on National Stock Exchange of India (NSE) and Bombay Stock Exchange (BSE). The registered office of the Company is located at 72, Shakespeare Sarani, Kolkata - 700 017, West Bengal, India.

The Company is primarily engaged in manufacturing and sale of forged components of automobiles, railway, wagons and engineering parts. The Company presently has manufacturing facilities at Jamshedpur, Gamaria, and Saraikela in Jharkhand and at Liluah in West Bengal.

These standalone financial statements were approved and authorised for issue with the resolution of the Board of Directors on May 25, 2018.

2. Basis of Preparation of Financial Statements and Significant Accounting Policies

2.1 Basis of Preparation of financial statements and compliance with Indian Accounting Standards “Ind-AS”

The financial statements of the Company have been prepared in accordance with Indian Accounting Standards (Ind AS) notified under the Companies (Indian Accounting Standards) Rules, 2015 (as amended from time to time).

For all periods up to and including the year ended March 31, 2017, the Company had prepared its Standalone financial statements in accordance with accounting standards notified under section 133 of the Companies Act 2013, read together with Rule 7 of the Companies (Accounts) Rules, 2014 (as amended, to the extent applicable) [Previous GAAP]. These financial statements for the year ended March 31, 2018 are the first the Company has prepared in accordance with “Ind-AS”. Further, in accordance with the Rules, the Company has restated its Balance Sheet as at April 1, 2016 and financial statements for the year ended and as at March 31, 2017 also as per Ind-AS. For preparation of opening balance sheet under Ind-AS as at April 1, 2016, the Company has availed exemptions and first time adoption of policies in accordance with Ind-AS 101 ““First-time Adoption of Indian Accounting Standards”“, the details of which have been explained thereof in Note 42.

The financial statements have been prepared on a going concern basis under historical cost convention and on accrual method of accounting, except for certain financial assets/ liabilities measured at fair value as described in accounting policies regarding financial instruments. The financial statements are presented in INR (which is the Company’s functional and presentation currency) and all values are rounded to the nearest lakhs (INR 1,00,000), except when otherwise indicated.

2.2 Current v/s Non Current Classification

$e Company presents assets and liabilities in the Balance Sheet based on current / non-current classification. An asset is classified as current when it is:

a. expected to be realised or intended to be sold or consumed in the normal operating cycle,

b. held primarily for the purpose of trading,

c. expected to be realised within twelve months after the reporting period, or

d. cash or cash equivalents unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period. All other assets are classified as non-current.

A liability is classified as current when:

a. it is expected to be settled in the normal operating cycle,

b. it is held primarily for the purpose of trading,

c. it is due to be settled within twelve months after the reporting period, or

d. there is no unconditional right to defer settlement of the liability for at least twelve months after the reporting period.

All other liabilities are classified as non-current.

Deferred tax assets and liabilities are classified as non-current.

The operating cycle is the time between the acquisition of assets for processing and their realisation in cash and cash equivalents. The Company has identified twelve months as its operating cycle.

3. Key Accounting Estimates & Judgements

The preparation of the Company’s financial statements requires the management to make judgements, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and 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.

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:

a. Income taxes

Deferred tax assets are recognised for unused tax losses / MAT carry forward to the extent is probable that taxable profit will be available against which the losses can be utilised. Significant management judgement is required to determine the amount of deferred tax assets that can be recognised, based upon the likely timing and the level of future taxable profits together with future tax planning strategies including amount expected to be paid / recovered for uncertain tax positions (Refer Note 10).

b. Property, Plant and Equipment and Useful Life of PPE and Intangible Assets

Property, Plant and Equipment represent a significant proportion of the asset base of the Company. The charge in respect of periodic depreciation is derived after determining an estimate of an asset’s expected useful life and the expected residual value at the end of its life. The useful lives and residual values of Company’s assets are determined by the management at the time the asset is acquired and reviewed periodically, including at each financial year end. The life based on historical experience with similar assets as well as anticipation of future events, which may impact their life, such as changes in technical or commercial obsolescence arising from changes or improvements in production or from a change in market demand of the product or service output of the asset.

c. Defined Benefit Plans

Post-employment benefits represents obligation that will be settled in future and require assumptions to project benefit obligations. Post-employment benefits accounting is intended to reflect the recognition of future benefits cost over the employee’s approximate service period, based on the terms of plans and the investment and funding decisions made. The accounting requires the Company to make assumptions regarding variables such as discount rate, rate of compensation increase and future mortality rates. Changes in these key assumptions can have a significant impact on the defined benefit obligations, funding requirements and benefit costs incurred. Refer Note 41.

d. Fair value measurement of Financial Instruments

When the fair values of financial assets and financial liabilities 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 model, which involve various judgements and assumptions.

e. Provisions and Contingencies

Legal proceedings covering a range of matters are pending against the Company. Due to the uncertainty inherent in such matters, it is often difficult to predict the final outcomes. The cases and claims against the Company often raise difficult and complex factual and legal issues that are subject to many uncertainties and complexities, including but not limited to the facts and circumstances of each particular case and claim, the jurisdiction and the differences in applicable law, in the normal course of business. The Company consults with legal counsel and certain other experts on matters related to litigations. The Company accrues a liability when it is determined that an adverse outcome is probable and the amount of the loss can be reasonably estimated. In the event an adverse outcome is possible or an estimate is not determinable, the matter is disclosed.

Additional Information:

a) These investments in equity instruments are not held for trading. Upon the application of Ind AS 109, the Company has chosen to designate these investments in equity instruments as at FVTOCI as the management believes that this provides a more meaningful presentation for long term investments, then reflecting changes in fair values immediately in statement of profit and loss. Based on the aforesaid election, fair value changes are accumulated within Equity under “Fair Value changes through Other Comprehensive Income - Equity Instruments”. The Company transfers amounts from this reserve to retained earnings when relevant equity shares are derecognized.

b) Refer Note 38 for information about fair value measurements.

c) The Outstanding Loan of Rs. 1,250.00 Lakhs as on October 31, 2016 to M/s.Globe Forex and Travels Limited was converted into 39,06,250 equity shares of Rs. 10/- each at a premium of Rs. 22/- each during the financial year 2016-2017.

* Refer Note 42C for exemption availed for valuation of Investments for first time adopters under Ind AS 101.

4.1: Trade receivables are non-interest bearing and are generally received within 180 days.

4.2: The carrying amount of trade receivables may be affected by the changes in the credit risk of the counterparties as well as the currency risk as explained in Note 39A 7.3: No trade receivables are due from directors or other officers of the Company either severally or jointly with any other person. 7.4: The carrying amount of trade receivables includes receivables which are discounted with bank on recourse basis. The Company has transferred the relevant receivables to the discounting bank in exchange for cash. However, the Company has retained the late payment and credit risk. Accordingly, the Company continues to recognise the transferred assets in entirety in its balance sheet. The amount repayable under the bill discounting arrangement are presented as borrowings. The relevant carrying amounts are as follows: 7.5: For lien / charge against trade receivables, refer Note 17.

5.1. Refer note 38 for determination of fair value

a) In view of profitability projections (considering additional contribution from new plants) the Company is confident that there would be sufficient taxable income in future periods to utilize MAT credit entitlements.

@ Includes goods-in-transit Nil (March 31, 2017: Rs.6.39 lakhs and April 1, 2016 Nil)

# Includes goods-in-transit Rs.123.19 lakhs (March 31, 2017: Nil and April 1, 2016 Nil)

Entire inventory has been hypothecated as security against certain bank borrowings of the Company as at March 31, 2018, March 31, 2017 and April 1, 2016 respectively. For more details of lien / charge against inventories, refer Note 17.

b) Terms / Rights attached to Equity Shares

The Company has one class of equity shares having a par value of Rs.10/- per share. Each share holder is eligible for one vote per share held. The dividend proposed by the Board of Director 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 amount, in proportion to their shareholding. For the year ended March 31, 2018, the Board of Directors of the Company has recommended dividend of Rs.1/- per share (Previous year Rs.1/- per share) to equity shareholders aggregating to Rs.325.92 lakhs (Previous year Rs.286.70 Lakhs). Proposed dividend is recognised in the year in which it is approved by the shareholders.

c) The Company being ultimate holding company, there are no shares held by any other holding, ultimate holding company and their subsidiaries / associates. Details of shareholders holding more than 5% shares in the Company is given as below:

d) The Company, during the year, had issued and allotted 39,21,568 equity shares of face value Rs. 10/- at an issue price of Rs. 510/- per equity share to raise Rs. 1,99,99,99,680 by way of Qualified Institutional Placement (“QIP”) under Chapter VIII of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009 thereby increasing the Issued, Subscribed and Paid-up Capital from Rs. 2,866.99 lakhs to Rs. 3,259.15 lakhs.

The purpose of fund raising was for capital expenditure for ongoing and future expansion projects, acquisition, working capital, repayment of loans and for general corporate purposes.

The expenses incurred in relation to QIP amounting to Rs. 322.26 lakhs has been adjusted from Securities Premium Account during the year ended March 31, 2018. The balance proceeds of Rs. 19,677.73 lakhs has been utilized for the purpose as mentioned above.

e) The Company during the preceding 5 years -

i. has not allotted shares pursuant to contracts without payment received in cash.

ii. has not allotted shares as fully paid up by way of bonus shares

iii. has not bought back any shares

f) There are no calls unpaid by Directors / Officers of the Company.

g) The Company has not converted any securities into equity shares /preference shares during the above financial years.

h) The Company has not forfeited any shares during the above financial years.

a) Capital Reserve

This reserve had been created on Account of capital subsidy received in the form of sales tax refund under Jharkhand Industrial Policy, 2001 and on account of forfeiture of share warrants money.

b) Securities Premium Reserve

Securities Premium Account is used to record the premium on issue of shares. The same is utilised in accordance with the provisions of The Companies Act, 2013.

@ Includes amount paid to erswhile statutory auditors amounting to Rs.8.00 Lakhs

# Includes payment to a firm of solicitors in which a director is a partner amounting to Rs.35.36 Lakhs

c) General reserve

Under the erstwhile Companies Act 1956, general reserve was created through an annual transfer of net profit at a specified percentage in accordance with applicable regulations. Consequent to introduction of Companies Act 2013, the requirement to mandatorily transfer a specified percentage of the net profit to general reserve has been withdrawn though the Company may transfer such percentage of its profits for the financial year as it may consider appropriate. Declaration of dividend out of such reserve shall not be made except in accordance with rules prescribed in this behalf under the Act.

d) Employee’s Stock Options Outstanding Reserve (ESOP)

Employee’s Stock Options Outstanding is a stock option guaranteed to specified employees of the Company. It offers option’s holder the right but not an obligation to purchase shares of the Company on fulfilment of conditions mentioned in ESOP scheme at the price decided at the time of grant of options. (Refer Note 30 )

6.1. The Company has discounted trade receivable on recourse basis of Rs.9,052.79 Lakhs as on March 31, 2018 (March 31, 2017: Rs.9,079.92 lakhs and April 01, 2016: Rs.4,983.16 Lakhs). Accordingly, the monies received on this account are shown as borrowings as the trade receivable does not meet de-recognition criteria. These are secured against the underlying debtors. Subsequent to the Balance sheet date, such balances have been fully realised by the bank. As on date the Company is not availing the above facility. Also refer Note 7.4.

6.2. Represents purchase bill discounted with bank Rs.2,567.83 lakhs (March 31, 2017: Rs. Nil and April 01, 2016: Rs. Nil)

6.3 The Company has taken borrowings in domestic and foreign currencies towards funding of its acquisitions, capital expenditure and working capital requirements. The borrowings comprise funding arrangements from various banks . The Company’s total secured borrowings and a summary of security provided by the Company are as follows -

7. Ramkrishna Forgings Limited - Employee Stock Option Plan 2015 (RKFL ESOP Scheme 2015)

The Board of Directors at its meeting held on 7th August, 2015, approved the Employee Stock Option Scheme 2015 (TheSOP Scheme 2015”) for the grant upto 7,00,000 stock option to its permanent employees working in India and wholetime Directors of the Company, in one or more tranches. Each option would be converted into one fully paid-up equity share of Rs. 10/- each of the Company. The same was approved by the members in the 33rd Annual General Meeting of the Company held on September 12, 2015. The ESOP Scheme 2015 shall be administered by the Nomination and Remuneration Committee through the Ramkrishna Forgings Limited Employee Welfare Trust. The Board of Directors at its meeting held on 7th November 2015 approved the grant of 3,23,675 options to the eligible employees of the Company. The Scheme was further amended in the 34th Annual General Meeting held on September 24, 2016 wherein the exercise price per share was reduced from Rs. 505.58 per share to Rs. 400/- per share.

