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Notes to Accounts of Shree Digvijay Cement Company Ltd.

Mar 31, 2023

b) Rights, preferences and restrictions attached to equity shares The Company has one class of equity shares having a par value of Rs. 10 per share. Each shareholder is eligible for one vote per share held. 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. The Dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting except in the case of interim dividend.

c) 265,212 equity shares (March 31, 2022: 265,212) are kept in abeyance out of the Rights Issue entitlement pending settlement of disputes.

d) 3,035 equity shares (March 31, 2022: 3,035) were issued in past but remain unsubscribed.

1) Capital Reserve : The Company had issued 6% non-cumulative compulsorily convertible preference shares to its then parent company. Subsequently, the preference shareholders relinquished their right and resultant gain was recorded in the capital reserve in the year of 2010.It also include subsidies received from State Government in the year 2002-03.

2) Capital Redemption Reserve : This was created on redemption of 14% redeemable cumulative preference shares in year 1996-97.

3) Securities Premium : Securities premium is used to record the excess of the amount received over the face value of the shares. This can be utilised in accordance with the provision of the Companies Act, 2013.

4) Shares Options Outstanding : The Company has share option schemes under which options to subscribe for the Company''s shares have been granted to specific employees. The share-based payment reserve is used to recognise the value of equity-settled share-based payments provided to certain class of employee as part of their remuneration. Refer to Note 44 for further details of these plans.

5) General Reserve: The Company has transferred a portion of its net profit before declaring dividend to general reserve pursuant to the earlier provision of Companies Act, 1956. Mandatory transfer to general reserve is not required under the Act.

b) A sum of Rs. 309.84 lakhs (March 31,2022: Rs. 309.84 lakhs)on account of arrears, rent, service charges, way leave fees of certain leasehold property, consequent to the Order of the Estate Officer of Mumbai Port Trust (MPT) dated February 28, 2007, has not been provided for as the said property was assigned in an earlier year to M/s Dinbandhu Estate Pvt. Ltd. (the Assignee).The assignment was subject to the approval of MPT which was to be arranged by the Assignee. The Company is contesting the said Order before the High Court.

c) In respect of retrospective revision (August 2012 to January 2018) of electricity duty the Company has received a demand of Rs. 1,472 lakhs from Paschim Gujarat Vij Company Limited. The Company has filed a writ petition with the High Court. Management believes that the probability of the above matter converting into a liability for the Company is remote basis various precedents and applicable laws. As per the direction received from High Court, the Company has deposited Rs. 500 lakhs as fixed deposit with the High Court in July 2018.

d) It is not practicable for the Company to estimate the timing of cash outflows, if any, in respect of the above pending resolution of the respective proceedings. The Company does not expect any reimbursements in respect of the above contingent liabilities.

e) Competition Commissioner of India has visited the office on 22nd and 23rd of Dec, 2022 for the purpose of conducting "Search" to find out certain information concerning the Competition Commission. Since, the Company have not indulged in any concerning Competition Commission which is in violation of Competition Law and have not committed any breach of Competition Laws, management do not apprehend any material impact on the financial statements of the Company.

f) The Company has entered into a Power Purchase Agreement with Trinethra Renewable Energy Pvt. Ltd. (Power Producer) dated 6th April, 2022 for purchase of Wind and Solar (Hybrid) power with schedule commencement date of 6th January, 2023. The Company has recognised income of Rs. 314.81 lakhs, a compensation equivalent to the loss of benefits for the Period from 06/01/2023 to 31/03/2023 as per Power Purchase Agreement.

g) Capital commitments : Estimated amount of contracts remaining to be executed on capital account (net of advances) and not provided for is Rs. 486.56 lakhs (March 31, 2022: Rs. 276.48 lakhs).

ii) Defined-benefits plans

The Company provides for gratuity, a defined benefit retirement plan covering eligible employees. The Gratuity Plan provides a lump sum payments to vested employees at retirement, death, incapacitation or termination of employment, as per the Company''s policy. Vesting occurs on completion of 5 continuous years of service as per Indian law. However, no vesting condition applies in case of death. The gratuity payable to employees is based on the employee''s tenure of service and last drawn salary at the time of leaving the services of the Company. The gratuity plan is a funded plan and is administrated through a trust namely Shree Digvijay Cement Co. Ltd. Employee Gratuity Fund.