Fair Valuation:

The fair value of the options used to compute net profit and earnings per share have been done by an independent valuer using Black-Scholes-Model. The details of options granted, the key assumptions and the Fair Value on the date of grant are as under:

Stock Price: Closing price on National Stock Exchange on the date of grant has been considered.

Volatility: The historical volatility over the expected life has been considered to calculate the fair value.

Risk-free rate of return: The risk-free interest rate being considered for the calculation is the interest rate applicable for a maturity equal to the expected life of the options based on the zero-coupon yield curve for Government Securities. Exercise Price: Exercise Price of each specific grant has been considered.

Time to Maturity: Time to Maturity / Expected Life of options is the period for which the Company expects the options to be live.

Expected dividend yield: Expected dividend yield has been calculated as an average of dividend yields for five financial years preceding the date of the grant.

8. Leases

Operating Leases:

The Company’s leasing agreements are in respect of lease for lands. These leasing agreements range between 30 to 99 years. The aggregate lease rental payables are charged as rent in the Statement of Profit and Loss.

9. Segment information

The Company manufactures “Forging components” and the management reviews the performance of the Company as a single operating segment in accordance with Ind AS 108 “Operating Segments” notified pursuant to Companies (Accounting Standards) Rule, 2015. The Company has presented segment information in the consolidated financial statements. Accordingly, in accordance with paragraph 4 of Ind AS 108 no separate segment information has been furnished herewith.

10. The Company has been granted certificate of registration for its in- house research and development unit of its plant located at village Baliguma, P. O. Kolabera, P.S. Saraikela, Dist Saraikela Kharswan, Jamshedpur, Jharkhand, by the Ministry of Science and Technology, Government of India. The below mentioned expenditure are related to research and development facilities of the Company.

Note

# Excludes leave encashment and gratuity which is based on actuarial valuation provided on overall Company basis.

* The Independent Directors have been considered as Key Management Personnel only for above reporting as per the requirements of Ind AS 24 - Related Party Disclosures.

** The Corporate guarantee given pertains to the outstanding loan as on March 31, 2018 is Rs. 2,182.86 lakhs (March 31, 2017: Rs. 2,118.58 lakhs, April 1, 2016: Rs. 1,874.61 lakhs).

11. Financial instruments

A. Financial Assets and liabilities:

The accounting classification of each category of financial instruments, and their carrying amounts, are set out below:

The management assessed that the fair value of cash and cash equivalents, trade receivables, derivative instruments, trade payables and other current financial assets and liabilities approximate their carrying amounts largely due to the short term maturities of these instruments.

B. Fair value hierarchy:

The Company uses the following hierarchy for determining and/or disclosing the fair value of financial instruments by valuation techniques:

(i) Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.

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

(iii) Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

$e below table summarises the categories of financial assets and liabilities as at March 31, 2018, March 31, 2017 and April 1, 2016 measured at fair value:

Fair valuation method and assumptions:

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

i ) The fair value of derivative financial instruments is determined based on observable market inputs including currency spot and forward rates, yield curves, currency volatility etc. These derivatives are estimated by using the pricing models, where the inputs to those models are based on readily observable market parameters, contractual terms, period to maturity, maturity parameters and foreign exchange rates. These models do not contain a high level of subjectivity as the valuation techniques used do not require significant judgement, and inputs thereto are readily observable from market rates. The said valuation has been carried out by the counter party with whom the contract has been entered with and management has evaluated the credit and non-performance risks associated with the counterparties and believes them to be insignificant and not requiring any credit adjustments.

ii) The Company has determined the carrying value of the non-current investment as its fair value in the absence of any available observable inputs.

iii) There has been no transfer between Level 1, Level 2 and Level 3 during the above periods.

12A Financial Risk Management Objectives and Policies:

The Company’s principal financial liabilities comprises borrowings, trade and other payables and other financial liabilities. The main purpose of these financial liabilities is to finance and support the operations of the Company. The Company’s principal financial assets include trade and other receivables, loans and cash and cash equivalents that derive directly from its operations.

The Company’s business activities are exposed to a variety of risks including liquidity risk, credit risk and market risk. The Company seeks to minimize potential adverse effects of these risks on its financial performance and capital. Financial risk activities are identified, measured and managed in accordance with the Company’s policies and risk objectives which are summarized below and are reviewed by the senior management.

(A) Credit risk

Credit risk refers to risk of financial loss to the Company if customers or counterparties fail to meet their contractual obligations. The Company is exposed to credit risk from its operating activities (mainly trade receivables).

(i) Credit risk management

(a) Trade Receivables

Customer credit risk is managed by the Company through its established policies and procedures which involve setting up credit limits based on credit profiling of individual customers, credit approvals for enhancement of limits and regular monitoring of important developments viz. payment history, change in credit rating, regulatory changes, industry outlook etc. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets disclosed in Note 7. Outstanding receivables are regularly monitored and an impairment analysis is performed at each reporting date on an individual basis for each major customer. On account of adoption of Ind AS 109, the Company uses expected credit loss model to assess the impairment loss or reversal thereof.

(b) Deposits and financial assets (Other than trade receivables):

Credit risk from balances with banks is managed by the Company’s treasury department in accordance with the Company’s policy.

(B) Liquidity Risk

Liquidity risk implies that the Company may not be able to meet its obligations associated with its financial liabilities. The Company manages its liquidity risk on the basis of the business plan that ensures that the funds required for financing the business operations and meeting financial liabilities are available in a timely manner and in the currency required at optimal costs. The Management regularly monitors rolling forecasts of the Company’s liquidity position to ensure it has sufficient cash on an ongoing basis to meet operational fund requirements.

Additionally, the Company has committed fund and non-fund based credit lines from banks which may be drawn anytime based on Company’s fund requirements. The Company endeavours to maintain a cautious liquidity strategy with positive cash balance and undrawn bank lines throughout the year.

The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross and undiscounted, and include contractual interest payments.

*The borrowings include discounted trade receivable on recourse basis of Rs. 9,052.79 Lakhs as on March 31, 2018 (March 31, 2017: Rs. 9,079.92 lakhs and April 1, 2016: Rs. 4,983.16 Lakhs). Accordingly, the monies received on this account are shown as borrowings as the trade receivable does not meet de-recognition criteria.

(C) Market Risk

Market risk is the risk that the fair value of future cash flow of financial instruments may fluctuate because of changes in market conditions. Market risk broadly comprises three types of risks namely foreign currency risk, interest rate risk and price risk (for commodities) . The above risks may affect the Company’s income and expense and profit. The Company’s exposure to and management of these risks are explained below:

(i) Foreign currency risk

The Company operates in international markets and therefore is exposed to foreign currency risk arising from foreign currency transactions. The exposure relates primarily to the Company’s operating activities (when the revenue or expense is denominated in foreign currency), borrowings in foreign currencies. Majority of the Company’s foreign currency transactions are in USD while the rest are in EURO, JPY and GBP. The major imports are only in respect of capital goods.The risk is measured through forecast of highly probable foreign currency cash flows.

The risk of fluctuations in foreign currency exchange rates on its financial liabilities including trade and other payables etc, which are mainly in US Dollars, are mitigated through the natural hedge alignment, as Company’s export sales are predominantly in US dollars and such economic exposure through trade and other receivables in US dollars provide natural alignment. Hence, a reasonable variation in the Foreign exchange rate would not have much impact on the profit/ equity of the Company.

(b) Foreign currency Rate Sensitivity

A fluctuation in the exchange rates of 1% with other conditions remaining unchanged would have the following effect on Company’s profit or loss before taxes as at March 31, 2018 and March 31, 2017:

(ii) Interest rate risk

The Company is exposed to interest rate risk on short-term and long-term floating rate instruments. The borrowings of the Company are principally denominated in Indian Rupees , Euro and US dollars with a mix of fixed and floating rates of interest. The Company has a policy of selectively using interest rate swaps and other derivative instruments to manage its exposure to interest rate movements. These exposures are reviewed by appropriate levels of management on a regular basis. The majority of the borrowings are at floating rates and its future cash flows will fluctuate because of changes in market interest rates.

(a) Interest Rate Risk Exposure

The exposure of the Company’s borrowings to interest rate changes at the end of the reporting period are as follows:

(b) Sensitivity

Profit or loss is sensitive to higher / lower interest expense from borrowings as a result of changes in interest rates.

* Holding all other variable constant

(iii) Commodity Price Risk

Commodity price risk results from changes in market prices for raw materials, mainly steel in the form of rounds and billets which forms the largest portion of Company’s cost of sales.

The principal raw materials for the Company products are alloy and carbon steel which are purchased by the Company from the approved list of suppliers. Most of the input materials are procured from domestic vendors. Raw material procurement is subject to price negotiation. Further, a significant portion of the Company’s volume is sold based on price adjustment mechanism which allows for recovery of the changed raw material cost from its customers.

12B Capital management

For the purposes of the Company’s capital management, capital includes issued capital, free reserves and borrowed capital less reported cash and cash equivalents. The primary objective of the Company’s capital management is to maintain an efficient capital structure to reduce the cost of capital, support the corporate strategy and to maximise shareholder’s value. The Company’s policy is to borrow primarily through banks to maintain sufficient liquidity. The Company also maintains certain undrawn committed credit facilities to provide additional liquidity. These borrowings, together with cash generated from operations are utilised for operations of the Company. The Company monitors capital on the basis of cost of capital.

No changes were made in the objectives policies or processes for managing capital during the years ended March 31, 2018 and March 31, 2017.

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

* Includes dividend paid on 39,21,568 equity shares issued by way of qualified institutional placement before the dividend record date.

13. Employee Benefits

a) Gratuity plan Funded scheme

The Company has a defined benefit gratuity plan for its employees (“Gratuity Scheme”). The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the Act, every employee who has completed five years of service is entitled to specific benefit. The level of benefits provided depends on the employee’s length of service and salary at retirement age. Every employee who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn) for each completed year of service as per the provisions of the Payment of Gratuity Act, 1972. The scheme is funded with an insurance company in the form of a qualifying insurance policy.

b) Provident Fund:

In accordance with the law, all employees of the Company are entitled to receive benefits under the provident fund. The Company has a defined contribution plan. Under the defined contribution plan, provident fund is contributed to the Government administered provident fund. The Company has no further contractual nor any constructive obligation, other than the contribution payable to the provident fund. The expense recognised during the period towards defined contribution plan is Rs. 364.95 Lakhs (March 31, 2017: Rs. 336.29 Lakhs)

14. First-time adoption of Ind AS

These are the Company’s first 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, 2018 and the comparative period information.

For all periods upto and including the year ended March 31, 2017, the Company prepared its financial statements in accordance with Generally Accepted Accounting Principles (GAAP) in India and complied with the accounting standards as notified under Section 133 of the Companies Act, 2013 read together with Rule 7 of the Companies (Accounts) Rules, 2014, to the extent applicable, and the presentation requirements of the Companies Act, 2013 (Previous GAAP). The transition to Ind AS was carried out in accordance with Ind AS 101, with April 1, 2016 being the date of transition. This note explains the exemptions on the first-time adoption of Ind AS availed in accordance with Ind AS 101 and an explanation of how the transition from previous GAAP to Ind AS has affected the Company’s financial position, financial performance and cash flows.

Exemptions availed and mandatory exceptions Ind AS 101 First-time Adoption of Indian Accounting Standards allows firsttime adopters certain exemptions from retrospective application of certain requirements under Ind AS. Set out below are the applicable Ind AS 101 optional exemptions and mandatory exceptions applied in the transition from previous GAAP to Ind AS.

Ind AS optional exemptions

A. Deemed cost for property, plant and equipment and intangible assets

The Company has elected to continue with carrying value as recognised in its Indian GAAP Financial Statements of following items as deemed cost at the transition date, viz., April 1, 2016 in accordance with Ind-AS 101- First-time Adoption of Indian Accounting Standards.

i) Property Plant and Equipment

ii) Intangible Assets

B. 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 investments in unquoted equity instruments other than investments in subsidiaries.

C. Investments in subsidiaries

Ind AS 101 permits a first-time adopter to measure its investments in subsidiaries at deemed cost. The deemed cost of such an investment could be either

(a) its fair value at the date of transition; or

(b) previous GAAP carrying amount at that date.

The option may be exercised individually and separately for each item of investment.

Accordingly, the Company has opted to measure its investments in subsidiaries at previous GAAP carrying amount as its deemed cost.

D. Translation of long term foreign currency monetary items

The Company, being a first-time adopter, has continued the policy adopted for accounting for exchange differences arising from translation of long-term foreign currency monetary items recognised in the financial statements for the period ending immediately before the beginning of the first Ind AS financial reporting period as per the previous GAAP i.e. March 31, 2016. Hence, exchange difference of such monetary items will continue to be capitalised.

15. Details of the Loan given, Investment made and Guarantee given covered under section 186(4) of the Companies Act, 2013

Details of loan given and Investment made are provided under the respective heads.

Corporate Guarantee given by the Company is in respect of the Working Capital Loan taken by Subsidiary as on March 31, 2018.

Footnotes to the reconciliation Note 1

Dies, Spares and inventory

As per Ind AS 16, Property, plant and equipment (PPE) are tangible items that are held for use in the production or supply of goods or services and are expected to be used during more than one accounting period. Accordingly , the Company has reclassified certain spares and dies as PPE which were earlier classified as Inventories under Previous GAAP. Depreciation on such items have been computed retrospectively and the net amount is considered for reclassification purposes while the balance impact in inventory pertains to adjustments done in in valuation of work-in-progress inventory.

Note 2

Derivative Financial Instruments

Under the previous GAAP, forward contract cost were accounted for as prescribed under AS 11 “The Effects of Changes in Foreign Exchange Rates” under which forward premium was amortised over the period of forward contracts and forward contracts were stated at the year-end spot exchange rate and gains / losses on settlement on aforesaid contracts and mark to market loss relating to outstanding contracts as at the balance sheet date in respect of derivative contracts (other than forward exchange contract covered under Accounting Standard 11 on “The Effects of Changes in Foreign Exchange Rates”), were recognized in the statement of profit and loss.

Under Ind AS 109, all derivative financial instrument are to be mark to market and any resultant gain or loss on settlement as well as on outstanding contracts as at the balance sheet date is to be charged or credited to the statement of profit and loss.

Accordingly, the marked to market gain/loss has been recognized on all derivative contracts and unamortized forward premium balance and exchange gain / loss on reinstatement of forward contracts under aforesaid AS 11 has been reversed.

Note 3 Deferred Tax

In the financial statements prepared under Previous GAAP, deferred tax was accounted as per the income statement approach which required creation of deferred tax asset/liability on temporary differences between taxable profit and accounting profit. Under Ind AS, deferred tax is accounted as per the Balance Sheet approach which requires creation of deferred tax asset/liability on temporary differences between the carrying amount of an asset/liability in the Balance Sheet and its corresponding tax base.

The application of Ind AS has resulted in recognition of deferred tax on new temporary differences which were not required to be recognised under Previous GAAP.

MAT entitlement credit being of the nature of deferred tax, on transition to Ind AS, MAT credit entitlement of Rs 3243.53 lakhs and Rs 3774.53 lakhs for April 1, 2016 and March 31, 2017 respectively has been regrouped under deferred tax assets from Current tax assets (net).

Note 4

Employees Stock Options

Under Previous GAAP, Employees Stock Options were accounted for as per intrinsic value method. Under Ind AS employees stock options are required to be fair valued. Accordingly the same has been fair valued as on the opening balance sheet date and as at March 31, 2017. Further compensation cost has been recognized through Other Equity as on transition date, and through statement of profit and loss during FY 2016-17.

Note 5

Proposed Dividend

Under Indian GAAP, as at the date of transition, proposed final dividends including Dividend Distribution Taxes (DDT) are recognised as a liability in the period to which they relate, irrespective of when they are approved. Under Ind AS, such dividend is recognised as a liability when approved by shareholders.

Note 6

Government Grant

Grants received from the Government relating to the purchase of property, plant and equipment (PPE) and deducted from the carrying amount of corresponding PPE under previous GAAP and outstanding as on transition date has been recognized as deferred income under Ind AS with the corresponding adjustment to the carrying amount of Property, plant and equipment (net of cumulative depreciation impact) and opening retained earnings.

Note 7

Leases

In respect of certain long-term arrangements, existing at the date of transition and identified to be in the nature of operating lease where the Company is lessee, the underlying assets have been derecognized on the date of transition and prepaid lease rentals have been recognized which is amortized by way of rent over the remaining useful life of the leased asset.

Note 8

Borrowings and related transaction costs

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 statement of profit and loss over the tenure of the borrowing as part of the other borrowing cost by applying the effective interest rate method.

Under previous GAAP, these transaction costs were either charged to Statement of Profit and Loss or capitalised as and when incurred.

Note 9 Excise Duty

Under previous GAAP, revenue from sale of goods was presented net of excise duty whereas under Ind AS the revenue from sale of goods is presented inclusive of excise duty. The excise duty is presented on the face of the Statement of Profit and Loss as part of expenses.

Note 10 Revenue

Under previous GAAP, revenue is measured at transaction value. Under Ind AS revenue is recognized at fair value of consideration received or receivable which require adjustment of all discounts and rebates as netted from revenue. Accordingly, discounts earlier grouped under other expenses is netted off with revenue.

Note 11

Defined 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 liability, are recognized in other comprehensive income instead of profit or loss as in previous GAAP.

Note 12

Bills of exchange discounted

Under IGAAP, trade receivables derecognised by way of bills of exchange were shown as contingent liability, wherever the facility availed was with recourse to the bank. Under Ind AS, the trade receivables have been restated with corresponding recognition of short term borrowings of Rs.9,052.79 lakhs (March 31, 2017: Rs.9,079.92 lakhs and April 1, 2016: Rs.4,983.16 lakhs).

16. Standards issued but not 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 Companies (Indian Accounting Standards) Amendment Rules, 2018 amending the following standards:

Ind AS 115 Revenue from Contracts with Customers

The Company is currently evaluating the impact of implementation of Ind AS 115 “Revenue from Contracts with Customers” which is applicable to it w.e.f April 01, 2018. However, based on the evaluation done so far and based on the arrangement that the Company has with its customers for sale of its products, the implementation of Ind AS 115 will not have any significant recognition and measurement impact. However, there will be additional presentation and disclosure requirement which will be provided in the next year’s financial statements.

Amendments to Ind AS 12 Recognition of Deferred Tax Assets for Unrealised Losses

The amendments clarify that an entity needs to consider whether tax law restricts the sources of taxable profits against which it may make deductions on the reversal of that deductible temporary difference. Furthermore, the amendments provide guidance on how an entity should determine future taxable profits and explain the circumstances in which taxable profit may include the recovery of some assets for more than their carrying amount.

These amendments are effective for annual periods beginning on or after 1 April 2018. These amendments are not expected to have any impact on the Company as the Company has no deductible temporary differences or assets that are in the scope of the amendments.

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 recognises 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.

The Appendix is effective for annual periods beginning on or after 1 April 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.

Amendments to Ind AS 112 Disclosure of Interests in Other Entities, Ind AS 40 Investment Property and Ind AS 28 Investments in Associates and Joint Ventures are not applicable to the Company.”

17. The Ind AS comparative financial information of the Company for the year ended March 31, 2017 and the transition date opening balance sheet as at April 1, 2016 included in these standalone Ind AS financial statements, are based on the previously issued statutory financial statements prepared in accordance with the accounting principles generally accepted in India, including the Companies (Accounting Standards) Rules, 2006 (as amended) specified under section 133 of the Act, read with the Companies (Accounts) Rules, 2014 audited by the predecessor auditor whose report for the year ended March 31, 2017 and March 31, 2016 dated May 19, 2017 and May 21, 2016 respectively expressed an unmodified opinion on those standalone financial statements, as adjusted for the differences in the accounting principles adopted by the Company on transition to the Ind AS.


Mar 31, 2017

"* The Outstanding Loan of Rs, 1250.00 Lakhs as on 31st October,2016 to M/s.Globe Forex and Travels Limited has been converted into 39,06,250 equity shares of Rs, 10/- each at a premium of Rs, 22/- each ** The M/s. Ramkrishna Aviation Land Systems Maritime Pvt. Ltd. has become 100% subsidiary with effect from 20th July 2016.

(ii) Although the book value of investments (amount not ascertained) is lower than cost, considering the strategic and long term nature of the investments in the opinion of the management such decline is temporary in nature and no provision is necessary for the same.

# Doubtful Rs, Nil (Previous year Rs, Nil), Claims Receivable etc.

(a) In view of revised profitability projections considering additional contribution from new plants the company is having convincing evidence that there would be sufficient taxable income in future periods to utilize MAT credit entitlements.

1. Related Parties - As per Accounting Standard (AS) - 18 disclosure of related parties and their relative with whom transaction has taken place during the year.

(a) Name of related parties and nature of relationship where control exists are as under:

(i). Enterprises over which Key Management (i) m/s. Riddhi Portfolio Pvt. Ltd.

Personnel and their relatives are able to

. (ii) M/s. Eastern Credit Capital (P) Ltd.

exercise significant influence.

(iii) M/s. Ramkrishna Rail & Infrastructure Pvt. Ltd.

(iv) M/s. Clifftop Infrabuild Pvt. Ltd.

(v) M/s. Northeast Infra Properties Pvt. Ltd.

(vi) M/s. Dove Airlines Private Limited *

* M/s. Dove Airlines Private Limited has become 100% subsidiary of M/s. Riddhi Portfolio Pvt. Ltd. with effect from 15th July 2016.

(ii) Subsidiary of the Company (i) M/s. Globe Forex & Travels Ltd

(ii) M/s. Ramkrishna Aviation Land Systems Maritime Pvt. Ltd.**

** M/s. Ramkrishna Aviation Land Systems Maritime Pvt. Ltd. has become 100% subsidiary with effect from 20th July 2016.

(iii) ESOP Trust of the Company M/s Ramkrishna Forgings Employee Welfare Trust

(iv) Key Management Personnel

Mahabir Prasad Jalan Chairman cum Whole Time Director.

Naresh Jalan Managing Director

Pawan Kumar Kedia Finance Director

(v) Relative of Key Management Personnel

Rashmi Jalan Wife of Mr. Naresh Jalan

2. Exchange Rate Difference:

Foreign currency exchange difference Gain of Rs, 824.12 Lakhs (Previous year Loss of Rs, 1,249.57 Lakhs) on long term borrowing for acquisition of Fixed Assets, has been adjusted to carrying cost of fixed assets which is in compliance with the treatment prescribed under AS 11 notification - Companies (Accounting Standards) Amendment Rules, 2009 (G.S.R. 913 (E) dt. 29.12.2011) issued by Ministry of Corporate Affairs.

3. Operating Lease:

The Company''s significant leasing agreements are in respect of lease for lands. These leasing agreements range between 30 to 99 years. The aggregate lease rental payables are charged as rent in Statement of Profit and Loss.

* PCFC / PSFC loan in USD has not been considered to the extent of outstanding foreign debtors in USD as on 31.03.2017

4. Employee Share Based Payment: a. Employee stock option scheme

(i) The Board of Directors in the meeting held on 7th August, 2015, approved the Employee Stock Option Scheme 2015 ("ESOP Scheme 2015") for the grant up to 7,00,000 stock option to its permanent employees working in India and whole time Directors of the Company, in one or more tranches. Each option would be converted into one fully paid-up equity share of Rs, 10/- each of the Company. The same was approved by the members in the 33rd Annual General Meeting of the Company held on 12th September 2015. The ESOP Scheme 2015 shall be administered by the Nomination and Remuneration Committee through the Ramkrishna Forgings Limited Employee Welfare Trust. The Board of Directors in their meeting held on 7th November 2015 approved the grant of 3,23,675 options to the eligible employees of the Company. The Scheme was further amended in the 34th Annual General Meeting held on 24th September, 2016 wherein the exercise price per share has been reduced from Rs, 505.58 per share to Rs, 400.00 per share.

c. The employee share based payment plans have been accounted based on the intrinsic value method and accordingly Rs, 37.34 Lakhs (Previous year Rs, 23.79) has been charged as employee compensation cost.