The estimates of future salary increases, considered in actuarial valuation, takes into account, inflation, seniority, promotions and other relevant factors, such as demand and supply in the employment market.

Mortality:

The mortality rate is based on publicly available mortality tables. Those mortality tables tend to change only at interval in response to demographic changes. Future salary increases are based on expected future inflation rates.

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

iii) Risk Exposure

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

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

Salary Inflation Risk : Higher than expected increases in salary will increase the defined benefit obligation.

Interest-Rate Risk : The defined benefit obligation calculated uses a discount rate based on government bonds. If bond yields fall, the defined benefit obligation will tend to increase.

iv) Defined Benefit Liability and Employer Contributions

The Company considers that the contribution rates set at the last valuation date are sufficient to eliminate the deficit over the agreed period and that regular contributions, which are based on service costs, will not increase significantly.

The discount rates reflects the prevailing market yields of Indian Government securities as at the Balance Sheet date for the estimated term of the obligations.

Leave Availment Pattern:

Based on the data provided to us on the pattern of availment of leave by employees of the Group in the past, it has been assumed that 1.75% (2.5% in Previous Year) for Previllage Leave & 5.00% (2.5% in Previous Year) for Sick leave of leave balance as at the valuation date and each subsequent year following the valuation date is availed by the employee. The balance leave is assumed to be available for encashment on separation from the Group.

34 SEGMENT INFORMATION Operating segment

The Company''s chief operating decision maker (CODM) has identified one business segment viz. Manufacturing and Sales of Cement and its only production facility is located in India. There are no other reportable segment.

Geographical segment

The Company operates in two principal geographical areas of the world, its home country (Domestic) and other countries (Overseas).

Key Management Personnel Compensation

Provision for gratuity and compensated absences are computed for all the employees in aggregate, the amounts relating to the Key Managerial Personnel cannot be individually identified.

35d No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities ("Intermediaries") with the understanding, whether recorded in writing or otherwise, that the Intermediary shall lend or invest in party identified by or on behalf of the Company (Ultimate Beneficiaries). The Company has not received any fund from any party(s) (Funding Party) with the understanding that the Company shall whether, directly or indirectly lend or invest in other persons or entities identified by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(ii) Fair value hierarchy

This section explains the judgements and estimates made in determining the fair values of the financial instruments that are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into the three levels prescribed under the accounting standard. An explanation of each level is as follows:-

Level 1 : Level 1 hierarchy includes financial instruments measured using quoted prices.

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

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

iii) Fair value of financial assets and liabilities measured at amortised cost

The carrying amounts of term deposits and interest there on, trade receivables, cash and cash equivalents, other financial assets, borrowings, trade payables and other current financial liabilities are considered to be the same as their fair values due to their short-term nature.

37 FINANCIAL RISK MANAGEMENT

The Company''s activities expose it to a variety of financial risks: credit risk, liquidity risk and market risk. The Company''s focus is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance. The market risk to the Company is foreign exchange risk and interest rate. The Company''s exposure to credit risk is influenced mainly by the individual characteristic of each customer.

37A CREDIT RISK

Credit risk comprises of direct risk of default, the risk of deterioration of creditworthiness as well as concentration risks. It mainly arises from trade receivables, cash and cash equivalents (excluding cash on hand) and bank deposits.

(i) Credit risk management

a) Trade receivables

The carrying amount of trade receivables represent the maximum credit exposure net of provision for impairment. The maximum exposure to credit risk was Rs. 2,165.98 lakhs as of March 31, 2023 ( March 31, 2022 - Rs. 1336.02 lakhs).

Trade receivables are derived from revenue earned from customers. Credit risk for trade receivable is managed by the Company through credit approvals, establishing credit limits and periodic monitoring of the creditworthiness of its customers to which the Company grants credit terms in the normal course of business. Further, there are customers covered either by security deposits or bank guarantee. The Company''s credit period generally ranges from 0-30 days.