5. Details of the Loan given, Investment made and Guarantee given covered under section 186(4) of the Companies Act, 2013 Details of loan given and Investment made are provided under the respective heads.

Corporate Guarantee given by the Company is in respect of the Working Capital Loan taken by Subsidiary as on 31st March, 2017

The Guranatee has been given for the business purpose.

6. Corporate social responsibility:

As per Section 135 of the Companies Act, 2013, a company meeting the applicable threshold, needs to spend at least 2% of its average net profit for the immediately preceding three financial years on corporate social responsibility (CSR) activities. The areas for CSR activities are in accordance to the CSR Policy of the Company. A CSR committee has been formed by the Company as per the Act. The CSR actiities are undertaken by the Company through a Trust on the activities which are specified in Schedule VII of the Companies Act, 2013.

- Gross amount required to be spent by the Company during the year : Rs, 103.63 Lakhs (Previous year Rs, 66.16 Lakhs)

- Amount spent during the year : Rs, 109.62 Lakhs (Previous year Rs, 76.00 Lakhs)

7. The Company has been granted Certificate of Registration to its in- House R&D unit(s) of its Plant located at Village Baliguma, P. O. Kolabera, Thana, Saraikela, Dist Saraikela Kharswan, Jamshedpur, Jharkhand, by the Ministry of Science and Technology, Govt. of India. The below mentioned expenditure are related to R&D facilities of the Company.

* Based on Management representation

8. Figures for the previous year have been regrouped and reclassified to conform to the classification of the current period, where necessary.


Mar 31, 2016

b. The Company does not have any Holding Company.

c. Right, Preference and restrictions attached to Shares:

The Company has one class of equity shares having at par value of '' 10/- per share. Each share holder is eligible for one vote per share held. The dividend proposed by the Board of Director 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 amount, in proportion to their shareholding.

For the year ended 31st March, 2016, the Board of Directors of the Company has recommended dividend of Rs. 2/- per share (Previous year Rs. 2/- per share) to equity shareholders aggregating to Rs. 573.40 Lakhs (Previous year Rs. 549.40 Lakhs). The total payout together with the Corporate Dividend Distribution Tax of Rs. 119.98 Lakhs (Previous year Rs. 109.85 Lakhs), will be Rs. 693.38 Lakhs (Previous year Rs. 659.25 Lakhs).

e. The Company has not reserved any shares for issue of option and contract / commitment for sales of shares / disinvestment.

f. The Company during the preceding 5 years -

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

ii. Has not allotted shares as fully paid up by way of bonus shares

iii. Has not bought back any shares

g. There are no calls unpaid by Directors / Officers.

h. The Company has not forfeited any shares.

(a) Security:

(i). Term loans (except those which are having exclusive charge) are secured by way of first pari-passu charge over all immovable and moveable fixed assets, both present and future, of the Company excluding 125 MN Front Axles, Crankshafts, and Stub Axle (four at a time) Forging Press Line and those assets for which there is an exclusive charge of other bankers and subject to charges of the Company''s bankers created / to be created in their favour for working capital loans. It is further secured by the second charge on the current assets of the Company, both present and future, excluding handiest of Tata Motors discounted by State Bank of India.

(ii). Term Loan of Rs. 1,600 Lakhs from Development Credit Bank is secured by the subservient charge on the current assets of the Company and collateral security of land along with building at 72 Shakespeare Sarani. Kolkata - 700 017.

(iii). Term Loan of Euro. 163.58 Lakhs from Landsman Baden -Wurttemberg( LBBW) is secured by the first charge on the 125 MN Front Axles, Crankshafts, and Stub Axle (four at a time) Forging Press Line imported from SMS,Gmbh.

(iv). Term loan of Rs. 952 Lakhs from IDBI Bank Limited is secured by the specific charge on the assets financed by them.

(c) Interest Rate & Repayment of Loan

Term Loan from bank / financial institutions carries interest EUR libor 49 bps to 13% p.a. Loan are repayble in monthly / quarterly / half yearly installments.

(a) Security:

(i) Working capital loans from banks are secured by first pari-passu charge on current assets of the Company, both present and future ,excluding hundies of Tata Motors discounted by State Bank of India, and second pari-passu charge over all immovable and moveable fixed assets ,both present and future, of the Company excluding assets which are exclusively charged to other lenders , 125 MN Front Axles, Crankshafts, and Stub Axle (four at a time) Forging Press Line from SMS Gmbh subject to prior charges in favour of banks created/ to be created in respect of any existing / future financial assistance / accommodation which has been/may be obtained by the Company. State Bank of India has exclusive charge on the debtors of Tata Motors for the Hundies discounted by them.

1. Exceptional Items during the year include Rs. Nil (Previous year Rs. 291.97 Lakhs towards surrender of the Keyman Insurance Policy) and Rs. Nil (Previous year Rs. 454.25 Lakhs towards profit on sale of one of the office premises of the Company.)

2. The company has paid a managerial remuneration in excess of the limits as laid down in the section 309(3) read with Schedule XIII of the Companies Act, 1956 of Rs. 65.62 Lakhs and Rs. 106.38 Lakhs respectively during the financial year 2012-13 and 2013-14 to Mr. Mahabir Prasad Jalan, Chairman. Since the payment of the remuneration is in excess of the limit it requires approval of the Central Government. The Company had made an application to the Central Government. The Central Government has rejected the application made for Mr. Mahabir Prasad Jalan, Chairman and the company has made a representation for the same. The outcome of the same is awaited.

3. The Company has received a show-cause notice from the Directorate of Revenue Intelligence (DRI) and also from the Director General of Foreign Trade (DGFT) with regard to simultaneous issuance of EPCG license and Status Holder Incentive Scrip (SHIS) in the year 2013-2014. It is relevant to submit that the facts and issues involved in the above mentioned show-cause notices issued by DRI and DGFT are identical. The Company has made a detailed representation to the show-cause notice issued by DGFT and after considering the representation made by the Company, DGFT has discharged the said show-cause notice and has closed the proceeding in favour of the Company.

Further, with regard to the DRI notice, the company has made a representation to Central Board of Excise and Customs (CBEC). The Company has also filed a writ petition before the Delhi High Court (Court). DGFT has also submitted to the Court that they are in agreement with the contentions raised by the Company. The matter has been disposed by Delhi High Court on 17/09/2015 wherein it has directed that the matter has to be adjudicated by Commissioner of Customs (Port), Customs House Kolkata with the direction that till adjudication its not completed by Commissioner of Customs (Port) no coercive action should be taken against the Company. The company has filled the reply of the showcase notice to the Commissioner of Customs (Port) on 25/11/2015. The case has been heard by Commissioner of Customs on 05/04/2016 and outcome of the same is awaited. Considering the fact of the case and as advised management is of the view that no provision is required.

4. Exchange Rate Difference:

Foreign currency exchange difference Loss of Rs. 1,249.57 Lakhs (Previous year Gain of Rs. 255.04 Lakhs) on long term borrowing for acquisition of Fixed Assets, has been adjusted to carrying cost of fixed assets which is in compliance with the treatment prescribed under AS 11 notification - Companies (Accounting Standards) Amendment Rules, 2009 [(G.S.R. 913 (E) dt. 29.12.2011)] issued by Ministry of Corporate Affairs.

5. Operating Lease:

The Company''s significant leasing agreements are in respect of lease for lands. These leasing agreements range between 30 to 99 years. The aggregate lease rental payables are charged as rent in Statement of Profit and Loss.

6 The Company has recognized a capital subsidy (in the form of sales tax refund) of Rs. NIL (Previous year of Rs. 137.94 Lakhs) under Jharkhand Industrial Policy, 2001 which has been credited to Capital Reserve.

7 Information related to Micro, Small and Medium Enterprises Development Act, 2006 (the Act) is disclosed hereunder. The information given below has been determined to the extent such parties have been identified on the basis of information available with the Company:

8. Corporate social responsibility

As per Section 135 of the Companies Act, 2013, a company, meeting the applicable threshold, needs to spend at least 2% of its average net profit for the immediately preceding three financial years on corporate social responsibility (CSR) activities. The areas for CSR activities are in accordance to the CSR Policy of the Company. A CSR committee has been formed by the Company as per the Act. The CSR activities are undertaken by the Company through a Trust on the activities which are specified in Schedule VII of the Companies Act, 2013.

- Gross amount required to be spent by the Company during the year : Rs. 0.66 Crores

- Amount spent during the year : Rs. 0.76 Crores

9. Figures for the previous year have been regrouped and reclassified to conform to the classification of the current period, where necessary.


Mar 31, 2015

1 The Company, as on 31st March, 2014, had 17,80,000 outstanding warrants which were issued to M/s. Eastern Credit Capital (P) Limited (Formally Eastern Credit Capital Limited), Promoter group, on a preferential basis at a price of Rs. 130/- per warrant. On 18th July 2014 out of above 13,70,500 number of warrants has been converted into equity shares of Rs. 10/- each at a premium of Rs. 120/- per share and balance 4,09,500 number of warrants has been forfeited.

2 The Company in its Board Meeting held on 14th July, 2014 has allotted 12,00,000 warrants to M/s. Riddhi Portfolio (P) Ltd, Promoter Group, on a preferential basis at a price of Rs. 150/- per warrant. The warrants can be converted into 12,00,000 equity shares of Rs. 10/- each at a premium of Rs. 140/- per share within a period of 18 months from the date of allotment i.e 14th July, 2014.

3 Right, Preference and restrictions attached to Shares :

The Company has one class of equity shares having a par value of Rs. 10/- per share. Each share holder is eligible for one vote per share held. The dividend proposed by the Board of Director is subject to the approval of the shareholderes 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 amount, in proportion to their shareholding.

For the year ended 31st March, 2015, the Board of Directors of the Company has recommended dividend of Rs. 2/- per share (Previous year Rs. 1/- per share) to equity shareholders aggregating to Rs. 549.40 Lacs (Previous year Rs. 260.99 Lacs). The total payout together with the Corporate Dividend Distribution Tax of Rs. 109.85 Lacs (Previous year Rs. 44.36 Lacs), will be Rs. 659.25 Lacs (Previous year Rs. 305.35 Lacs).

4 Security :

(i) Term loans (except those which are having exclusive charge) are secured by way of first pari-passu charge over all immovable and moveable fixed assets, both present and future, of the Company excluding 125 MN Front Axles, Crankshafts, and Stub Axle (four at a time) Forging Press Line and those assets for which there is an exclusive charge of other bankers and subject to charges of the Company''s bankers created / to be created in their favour for working capital loans. It is further secured by the second charge on the current assets of the Company, both present and future, excluding hundies of Tata Motors discounted by State Bank of India.

(ii) Term Loan of Rs. 1,600 Lacs from Development Credit Bank is secured by the subservient charge on the current assets of the Company and collateral security of land alongwith building at 72 Shakespeare Sarani. Kolkata - 700 017.

(iii) Term Loan of Euro. 154.46 Lacs from Landesbank Baden - Wurttemberg( LBBW) is secured by the first charge on the 125 MN Front Axles, Crankshafts, and Stub Axle (four at a time) Forging Press Line imported from SMS,Gmbh.

(iv) Term loan of Rs. 952 Lacs from IDBI Bank Limited is secured by the specific charge on the assets financed by them .

5 Interest Rate & Repayment of Loan

Term Loan from bank / financial institutions carries interest EUR libor 52 bps to 13% p.a. Loan are repayble in monthly / quarterly / half yearly instalments.

6 Notes

1. Exceptional Items during the year include Rs. 291.97 Lacs towards surrender of the Keyman Insurance Policy and Rs. 454.25 Lacs towards profit on sale of one of the office premises of the Company.

2. The Company has paid a managerial remuneration in excess of the limitis as laid down in the section 309(3) read with Schedule XIII of the Companies Act, 1956 of Rs. 65.62 Lacs and Rs. 106.38 Lacs respectively during the financial year 2012-13 and 2013-14 to Mr. Mahabir Prasad Jalan, Chairman. Since the payament of the remuneration in excess of the limits requires approval of the Central Government the company had made an application to the Central Government. The Central Government has rejected the application made for Mr. Mahabir Prasad Jalan, Chairman and the company has made a representation for the same. The outcome of the same is awaited.

3. The Company has received a show-cause notice from the Directorate of Revenue Intelligence (DRI) and also from the Director General of Foreign Trade (DGFT) with regard to simultanceous issuance of EPCG license and Status Holder Incentive Scrip (SHIS) in the year 2013-2014. It is relevant to submit that the facts and issues involved in the above mentioned show-cause notices issued by DRI and DGFT are identical. The Company has made a detailed representation to the show-cause notice issued by DGFT and after considering the representation made by the Company, DGFT has discharges the said show-cause notice and has closed the proceeding in favour of the Company. Further, with regard to the DRI notice, the company has made a representation to Central Board of Excise and Customs (CBEC). The Company has also filed a writ petition before the Delhi High Court (Court). DGFT has also submitted to the Court that they are in agreement with the contentions raised by the Company. The Court has directed CBEC to file the affidavit. The outcome of the case is awaited.

7 CONTINGENT LIABILITIES AND COMMITMENTS (TO THE EXTENT NOT PROVIDED)

As at 31st As at 31st March, 2015 March, 2014

A) Contingent Liabilities

a) Claims against the Company not acknowledged as debt

(i) Electricity charges demand of 45.24 45.24 Jharkhand State Electricity Board. (Pending before High Court, Jharkhand)

(ii) Demand for Sales Tax for the FY 2003-04 (Appeal pending before 0.22 - the The Joint Commissioner of Sales Tax (Appeal), Jamshedpur)

(iii) Demand for Sales Tax for 1.90 - the FY 2004-05 (Appeal pending before the The Joint Commissioner of Sales Tax (Appeal), Jamshedpur)

(iv) Demand for Sales Tax for 9.16 - the FY 2005-06 (Appeal pending before the The Joint Commissioner of Sales Tax (Appeal), Jamshedpur)

(v) Demand for Income Tax for 13.01 8.03 the AY 2007-08 (Appeal pending before the Commissioner of Income Tax (Appeals), Kolkata)

(vi) Demand for Income Tax for - 3.96 the AY 2008-09 (Appeal pending before the Commissioner of Income Tax (Appeals), Kolkata)

(vii) Demand for Service Tax for the 35.98 35.98 FY 2004-05, 2005-06, 2006-07 (upto July 2006) (Appeal pending before the Excise & Service Tax Appellate Tribunal, Kolkata) (Deposit Rs. 2.00 Lacs)

(viii)Demand for Service Tax for 15.34 - the FY 2007-08 to 2011-12 (Appeal pending before the Additional Commissioner Service Tax, Kolkata)

(ix) Demand for Service Tax 9.74 - for the FY 2009-10 (Appeal pending before the Commissioner(Appeals-1), Kolkata) (Deposit Rs. 0.37 Lacs)

(x) Demand for Central Excixe for 17.72 - the FY 2010-11 & FY 2011-12 (Appeal pending before the Joint Commissioner of Central Excise, Kolkata II)

b) Bank Guarantee 567.63 567.63

c) Custom duty on Capital goods 5,448.74 5,169.27 imported under EPCG Scheme / Advance Licence, against which export obligation of Rs. 36,589.31 Lacs (Previous year Rs. 37,294.89 Lacs) is to be fulfiled

d) Corporate guarantee given to 1,400.00 1,000.00 State Bank of India, Commercial Branch, Jamshedpur, on behalf of Globe Forex & Travels Ltd., wholly owned Subsidiary of the Company.

e) Corporate guarantee given to ICICI 500 - Bank Ltd. R. N. Mukherjee Branch, Kolkata on behalf of Globe Forex & Travels Ltd., wholly owned Subsidiary of the Company.

B) Commitments

a) Estimated amount of contracts 8,838.63 17,474.91 remaining to be executed on capital account and not provided for

The Company has funded scheme for payment of Gratuity to all eligible employees calculated at specified number of days of last salary drawn depending upon tenure of service for each year of completed service subject to minimum service of five years payable at the time of separation, upon superannuation or on exist otherwise and is provided for on the basis of actuarial valuation made at the year end using projected unit credit method.

ii) Leave salary - compensated absence: - The Company also extends defined benefit plans in the form of compensated absences to employees. Provision for compensated absences is made on basis of actuarial valuation at the year end.

iii) In respect of Defined contribution Scheme : The Company contributes 12% of salary for all eligible employees towards Provident Fund managed by the Central Government. Total expenses recognized towards Employer''s contribution to Provident Fund Rs. 236.88 Lacs (Previous year Rs. 133.02 Lacs).

8 RELATED PARTIES (DISCLOSED AS PER ACCOUNTING STANDARD (AS) - 18)

(a) Name of related parties and nature of relationship where control exists are as under:

(i) Enterprises over which Key (i) M/s. Riddhi Portfolio Management Personnel and (P) Ltd. their relatives are able to exercise (ii) M/s. Eastern Credit significant influence. Capital (P) Ltd.

(iii) M/s. Ramkrishna Rail & Infrastructure Pvt. Ltd.

(iv) M/s. Clifftop Infrabuild Pvt. Ltd.

(v) M/s. Norteast Infra Properties Pvt. Ltd."

(ii) Subsidiary of the Company M/s. Globe Forex & Travels Ltd

(iii) ESOP Trust of the Company M/s Ramkrishna Forgings Employee Welfare Trust (iv) Key Management Personnel

Mahabir Prasad Jalan Chairman cum Whole Time Director

Naresh Jalan Managing Director

Pawan Kumar Kedia Finance Director

(v) Relative of Key Management Personnel Rashmi Jalan Wife of Mr. Naresh Jalan

9 Exchange Rate Difference

Foreign currency exchange difference Gain of Rs. 255.04 Lacs (Previous year Loss of Rs. 49.79 Lacs) on long term borrowing for acquisition of Fixed Assets, has been adjusted to carrying cost of fixed assets which is in compliance with the treatment prescribed under AS 11 notification - Companies (Accounting Standards) Amendment Rules, 2009 (G.S.R. 913 (E) dt. 29.12.2011) issued by Ministry of Corporate Affairs.

10 Operating Lease

The Company''s significant leasing agreements are in respect of lease for lands. These leasing agreements range between 30 to 99 years. The aggregate lease rental payables are charged as rent in Statement of Profit and Loss.

11 The Company has recognised a capital subsidy (in the form of sales tax refund) of Rs. 137.94 Lacs (Previous year of Rs. 516.90 Lacs) under Jharkhand Industrial Policy, 2001 which has been credited to Capital Reserve.

12 Figures for the previous year have been regrouped and reclassified to conform to the classification of the current period, where necessary.


Mar 31, 2014

1. The Company has paid a managerial remuneration ofRs. 338.29 Lacs and Rs. 354.48 Lacs during the financial year 2012-13 and 2013-14.Out of which an amount of Rs. 120.48 Lacs andRs. 191.72 Lacs is in excess of the limits as laid down in the section 309(3) read with schedule XIII of the Companies Act, 1956 for the financial year 2012-13 and 2013-14 respectively. Since the payment of the remuneration in excess of the limits requires approval of the Central Government the Company has made an application to the Central Government and the approval is awaited.

2. During the year the Company has acquired 27.18% shares of M/s. Globe Forex & Travels Ltd and it has thus become a wholly owned subsdiary of the Company w.e.f 8th April, 2013.

3. Contingent Liabilities and Commitments (to the extent not provided)

As at

31/03/2014 31/03/2013

A. Contingent Liabilities

(a) Claims against the Company not acknowledged as debt

(i) Electricity charges demand of Jharkhand State Electricity Board. 45.24 45.24 (Appeal pending before High Court, Jharkhand)

(ii)Demand from Jharkhand State Electricity Board on account of disconnection - 2.29 of line at Plant I (Appeal pending before Dy. Commissioner, Sariekela)

(iii)Demand for Income Tax for the AY 2007-08 8.03 8.03 (Appeal pending before the Commissioner of Income Tax (Appeals), Kolkata)

(iv) Demand for Income Tax for the AY 2008-09 3.96 3.96 (Appeal pending before the Commissioner of Income Tax (Appeals), Kolkata)

(v) Demand for Service Tax for the FY 2004-05, 2005-06, 2006-07 (upto July 35.98 35.98 2006) (Appeal pending before the Excise & Service Tax Appellate Tribunal, Kolkata)

(vi) Demand for Sales Tax for the FY 2009-10 - 7.36 (Appeal pending before the The Joint Commissioner of Sales Tax, Kolkata)

(vii)Demand for sales Tax for Nov, 2012 for wrong availment of Input tax credit - 7.41

(Appeal pending before Joint Commissioner of Commercial Taxes (Appeals),Jamshedpur)

The Company has funded scheme for payment of Gratuity to all eligible employees calculated at specified number of days of last salary drawn depending upon tenure of service for each year of completed service subject to minimum service of five years payable at the time of separation upon superannuation or on exist otherwise and is provided for on the basis of actuarial valuation made at the year end using projected unit method

(ii) Leave salary - Compensated absents : The Company also extends defined benefit plans in the form of compensated absences to employees. Provision for compensated absences is made on basis of actuarial valuation at the year end.

(iii) In respect of Defined contribution Scheme : The Company contributes 12% of salary for all eligible employees towards Provident Fund managed by the Central Government. Total expenses recognized towards Employer''s contribution to Provident Fund Rs. 133.02 Lacs (Previous year Rs. 122.36 Lacs).

4. Exchange Rate Difference

Foreign currency exchange difference Loss ofRs. 49.79 Lacs (Previous year Loss ofRs. 56.85 Lacs) on long term borrowing for acquisition of Fixed Assets, has been adjusted to carrying cost of fixed assets which is in compliance with the treatment prescribed under AS 11 notification - Companies (Accounting Standards) Amendment Rules, 2009 (G.S.R.913(E) dt. 29.12.2011) issued by Ministry of Corporate Affairs.

5. Operating Lease

The Company''s significant leasing agreements are in respect of lease for lands. These leasing agreements range between 30 to 99 years. The aggregate lease rental payables are charged as rent in Statement of Profit & Loss.

a. Employee stock option scheme

(i) The shareholders of the Company had approved the ESOP 2009 to grant 15,00,000 stock options convertible into 15,00,000 equity shares of Rs. 10/- each to its permanent employees including director of the Company whether wholetime or otherwise in one or more tranches and on such terms and conditions as may be fixed or determined by its Board of Directors. The above scheme is administered through an ESOP trust namely Ramkrishna Forging Employee Welfare Trust.

(ii) The Compnay in its Board Meeting on 14th November 2013 has aligned its ESOP scheme with the new SEBI Guidelines and has decided to grant 7,96,419 numbers of options to its employees in future based on recommendation of Remuneration & Compensation committee.

(iii) The Compensation Committee in its meeting held on 12th September,2009 has granted 4,68,159 numbers options to be converted into equivalent number of equity shares to the employees of the Company. The options under the scheme has been vested and all the employees has converted these options into shares as per the eligible criteria of the scheme and there no pending options to be converted into shares as on the reporting date. With the vesting and exercise of all the option the scheme has been closed by the Company.

c. The employee share based payment plans have been accounted based on the intrinsic value method and accordingly Rs. 8.44 Lacs (Previous year Rs. 30.20 Lacs) has been charged as employee compensation cost. Had the fair value method of accounting been used, the employee compensation cost would have been Rs. 8.78 Lacs (Previous year Rs. 35.80 Lacs).

e. The loans advanced to the Trust for purchase of shares from the market as at March 31, 2014, isRs. 968.19 Lacs (Previous year Rs. 1,200.15 Lacs). The repayment of the loan by the trust is dependent on the exercise of options by the employees and/or the market price of the underlying equity shares of the unexercised options at the end of the exercise period.

6. The Company has recognised a capital subsidy (in the form of sales tax refund) of Rs. 516.90 Lacs under Jharkhand Industrial Policy, 2001 which has been credited to Capital Reserve.

7. Information related to Micro, Small and Medium Enterprises Development Act, 2006 (the Act) is disclosed hereunder. The information given below has been determined to the extent such parties have been identified on the basis of information available with the Company:

8. Figures for the previous year have been regrouped and reclassified to conform to the classification of the current period, where necessary.