As per simplified approach, the Company uses a provision matrix to compute the expected credit loss allowance for trade receivables. The provision matrix takes into account a continuing credit evaluation of Company''s customers'' financial condition; aging of trade accounts receivable, the extent of credit insurance coverage; the value and adequacy of collateral received from the customers in certain circumstances; the Company''s historical loss experience; and changes in credit risk and capital availability of the Company''s customers resulting from economic conditions. The Company defines default as an event when there is no reasonable expectation of recovery.

b) Cash and cash equivalent and bank deposits

Credit risk on cash and cash equivalents and bank deposits is generally low as the said deposits have been made with banks having good reputation, good past track record and high quality credit rating and the Company also reviews their credit-worthiness on an on-going basis.

37B LIQUIDITY RISK

Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. The Company manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities (comprising the undrawn borrowing facilities below), by continuously monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and liabilities.

The liquidity risk is managed by Company''s Liquidity and Financial Indebtedness Management Policy, which aims to ensure the availability of sufficient net funds to meet the Company''s financial commitments with minimal additional cost. One of the main liquidity monitoring measurement instruments is the cash flow projection, using a minimum projection period of 12 months from the benchmark date.

(i) Financing arrangements

The Company has undrawn borrowing facilities of Rs. 8,800.23 lakhs as at March 31,2023 (Rs. 9,180.58 lakhs as at March 31, 2022). Undrawn credit facilities comprises of fund based and non-fund based.

38 CAPITAL MANAGEMENT

The Company''s objectives when managing capital are to safeguard the Company''s ability to continue as a going concern in order to provide returns for shareholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure of the Company, Management can make, or may propose to the stockholders when their approval is required, adjustments to the amount of dividends paid to stockholders, return capital to stockholders, issue new shares or sell assets to reduce, for example, debt.

The Company considers total equity reported in the standalone financial statements to be managed as part of capital.

Disaggregation of revenue

The management determines that there is only one business segment viz. Manufacturing and Sales of Cement as per the segment information reported under Note 34 Segment reporting, hence there is no requirement to disclose disaggregation of revenue under Ind AS 115 Revenue from contract with Customers separately.

Significant payment terms

Generally, the Company provides 21 days credit period for trade type customers and 30 days for non-trade type customers. Further, trade customers are eligible for certain discounts as per basis quantity upliftment by the customer on monthly, quarterly and annual.

41 LEASESAs a lessee:

As a lessee, the Company entered in to leases agreement for many assets including property, production equipment and IT equipment. Under Ind AS 116, the Company recognises right-of-use assets and lease liabilities for most of these leases. These lease arrangements range for a period between 11 months and 20 years, which include both cancellable and non-cancellable leases. Most of the leases are renewable for further period on mutually agreeable terms and also include escalation clauses.

(B) Fair Valuation

Share options were granted during the year March 31,2020 70,60,000 shares with vesting plan of 20%, 30%, 30% and 20% basis each year. Weighted average fair value of the options granted during the year March 31,2020 is Rs. 3.06 per share.

The fair value of option has been done by an independent firm of Chartered Accountants on the date of grant using the Black-Scholes Model.

Mar 31, 2022

Rights, preferences and restrictions attached to equity shares

The Company has one class of equity shares having a par value of Rs. 10 per share. Each shareholder is eligible for one vote per share held. 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. The Dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting except in the case of interim dividend.

2) Capital Redemption Reserve : This was created on redemption of 14% redeemable cumulative preference shares in year 1996-97.