Mar 31, 2013

1. The Company had opted, in FY 2011-12, to apply para 46A of Accounting Standard AS-11 with effect from 01.04.2011 in accordance with notification dated 29.12.2011 issued by the Ministry of Corporate Affairs(MCA). Subsequently vide notification No. 25/2012 dated 09.08.2012 MCA has clarified that para 6 of AS-11 and para 4(e) of AS-16 shall not apply to Company which is applying 46A of AS-11. Accordingly foreign exchange rate difference on long term foreign currency borrowing to the extent regarded as adjustment to interest cost which was hitherto charged to statement of Profit and Loss has been adjusted to carrying cost of the related assets with effect from 01.04.2011. The change has resulted in increase in Profit before Tax for the year rS. 63.52 lakhs.

2. The Company has paid managerial remuneration of rS. 338.29 Lakhs during the financial year 2012-13 out of which rS. 120.48 lakhs is in excess of the limits as laid down in the section 309(3) read with schedule XIII of the Companies Act 1956. Since the payment of the remuneration in excess of the limits requires approval of the Central Government the company has made an application to the Central Government and the approval is awaited.

3. During the year the Company has acquired 72.82% shares of M/s. Globe Forex & Travels Ltd and it has thus become a subsdiary of the Company w.e.f. 10th Jan, 2013.

4. Employee Benefits

(a) Disclosure as required by Accounting Standard 15 (Revised) on Employee Benefits : (i) In respect of Gratuity a defined benefit scheme (based on actuarial valuation)

The Company has funded scheme for payment of Gratuity to all eligible employees calculated at specified number of days of last salary drawn depending upon tenure of service for each year of completed service subject to minimum service of five years payable at the time of separation upon superannuation or on exit otherwise and is provided for on the basis of actuarial valuation made at the year end using projected unit method.

(ii) Leave salary - Compensated absents : The company also extends defined benefit plans in the form of compensated absences to employees. Provision for compensated absences is made on basis of actuarial valuation at the year end.

(iii) In respect of Defined contribution Scheme : The company contributes 12% of salary for all eligible employees towards Provident Fund managed by the Central Government. Total expenses recognized towards Employer''s contribution to Provident Fund rS. 122.36 Lakhs (Previous year rS. 104.27 Lakhs).

5. Related Parties

(a) Name of related parties and nature of relationship where control exists are as under:

(i) Enterprises over which Key Management Personnel (i) M/s. Riddhi Portfolio (P) Ltd. and their relatives are able to exercise (ii) M/, Eastern Credit Capital (p) Ltd significant influence. (100% subsidiary of Riddhi Portfo|io (P) Ltd.)

(iii) M/s. Ramkrishna Rail & Infrastructure Pvt. Ltd.

(iv)M/s.ClifftoplnfrabuildPvt.Ltd.

(v) M/s. Northeast Infra Properties Pvt. Ltd.

(ii) Subsidiary of the Company M/s. Globe Forex & Travels Ltd

(iii) ESOP Trust of the Company M/s Ramkrishna Forgings Employee Welfare Trust

(iv) Key Management Personnel

Mahabir Prasad Jalan Chairman cum Whole Time Director.

NareshJalan Managing Director

Pawan Kumar Kedia Finance Director

(v) Relative of Key Management Personnel

Rashmi Jalan Wife of Mr. Naresh Jalan

6. Exchange Rate Difference

Foreign currency exchange difference Loss of rS. 56.85 Lakhs (Previous year Loss of rS. 58.16 Lakhs) on long term borrowing for acquisition of Fixed Assets, has been adjusted to carrying cost of fixed assets which is in compliance with the treatment prescribed under AS 11 notification - Companies (Accounting Standards) Amendment Rules, 2009 (G.S.R. 913 (E) dt. 29.12.2011) issued by Ministry of Corporate Affairs.

7. Operating Lease

The Company''s significant leasing agreements are in respect of lease for lands. These leasing agreements range between 30 to 99 years. The aggregate lease rental payables are charged as rent in Profit & Loss Account.

8. Foreign Currency exposures that are not hedged by derivative instrument or otherwise as on 31st March, 2013 are asunder:

9. Segment information

a. Primary Segment Information : The Company is operating in a single segment namely Forgings. Information about Secondary Segments : Geographical

10. Earning per share (EPS)

EPS is calculated by dividing the profit attributable to the equity shareholder by the weighted average number of equity shares outstanding during the year.

11. Share Based Payment (EPS)

Under the Employee Stock Option Scheme ("ESOP 2009"), the Company has granted number of options to its eligible employees. Each option when exercised would be converted into one fully paid-up equity share of rS. 10/- of the Company. Options granted under the ESOP 2009 carry no rights to dividends and no voting rights till the date of exercise. At the reporting date, details of outstanding options held by the employees are as follows :

a. Employee stock option scheme

(i) The shareholders of the Company had approved the ESOP 2009 to grant 15,00,000 stock options convertible into 15,00,000 equity shares of rS. 10/- each to its permanent employees including director of the Company whether wholetime or otherwise in one or more tranches and on such terms and conditions as may be fixed or determined by its Board of Directors. The Compensation Committee in its meeting held on 12th September, 2009 has granted 4,68,159 Nos. options to be converted into equivalent number of equity shares. The above scheme is administered through an ESOP trust namely Ramkrishna Forging Employee Welfare Trust.

(ii) The ESOP Trust has been created to administer the scheme by purchase of shares from the open market/ fresh issue of shares by the Company, in accordance with the approvals from the Remuneration and Compensation Committee of the Company.

c. The employee share based payment plans have been accounted based on the intrinsic value method and accordingly rS. 30.20 Lakhs (Previous year rS. 67.00 Lakhs) have been charged as employee compensation cost.

Had the fair value method of accounting been used, the employee compensation cost would have been rS. 35.80 Lakhs (Previous yearrS. 78.63 Lakhs).

12. During the year the company has received the capital investment subsidy under Jharkhand Industrial Policy, 2001 of rS. 567.63 lakhs which has been adjusted with cost of respective fixed assets and depreciation has been recalculated retrospectively resulting in reversal of excess depreciation of earlier year rS. 200.43 lakhs.

Furhter the company has recognised a capital subsidy (in the form of sales tax refund) of rS. 738.27 lakhs under Jharkhand Industrial Policy, 2001 which has been credited to Capital Reserve.

13. Information related to Micro, Small and Medium Enterprises Development Act, 2006 (the Act) is disclosed hereunder. The information given below has been determined to the extent such parties have been identified on the basis of information available with the company:

14. Figures for the previous periods have been regrouped and reclassified to conform to the classification of the current period, where necessary.


Mar 31, 2012

A. Right, Preference and restrictions attached to Shares :

The Company has one class of equity shares having a par value of Rs 10/- per share. Each share holder is eligible for one vote per share held. The dividend proposed by the Board of Director is subject to the approval of the shareholderes 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 amount, in proportion to their shareholding.

For the year ended 31st March, 2012, the Board of Directors of the Company has recommended dividend ofRs 2 per share (Previous year Rs 2 per share) to equity shareholders aggregating to Rs 362.97 Lakhs (Previous year Rs 328.57 Lakhs). The total payout together with the Corporate Dividend Distribution Tax of Rs 58.88 Lakhs (Previous year Rs 53.3 Lakhs), will be Rs 421.85 Lakhs (Previous year Rs 381.87 Lakhs).

b. No securities convertible into equity/preference shares are issued by the Company during the year.

c. Share options granted under the employee share option plan (ESOP 2009) through trust route by acquisition of shares from the market. Refer Note No. 40.

d. The company has not reserved any shares for issue of option and contract/commitment for sales of shares /disinvestment.

e. The company during the preceding 5 years -

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

ii. Has not allotted shares as fully paid up by way of bonus shares.

iii. Has not bought back any shares.

i. There are no calls unpaid by Directors/Officers.

f. The company has not forfeited any shares.

(a) Securities

(i) Term loans from State Bank of India and Standard Chartered bank are secured by first pari-passu charge by way of equitable mortgage by deposit of title deeds of immovable properties (leasehold) at Adityapur Industrial Area, Jamshedpur and 7/40, Duffer Street. Bally Howrah and hypothecation of entire movable assets of the Company and excluding those assets for which there is an exclusive charge of other bankers and subject to charges of the Company's bankers created/to be created in their favour for working capital loans.

(ii) Term Loan from DCB bank is secured by the subservient charge on the current assets of the company and collateral security of land alongwith building at 72 Shakespeare Sarani, Kolkata - 700 017.

(iii) Term loan from ICICI Bank is secured by exclusive charge on the assets financed by them and first pari-passu charge by way of equitable mortgage of office at L & T Chambers, 16, Camac Street, 6th Floor, Kolkata- 700017 and land measuring around 18 acres at Mouza Bholadih, Thana no. 109, Dist Saraikella, Jharkhand.

(iv) Term loan from IOB Bank, DBS Bank Ltd and IDBI bank are secured by the specific charge on the assets financed by them.

(b) Guaranteed by Directors/Others :

(i) Term loans from SBI is further secured by the corporate guarantee of M/s. Riddhi Portfolio Private Limited.

(d) Interest Rate Term loan from financial institutions carries interest @ 9.95% to 14.50% p.a.

Repayment in monthly/quarterly/half yearly instalments.

VAT Deferrement Payment Scheme is interest free and payable in half yearly instalments of Rs 34.42 Lakhs each.

(a) Securities

(i) Working capital loans from banks are secured by first pari-passu hypothecation of all current assets of the Company and are also further secured by charge on the entire fixed assets located at Adityapur Industrial Area, Jamshedpur and Howrah, subject to prior charges in favour of banks created/to be created in respect of any existing/future financial assistance/accommodation which has been/may be obtained by the Company.

(ii) Short term loan from SIDBI is secured by a fixed deposit with them.

(b) Guaranteed by Directors/Others :

(i) Working capital loan from SBI is further secured by the corporate guarantee of M/s. Riddhi Portfolio Private Limited.

1. In response to an application made by the Company to the Central Government for approval of payment of increased remuneration to Chairman cum Whole Time Director and the Managing Director from 1st April, 2008 to 31st March, 2011 the Central Government, has vide its letter dated 29th February, 2012 assented to payment of remuneration of Rs 48,30,000 from 1st April, 2008 to 31st March, 2009 and Rs 84,00,000 from 1st April, 2009 to 31st March, 2010 to Managing Director and Rs 84,00,000 from 1st April, 2008 to 31st March, 2010 to Chairman cum Whole Time Director. Based on the above approval remuneration paid to the Chairman cum Whole Time Director and the Managing Director is in excess by Rs 38,36,400 and by Rs 50,96,400 for the year 2008-09 and 2009-10 respectively. The Company has again represented to the Central Government for reconsideration of its application and to accord its approval for payment of remuneration as proposed in the said application. The said representation is pending for reconsideration of the Central Government. However the remuneration paid during the year 2011-12 to Chairman cum Whole Time Director and the Managing Director is within the limits as laid down in section 309(3) read with Schedule XIII of the Companies Act 1956.

2. Contingent Liabilities and Commitments (to the extent not provided)

(Rs in Lakhs) Year ended 31/03/2012 31/03/2011

A. Contingent Liabilities

(a) Claims against the company not acknowledged as debt

(i) Electricity charges demand of Jharkhand State Electricity Board. 45.24 40.65 (Appeal pending before High Court, Jharkhand)

(ii) Demand for Income Tax for the AY2006-07 - 14.92 (Appeal pending before the Commissioner of lncome Tax (Appeals), Kolkata) Amount paid Rs 14.92 Lakhs

(iii) Demand for Income Tax for the AY2007-08 8.03 8.03 (Appeal pending before the Commissioner of Income Tax (Appeals), Kolkata)

(iv) Demand for Income Tax for the AY 2008-09 3.96 3.96 (Appeal pending before the Commissioner of Income Tax (Appeals), Kolkata)

(v) Demand for Service Tax for the FY 2004-05, 2005-06, 2006-07 35.98 35.98 (upto July 2006) (Appeal pending before the Excise & Service Tax Appellate Tribunal, Kolkata)

(vi) Demand for Service Tax for the FY 2006-07 to 2009-10 23.50 - (Appeal pending before the The Additional Commissioner of Service Tax, Kolkata)

(vii) Demand for Sales Tax for the FY 2007-08 1.63 - (Appeal pending before the The Joint Commissioner of Sales Tax, Kolkata)

(b) Bills discounted with Banks 510.27 1,136.32

(c) Custom duty on Capital goods in ported under EPCGS cheme/ 1,486.22 1,471.11 Advance Licence, against which export obligation of Rs 11,082.73 Lakhs (Previous year Rs 11,455.60 Lakhs) is to be fulfiled

B. Commitments

(a) Estimated amount of contracts remaining to be executed on capital 611.30 414.48 account and not provided for

The Company has funded scheme for payment of Gratuity to all eligible employees calculated at specified number of days of last salary drawn depending upon tenure of service for each year of completed service subject to minimum service of five years payable at the time of separation upon superannuation or on exit otherwise and is provided for on the basis of actuarial valuation made at the year end using projected unit method.