6) Surplus in statement of profit and loss represent surplus/accumulated earnings of the Company and are available for distribution to shareholders.

b) A sum of Rs. 309.84 lakhs (March 31,2021: Rs. 309.84 lakhs) on account of arrears, rent, service charges, way leave fees of certain leasehold property, consequent to the Order of the Estate Officer of Mumbai Port Trust (MPT) dated February 28, 2007, has not been provided for as the said property was assigned in an earlier year to M/s Dinbandhu Estate Pvt. Ltd. (the Assignee).The assignment was subject to the approval of MPT which was to be arranged by the Assignee. The Company is contesting the said Order before the High Court.

e) The Indian Parliament has approved the Code on Social Security, 2020 (''Code'') which may likely impact the contributions made by the Company towards Provident Fund and Gratuity. The Company will assess the impact and its evaluation once the corresponding rules are notified and will give appropriate impact in the financial statements in the period in which the Code becomes effective and the related rules are notified.

Defined-benefits plans

The discount rates reflects the prevailing market yields of Indian Government securities as at the Balance Sheet date for the estimated term of the obligations.

Mortality:

iii) Risk Exposure

Demographic Risk:

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

Salary Inflation Risk :

Higher than expected increases in salary will increase the defined benefit obligation.

Interest-Rate Risk:

The defined benefit obligation calculated uses a discount rate based on government bonds. If bond yields fall, the defined benefit obligation will tend to increase.

iv) Defined Benefit Liability and Employer Contributions

The discount rates reflects the prevailing market yields of Indian Government securities as at the Balance Sheet date for the estimated term of the obligations.

Leave Availment Pattern:

Based on the data provided to us on the pattern of availment of leave by employees of the Company in the past, it has been assumed that 2.5% of leave balance as at the valuation date and each subsequent year following the valuation date is availed by the employee. The balance leave is assumed to be available for encashment on separation from the Company.

34 SEGMENT INFORMATION

The Company does not have revenue from customer located outside India during the year. The Company does not hold any non-current assets in foreign countries. There are no individual customers or a particular group contributing to more than 10% of revenue.

Key Management Personnel Compensation

Provision for gratuity and compensated absences are computed for all the employees in aggregate, the amounts relating to the Key Managerial Personnel cannot be individually identified.

(ii) Fair value hierarchy

Level 1: Level 1 hierarchy includes financial instruments measured using quoted prices.

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

iii) Fair value of financial assets and liabilities measured at amortised cost

37 FINANCIAL RISK MANAGEMENT

37A CREDIT RISK

(i) Credit risk managementa) Trade receivables

The carrying amount of trade receivables represent the maximum credit exposure net of provision for impairment. The maximum exposure to credit risk was Rs. 1,336.02 lakhs as of March 31, 2022 (March 31, 2021 - Rs. 1,072.19 lakhs).

b) Cash and cash equivalent and bank deposits

37B LIQUIDITY RISK

(i) Financing arrangements

The Company has undrawn borrowing facilities of Rs. 9,180.58 lakhs as at March 31,2022 (Rs. 4,665.62 lakhs as at March 31, 2021). Undrawn credit facilities comprises of fund based and non-fund based.

38 CAPITAL MANAGEMENT

The Company''s objectives when managing capital are to safeguard the Company''s ability to continue as a going concern in order to provide returns for shareholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure of the Company, Management can make, or may propose to the stockholders when their approval is required, adjustments to the amount of dividends paid to stockholders, return capital to stockholders , issue new shares or sell assets to reduce, for example, debt.

Disaggregation of revenue

Significant payment terms

41 LEASES

As a lessee:

46 Reclassification as per amendments in Schedule III:

Security deposits from vendors amounting to Rs. 29.85 lakhs (March 31,2021 : Rs. 30.94 lakhs) have been reclassified from "Loans" under Non-current financial assets to "Other financial assets" under Non-current financial assets. (Refer Note 6)

47 On J une 01, 2020 the turbine and generator of Waste Heat Recovery plant got damaged due to an incident. The Company had lodged insurance claim for recovering cost of damage to the equipments and loss of profit on account of increase in power cost. The Company had accounted for Rs. 58.86 lakhs (March 31,2021 : 261 lakhs) towards the claim amount received from insurance company. Total claim of Rs.319.86 lakhs have been received (Rs. 187.83 lakhs on account of machinery break down claim and 132.03 lakhs on account of reimbursement of power cost against the additional cost of power).

48 Impact on COVID-19

The spread of COVID-19 has severely impacted business around the globe. In many countries including India, there has been severe disruption to regular business operations due to lock-down, disruptions in transportation, supply chain, travel bans, quarantines, social distancing and other emergency measures.

The Company has made detailed assessment of its liquidity position for the next one year and of the recoverability and carrying values of its assets comprising Property, Plant and Equipment, intangible assets, Trade Receivables and Inventory as at the balance sheet date and has concluded that there is no material adjustments required in the Financial Statements. The notes are an integral part of these standalone financial statements.

Mar 31, 2018

1 Company Overview

Shree Digvijay Cement Co Limited (the âCompanyâ) is a public limited Company domiciled in India with its registered office address being Digvijaygram, Dist: Jamnagar, Gujarat - 361140. The company is listed on the Bombay Stock Exchange (BSE). The companyâs principal business is manufacturing and selling of cement. The Company has one manufacturing facility at Sikka (via Jamnagar) with installed capacity of 10.75 lacs MT per annum. The Company caters mainly to the domestic market.

2(A) Critical estimates and judgements

The preparation of financial statements requires the use of accounting estimates. Management also needs to exercise judgement in applying the Companyâs accounting policies. This note provides an overview of the areas that involved a higher degree of judgement or complexity, and of items which are more likely to be materially adjusted due to estimates and assumptions turning out to be different than those originally assessed. The areas involving critical estimates or judgements are:

a.) Mines Reclamation Provisions and related asset

I n determining the fair value of the Mines Restoration Obligation, assumptions and estimates are made in relation to discount rates, the expected cost of mines restoration and the expected timing of those costs. (Refer note 2.10 and 19).

b.) Provisions & Contingent Liabilities

The Company exercises judgement in measuring and recognising provisions and the exposures to contingent liabilities which is related to pending litigation or other outstanding claims. If a loss arising from these litigations and/or claims is probable and can be reasonably estimated, the management record the amount of the estimated loss. If a loss is reasonably possible, but not probable, the management discloses the nature of the significant contingency and, if quantifiable, the possible loss that could result from the resolution of the matter. As additional information becomes available, the management reassess any potential liability related to these litigations and claims and may need to revise the estimates. Such revisions or ultimate resolution of these matters could materially impact the results of operations, cash flows or financial statements of the company. (Refer Note 24 and 27)

c.) Current tax expense and deferred tax

The calculation of the Companyâs tax charge necessarily involves a degree of estimation and judgement in respect of certain items whose tax treatment cannot be finally determined until resolution has been reached with the relevant tax authority or, as appropriate, through a formal legal process. The final resolution of some of these items may give rise to material adjustment to taxable profits/losses (Refer note 7).

Recognition of deferred tax assets

The recognition of deferred tax assets is based upon whether it is probable that sufficient taxable profits will be available in the future against which the reversal of temporary differences will be offset. To determine the future taxable profits, the management considers the nature of the deferred tax assets, recent operating results, future market growth, forecasted earnings and future taxable income in the jurisdictions in which the company operate. (Refer Note 8).

d.) Expected credit loss for trade receivables

The company uses a provision matrix to compute the expected credit loss allowance for trade receivable. Changes in the financial condition of customers or other unanticipated events, which may affect their ability to make payments, could result in charges for additional allowances exceeding Managementâs expectations. Management estimates are influenced by the following considerations: a continuing credit evaluation of customersâ financial condition; ageing of trade accounts receivable, individually and in the aggregate; the value and adequacy of collateral received from customers in certain circumstances; historical loss experience; changes in credit risk, capital availability of customers resulting from economic conditions, current market conditions as well as forward looking estimates. (Refer note 11).

e.) Useful lives of property, plant and equipment

The Company reviews the estimated useful lives of property, plant and equipment at the end of each reporting period or even earlier in case, circumstances change such that the recorded value of an asset may not be recoverable. The estimate of useful life requires significant management judgment and requires assumptions that can include: planned use of equipments, future volume trends, revenue and expense growth rates and annual operating plans, and in addition, external factors such as changes in macroeconomic trends which are considered in connection with the Companyâs long-term strategic planning. (Refer note 2.09 and 2.10).

f.) Employee benefit plans

The Companyâs obligation on account of gratuity and compensated absences is determined based on actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates. Due to the complexities involved in the valuation and its long-term nature, these liabilities are highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.