(ii) Leave salary - Compensated absents : The company also extends defined benefit plans in the form of compensated absences to employees. Provision for compensated absences is made on basis of actuarial valuation at the year end.

(iii) In respect of Defined contribution Scheme : The company contributes 12% of salary for all eligible employees towards Provident Fund managed by the Central Government. Total expenses recognized towards Employer's contribution to Provident Fund Rs 104.27 Lakhs (Previous year Rs 88.44 Lakhs).

Note : * Amount received being balance amount of 75% of issue price for conversion of 7,70,000 warrants into equity shares.

** Excludes leave encashment and gratuity which is based on actuarial valuation provided on overall company basis.

3. Exchange Rate Difference

Foreign currency exchange difference Loss of Rs 58.16 Lakhs (Previous year Loss of Rs 24.29 Lakhs) on long term borrowing for acquisition of Fixed Assets, has been adjusted to carrying cost of fixed assets which is in compliance with the treatment prescribed under AS 11 notification - Companies (Accounting Standards) Amendment Rules, 2009 (G.S.R. 913 (E) dt. 29.12.2011) issued by Ministry of Corporate Affairs.

4. Operating Lease

The Company's significant leasing agreements are in respect of lease for lands. These leasing agreements range between 30 to 99 years. The aggregate lease rental payables are charged as rent in Profit & Loss Account.

5. Share Based Payment

Under the Employee Stock Option Scheme ("ESOS 2006"), the Company has granted number of options to its eligible employees. Each option when exercised would be converted into one fully paid-up equity share of Rs 10/- of the Company. Options granted under the ESOS 2009 carry no rights to dividends and no voting rights till the date of exercise. At the reporting date, details of out standing options held by the employees are as follows :

a. Employee stock option scheme

(i) The shareholders of the Company had approved the ESOP 2009 to grant 15,00,000 stock options convertible into 15,00,000 equity shares of Rs 10/- each to its permanent employees including Director of the Company whether wholetime or otherwise in one or more tranches and on such terms and conditions as may be fixed or determined by its Board of Directors. The Compensation Committee in its meeting held on 12th September, 2009 has granted 4,68,159 Nos. options to be converted into equivalent number of equity shares. The above scheme is administered through an ESOP trust namely Ramkrishna Forging Employee Welfare Trust.

(ii) The ESOP Trust has been created to administer the scheme by purchase of shares from the open market,/ fresh issue of shares by the Company, in accordance with the approvals from the Remuneration and Compensation Committee of the Company.

c. The employee share based payment plans have been accounted based on the intrinsic value method and accordingly Rs 67.00 Lakhs (Previous year Rs 95.29 Lakhs) have been charged as employee compensation cost.

e. The loans advanced to the Trust for purchase of shares from the market as at March 31, 2012, is Rs 1074.47 Lakhs (Previous year Rs 939.25 Lakhs). The repayment of the loan by the trust is dependent on the exercise of options by the employees and/or the market price of the underlying equity shares of the unexercised options at the end of the exercise period.

7. Information related to Micro, Small and Medium Enterprises Development Act, 2006 (the Act) is disclosed hereunder. The information given below has been determined to the extent such parties have been identified on the basis of information available with the company :

8. The financial statements for the year ended 31st March, 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 31st March,2012 are prepared as per Revised Schedule VI. Accordingly, the previous year figures have also been reclassified to conform to this 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 except for accounting for dividend on investments in subsidiaries.


Mar 31, 2011

(Rs. in Lakhs)

31.03.2011 31.03.2010

(1) Contingent Liability, not provided for in respect of:

(a) (i) Claim/Disputed Liabilities not acknowledged as debt:

Following demand is disputed by the Company and not provided for -

Electricity charges demand of Jharkhand State Electricity Board 40.65 40.65 (appeal pending before High Court, Jharkhand)

(ii) a) Demand forlncome Tax for the A.Y.2006-07 14.92 14.92 [Appeal pending before the Commissioner of Income Tax (Appeals), Kolkata] Amount paid Rs. 14.92 Lakhs

b) Demand for lncome Tax for the A.Y.2007-08 8.03 10.43 [Appeal pending before the Commissioner of Income Tax (Appeals), Kolkata]

c) Demand for lncome Tax for the A.Y.2008-09 3.96 NIL [Appeal pending before the Commissioner of Income Tax (Appeals), Kolkata]

b) Demand for Service Tax for the F.Y. 2004-05,2005-06, 2006-07 35.98 NIL (upto July 2006) [Appeal pending before the Excise & Service Tax Appellate Tribunal, Kolkata]

(b) Bill Discounted with Bank 1136.32 231.36

(2) Secured Loans:

Term Loans from State Bank of India and Standard Chartered bank are secured by first pari-passu charge by way of equitable mortgage by deposit of title deeds of immovable properties (leasehold) at Jamshedpur and hypothecation over present movable assets of the Company subject to prior charges of the Companys bankers created/to be created in their favour for working capital loans and specific term loan requirements.

Working Capital Loans from banks are secured by first pari-passu hypothecation of all current assets of the Company. Further, such loans from banks are also secured by charge on certain immovable properties located at Jamshedpur and Howrah, subject to prior charges in favour of banks created/to be created in respect of any existing/future financial assistance/accommodation which has been/may be obtained by the Company.

Premises Loan from DBS Bank Limited is secured by the exclusive mortgage of the office building including land situated at 72, Shakespeare Sarani, Kolkata - 700 017.

Term loan from ICICI Bank Limited (earlier known as The Bank of Rajasthan Limited) is secured by the first pari- passu mortgage of the properties situated at L & T Chambers, 6th Floor, 16, Camac Street, Kolkata - 700 017 and land measuring around 18 acres at Mauza Bholadih, Sariakela.

Term loan from CITI Bank, IOB Bank and IDBI bank are secured by the specific charge on the assets financed by them.

Term loan from HDFC bank is secured by a fixed deposit of Rs. 200.00 Lakhs.

Term loan from ICICI Bank is secured by first pari-passu charge by way of equitable mortgage of corporate office at L &T Chambers, 16, Camac Street, 6th Floor, Kolkata - 700 017 and land measuring around 18 acres at Mouza Bholadih, Thana no. 109, Dist. Saraikella, Jharkhand and exclusive charge on the assets financed by them.

Term Loans and Working Capital Loan from SBI is further secured by the corporate guarantee of IWs. Riddhi Portfolio Private Limited.

Short Term Loan from SIDBI up to Rs. 15 Lakhs secured by a fixed deposit with them.

(3) The Company has export obligation against Import License taken for import of Capital Goods under Export Promotion Capital Goods Scheme in US $ 322.16 Lakhs amounting to Rs.13,742.06 Lakhs (Previous year in US $ 333.47 Lakhs amounting to Rs. 14,498.81 Lakhs).

(4) The Companys significant leasing agreements are in respect of lease for lands. These leasing agreements range between 30 to 99 years. The aggregate lease rental payables are charged as rent in Profit & Loss Account.

(5) Foreign currency exchange difference gain of Rs. 24.29 Lakhs (Previous year Loss of Rs. 519.26 Lakhs) on amount borrowed for acquisition of Fixed Assets, has been adjusted to carrying cost of fixed assets which is in compliance with the treatment prescribed under AS 11 notification - Companies (Accounting Standards) Amendment Rules, 2009 (G.S.R. 225 (E) dt. 31.03.2009) issued by Ministry of Corporate Affairs.

(6) a) The Company has issued 10,00,000 warrants to Ms. Lata Bhanshali and 29,00,000 warrants to M/s. Eastern Credit Capital Limited, Promoter group on a preferential basis at a price of Rs. 107.50/- per warrant during the year 2009-2010. The warrants can be converted into equity shares of Rs. 10/- each at a premium of Rs. 97.50/- within 18 months from the date of allotment i.e. 20th February, 2010.

The Company has received 25% of the issue price for 39,00,000 warrants at the time of allotment of the warrants as per SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009.

During the year the Company has received a request for the conversion of 9,50,000 warrants into equity shares from M/s. Eastern Credit Capital Limited, Promoter group, along with the balance consideration of 75% of the issue price amounting to Rs.765.95 Lakhs. The Company in its Board Meeting held on 4th April, 2011 has allotted 9,50,000 equity shares to M/s. Eastern Credit Capital Limited, Promoter group, by conversion of 9,50,000 warrants into equity shares. The above amount is lying in the bank accounts of the Company as on 31 st March, 2011.

b) The Diluted EPS for the year ending on 31 st March, 2011 has been calculated taking into account the 39,00,000 warrants issued by the Company on preferential basis which are pending for conversion into equity shares of the Company. The warrant holder has a right of conversion of these warrants into equity shares of the Company within 18 months from the date of allotment i.e. 20th February, 2010.

(7)Rs. 0.28 Lakhs (Previous year Rs. 0.11 Lakhs) has been paid as legal fee to a solicitor firm where one of Director is a partner, and Rs. 0.50 Lakhs paid to a Director towards technical consultancy charges (Previous year Rs. 0.50 Lakhs).

(8) Miscellaneous Expenses includes expenses (Net) relating to earlier years amounting to Rs. 4.39 Lakhs (Previous year Income (Net) Rs. 4.78 Lakhs) as per following details:

(9) a) Disclosure as required by Accounting Standard 15 (Revised) on Employee Benefits:

The Company has funded scheme for payment of Gratuity to all eligible employees calculated at specified number of days of last salary drawn depending upon tenure of service for each year of completed service subject to minimum service of five years payable at the time of separation upon superannuation or on exist otherwise and is provided for on the basis of actuarial valuation made at the year end.

ii) Leave salary - Compensated absents: The Company also extents defined benefit plans in the form of compensated absences to employees. Provision for compensated absences is made on basis of actuarial valuation at the year end.

iii) In respect of Defined contribution Scheme : The Company contributes 12% of salary for all eligible employees tow- ards Provident Fund managed by the Central Government. Total expenses recognized towards Employers contribution to Provident Fund Rs.88.44 Lakhs (Previous year Rs. 77.11 Lakhs)

(10) Employees Stock Option Scheme

a) The shareholders of the Company had approved the ESOP scheme 2009 to grant 15,00,000 stock options convertible into 15,00,000 equity shares of Rs. 10/- each to its permanent employees including Director of the Company whether Wholetime or otherwise in one or more tranches and on such terms and conditions as may be fixed or determined by its Board of Directors. The Compensation Committee in its meeting held on 12th September, 2009 has granted 4,68,159 nos. options to be converted into equivalent number of equity shares. The above scheme is administered through an ESOP trust namely Ramkrishna Forgings Employee Welfare Trust.

b) The ESOP Trust has been created to administer the scheme by purchase of shares from the open market/fresh issue of shares by the Company, in accordance with the approvals from the Remuneration and Compensation Committee of the Company.

e) The employee share based payment plans have been accounted based on the intrinsic value method and accordingly Rs.95.29 Lakhs (Previous year Rs. 57.01 Lakhs) has been charged as employee compensation cost.

Had the fair value method of accounting been used, the employee compensation cost would have been Rs. 104.31 Lakhs (Previous year Rs. 62.40 Lakhs).

g) The loans advanced to the Trust for purchase of shares from the market as at March 31,2011, is Rs. 939.25 Lakhs. The repayment of the loan by the trust is dependent on the exercise of options by the employees and/or the market price of the underlying equity shares of the unexercised options at the end of the exercise period.

(11) Sales includes own manufactured items at cost Capitalised Rs. NIL (Previous year Rs. 73.15 Lakhs).

(12) Loans and Advances includes due from Officers Rs. NIL (Previous Year Rs. 1.04 Lakhs) (Maximum Balance due during the year Rs. 1.04 Lakhs).

(13) Segment Information:

(a) Primary Segment Information :The Company is operating in a single segment namely Forgings.

Note: During the year export constitute 10% or more of revenue from external Sales. All the plants of the Company are located in India and accordingly debtors and Stock lying outside India has been considered segment assets outside India.

(14) The Company has not received any intimation from "Suppliers" under the Micro, Small and Medium Enterprises Development Act, 2006 and therefore disclosure, if any, relating to amounts unpaid at the year end together with the interest paid/payable as required under the Act have not been given.

(15) a) Details of Remuneration to Chairman, Managing Director/Executive Director and Director Finance:

* Exclude leave encashment and gratuity which is provided based on the actuarial on overall Company basis.

b) In response to an application made by the Company to the Central Government for approval of payment of increased remuneration to Chairman cum Wholetime Director and the Managing Director from 1st April, 2008 to 31 st March, 2011 the Central Government, has vide its letter dated 27th January, 2011 assented to payment of remuneration on the basis of the permissible limit as laid down in Section 309(3) read with Schedule XIII of the Companies Act, 1956 or remuneration of Rs. 41.22 Lakhs to Managing Director and Rs.54.05 Lakhs to Chairman cum Wholetime Director whichever is higher. Based on the above approval remuneration paid to the Chairman cum Wholetime Director and the Managing Director is in excess by Rs. 51.90 Lakhs and by Rs. 84.14 Lakhs for the year 2009-10 and 2008-09 respectively.The Company has again represented to the Central Government for reconsideration of its application and to accord its approval for payment of remuneration as proposed in the said application.The said representation is pending for reconsideration of the Central Government. However, the remuneration paid during the year 2010-11 to Chairman cum Wholetime Director and the Managing Director is within the limits as laid down in Section 309(3) read with Schedule XIII of the Companies Act, 1956.

(16) Related Party Disclosures:

(1) Name of related parties and nature of relationship where control exists are as under:

(a) Enterprises over which Key Management Personnel and (i) M/s. Riddhi Portfolio (P) Ltd. their relatives are able to exercise significant influence (ii) M/s. Eastern Credit Capital Ltd.

(100% subsidiary of Riddhi Portfolio (P) Ltd.)

(b) Trust of the Company M/s Ramkrishna Forgings Employee Welfare Trust

(c) Key Management Personnel

(i) Mahabir Prasad Jalan Chairman cum Wholetime Director

(ii)NareshJalan Managing Director

(iii)Pawan Kumar Kedia Finance Director

(17) Additional information required by Para 3 & 4 of Part II of Schedule VI to the Companies Act, 1956.

(b) Annual Capacity on maximum utilisation basis.

(c) In respect of Ring Rolling Facilities installed capacity is dependent on Product mix, which in turn is decided on the basis of actual demand for various products from time to time, it is not feasible for the Company to give exact installed capacity. With respect to the available machine hour and production cycle time the Company is capable of producing 8.0 Lakhs rings. The Company has, however, indicated installed capacity on the basis of years product mix, as certified by the Chairman and Managing Director and being a technical matter accepted by the Auditors as correct.

(18) Previous year figures have been regrouped/re-arranged wherever necessary to confirm to this years classifications.


Mar 31, 2010

(1) Secured Loans

Term Loans from SBI are secured by way of Equitable Mortgage by deposit of title deeds of immovable properties (leasehold) at Jamshedpur and hypothecation over movable assets of the Company, both present and future, subject to prior charges of the Companys Bankers created/to be created in their favour for working capital and specific term loan requirements.

Working Capital Loans from Banks are secured by pari-passu hypothecation of all current assets of the Company. Further such loans from Banks are also secured by charge on certain immovable properties located at Jamshedpur and Howrah, subject to prior charges in favour of Banks created/to be created in respect of any existing/future financial assistance/accommodation which has been/may be obtained by the Company.

Premises Loan from DBS Bank Limited is secured by the exclusive mortgage of the property situated at 72, Shakespeare Sarani,Kolkata-700 017.

Term Loan from The Bank of Rajasthan Limited is secured by the exclusive mortgage of the properties situated at L &TChambers, 6th Floor, 16, Camac Street, Kolkata - 700 017 and land measuring around 18 acres at Mauza Bholadih, Sariakela.

Term Loan from CITI Bank, HDFC Bank, IOB Bank and IDBI Bank are secured by the specific charge on the assets financed by them.

The Term Loan from HDFC Bank is further secured by the personal guarantee of Mr. Naresh Jalan, Managing Director, of the Company.

The Term Loan and Working Capital from SBI Bank is further secured by the Corporate Guarantee of M/s. Riddhi Portfolio Private Limited. (Formerly known as Basuki Portfolio Private Limited.)

Short Term Loan from SIDBI upto Rs. 25 Lakhs secured by a fixed deposit with them.

(2) The Company has export obligation against Import License taken for Import of Capital Goods under Export Promotion Capital Goods Scheme (In US $ 333.47 Lakhs) amounting to Rs. 14,498.81 Lakhs (Previous year US $ 333.47 Lakhs in Rs. 14,498.81 Lakhs)

(3) The Companys significant leasing agreements are in respect of lease for lands. These leasing agreements range between 30 to 99 years. The aggregate lease rental payables are charged as rent in Profit & Loss Account.

(4) Foreign Currency exchange difference gain of Rs. 519.26 Lakhs (Previous year Loss of Rs. 613.65 Lakhs) on amount borrowed for acquisition of fixed assets, has been adjusted to carrying cost of fixed assets which is in compliance with the treatment prescribed under AS 11 notification - Companies (Accounting Standards) Amendment Rules, 2009 (G.S.R. 225 (E) dt. 31.03.2009) issued by Ministry of Corporate Affairs.

(5) a) The Company has issued 10,00,000 Nos. equity shares and 10,00,000 Nos. warrants to Ms. Lata Bhanshali and 1,00,000 Nos. equity shares and 29,00,000 Nos. warrants to Promoter group on a Preferential basis at a price of Rs.107.50/- per share. The warrants can be converted into equity shares of Rs. 10/- each at a premium of Rs. 97.50/- within 18 months from the date of allotment i.e. 20th February, 2010.

c) The unspent money of Rs. 110.00 Lakhs out of the earlier preferential issue which was lying in the fixed deposit with the bankas on 31 st March, 2009 has been utilized for the repayment of project liabilities.

d) The Diluted EPS for the year ending on 31 st March, 2010 have been calculated taking into account, the 39,00,000 Nos. warrants issued by the Company to its Promoter group and to Ms. Lata Bhanshali on preferential basis which are pending for conversion into equity share of the Company. The terms of conversion is within 18 months from the date of allotment i.e. 20th February, 2010.

(6) Rs. 0.11 Lakhs (Previous year Rs. 1.03 Lakhs) has been paid as legal fee to a solicitor firm where one of Director is a Partner, and Rs. 0.50 Lakhs paid to a Director towards technical consultancy charges (Previous year Rs. NIL).

The Company has funded scheme for payment of Gratuity to all eligible employees calculated at specified number of days of last salary drawn depending upon tenure of service for each year of completed service subject to minimum service of five years payable at the time of separation upon superannuation or on exist otherwise and is provided for on the basis of actuarial valuation made at the year ended.

ii) Leave salary - Compensated absents :The Company also extents defined benefit plans in the form of compensated absences to employees. Provision for compensated absences is made on basis of actuarial valuation at the year end.

iii) In respect of Defined contribution Scheme :The Company contributes 11% of salary for all eligible employees towards Provident Fund managed by the Central Government. Total expenses recognized towards Employers contribution to Provident Fund Rs. 77.11 Lakhs (Previous year Rs. 68.32 Lakhs)

(7) Employees Stock Option Scheme

a) The shareholders of the Company in their Annual General Meeting held on 22nd August, 2009, have approved the ESOP Scheme to grant 15,00,000 Nos. stock options convertible intol 5,00,000 Nos. equity shares of the nominal value Rs. 10/- each to its permanent employees including Director of the Company whether wholetime or otherwise in one or more tranches and on such terms and conditions as may be fixed or determined by its Board of Directors. The above scheme is administered through an ESOP trust namely Ramkrishna Forgings Employee Welfare Trust.

b) The ESOP Trust has been created to administer the scheme by purchase of shares from the open market/fresh issue of shares by the Company, in accordance with the approvals from the Remuneration and Compensation Committee of the Company.

c) The Compensation Committee in its meeting held on 12th September, 2009 has granted 4,68,159 Nos. options to be converted into equivalent number of equity shares.

f) The employee share based payment plans have been accounted based on the intrinsic value method and accordingly Rs. 57.01 Lakhs has been charged as employee compensation cost.

Had the fair value method of accounting been used, the employee compensation cost would have been Rs. 62.40 Lakhs.

(8) Sales includes own manufactured items at cost capitalised Rs. 73.15 Lakhs (Previous year Rs. 550.53 Lakhs).

(9) Loan and Advances includes due from Officers Rs. 1.04 Lakhs (Opening outstanding balance) (Previous Year Rs. 1.04 Lakhs) (Maximum Balance due during the year Rs. 1.04 Lakhs).

(10) Segment Information:

(a) Primary Segment Information : The Company is operating in a single segment namely Forgings.

(b) Secondary Segment Information : Not applicable, as all the plants of the Company are located in India and Export does not constitute 10% or more of revenue from external sales.

(11) Amount due to Creditors registered under Micro, Small and Medium Enterprises Development Act, 2006 as on 31.03.2010 is Rs. NIL. Further, there is no interest accrued, payable under the said act at the close of the year. The disclosure above is based on the information available with the Company regarding status of the suppliers under MSME.

(b) In response to an application made by the Company to the Central Government for approval of payment of increased remuneration to Chairman cum Whole Time Director and Managing Director from 1 st April, 2008 to 31 st March, 2011 the Central Government, has vide its letter dated 18th March, 2010 assented to payment of remuneration on the basis of the permissible limit as specified under Schedule XIII of the Companies Act, 1956 or remuneration last drawn by the said Managerial Personnel whichever is higher.

The Company has paid the remuneration of Rs. 122.94 Lakhs and Rs. 96.60 Lakhs to Chairman cum Whole Time Director and Managing Director respectively during the year 2009-10 which is an excess of the limit laid down in the Section 309 (3) read with Schedule XIII of the Companies Act, 1956. The excess remuneration is amounting to Rs. 96.49 Lakhs for FY 2008-2009 and Rs. 52.48 Lakhs for FY 2009-2010.

The Company has made a representation to the Central Government for reconsideration of its application and accord its approval to the Company for payment of remuneration as proposed in the said application. The said representation is pending for consideration of the Central Government.

b) The Company has recognized Deferred Tax Assets on business loss including unabsorbed depreciation as in view of the management there is reasonable certainty that assets will be realized in future.

c) Rs. 278.00 Lakhs (Previous year Rs. 81.09 Lakhs) has been provided in the account towards Minimum Alternate Tax for the year ended 31 st March 2010 in terms of Section 115JB of the Income Tax Act, 1961. MAT Credit of Rs. 271.00 Lakhs as been recognized as an assets by crediting Profit & Loss Account in the books of Accounts, based on the convincing evidence that the company will pay Normal Income Tax during the specified period.

(12) Earnings Per Share: (Basic & Diluted)

(13) Additional information required by Para 3 & 4 of Part II of Schedule VI to the Companies Act, 1956.

(b) Annual Capacity on maximum utilisation basis.

(c) In respect of Ring Rolling Facilities installed capacity is dependent on product mix, which in turn is decided on the basis of actual demand for various products from time to time, it is not feasible for the Company to give exact installed capacity. With respect to the available machine hour and production cycle time the Company is capable of producing 8.0 Lakhs rings. The Company has, however, indicated installed capacity on the basis of years product mix, as certified by the Chairman and Managing Director and being a technical matter accepted by the Auditors as correct.

(14) Previous year figures have been re-grouped/re-arranged wherever necessary to confirm to this years clssifications.

Disclaimer: This is 3rd Party content/feed, viewers are requested to use their discretion and conduct proper diligence before investing, GoodReturns does not take any liability on the genuineness and correctness of the information in this article

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