The parameter most subject to change is the discount rate. In determining the appropriate discount rate, the management considers the interest rates of government bonds in currencies consistent with the currencies of the post-employment benefit obligation.

The management is of view that realisation of deferred tax assets is probable considering the future financial projections of the company. Accordingly, the Company has recognized deferred tax asset.

The Company has calculated its tax liability for current taxes after considering MAT. The excess tax paid under MAT provisions over and above normal tax liability can be carried forward and set-off against future tax liabilities computed under normal tax provisions. The Company was required to pay MAT during the current and previous years and accordingly, a deferred tax asset is recognised which can be carried forward for a period of 15 years from the year of recognition.

b) Rights, preferences and restrictions attached to equity shares

The company has one class of equity shares having a par value of Rs. 10 per share. Each shareholder is eligible for one vote per share held. 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.

c) 265,212 equity shares (March 31, 2017: 265,212 and April 01, 2016: 265,212) are kept in abeyance out of the Rights Issue entitlement pending settlement of disputes.

Notes :

1) Capital Reserve : The company had issued 6% non-cumulative compulsorily convertible preference shares to its then parent company. Subsequently, the preference shareholders relinquished their right and resultant gain was recorded in the capital reserve. It also include subsidies received from State Government in the year 2002-03.

2) Capital Redemption Reserve : This was created on redemption of 14% redeemable cumulative preference shares in year 1996-97.

3) Securities Premium Account : Securities premium account is used to record the excess of the amount received over the face value of the shares. This can be utilised in accordance with the provision of the Companies Act, 2013.

4) The Board of Directors of the Company at its meeting held on March 27, 2018, has approved the scheme of arrangement for capital restructuring/reduction, the appointed date being April 1, 2017. The scheme will be given effect to on receipt of requisite approvals/ consent.

Note : Provision for arrears of rent claimed by Mumbai Port Trust with respect to plot of land C-2 and C3 at Sewri Estate Mumbai towards the proceeding filed by Mumbai Port Trust (MPT) against the Company. The Company is contesting the said order before the High Court.

b) A sum of Rs. 309.84 lakhs (March 31, 2017: Rs. 309.84 lakhs and April 01, 2016: Rs. 309.84 lakhs) on account of arrears, rent, service charges, way leave fees of certain leasehold property, consequent to the Order of the Estate Officer of Mumbai Port Trust (MPT) dated February 28, 2007, has not been provided for as the said property was assigned in an earlier year to M/s Dinbandhu Estate Pvt. Ltd. (the Assignee).The assignment was subject to the approval of MPT which was to be arranged by the Assignee. The Company is contesting the said Order before the High Court.

It is not practicable for the Company to estimate the timing of cash outflows, if any, in respect of the above pending resolution of the respective proceedings. The Company does not expect any reimbursements in respect of the above contingent liabilities.

3A EMPLOYEE BENEFIT OBLIGATIONS:

i) Defined-contribution plans

The Company makes contribution to provident fund under the provision of the Employeesâ Provident Funds and Miscellaneous Provisions Act, 1952 and to superannuation fund for the qualifying employees as per the Companyâs policy.

ii) Defined-Benefits Plans

The company provides for gratuity, a defined benefit retirement plan covering eligible employees. The Gratuity Plan provides a lump sum payments to vested employees at retirement, death, incapacitation or termination of employment, as per the companyâs policy. Vesting occurs on completion of 5 continuous years of service as per Indian law. However, no vesting condition applies in case of death. The gratuity payable to employees is based on the employeeâs tenure of service and last drawn salary at the time of leaving the services of the Company. The gratuity plan is a funded plan and is administrated through a trust namely Shree Digvijay Cement Co. Ltd. Employee Gratuity Fund.

The discount rates reflects the prevailing market yields of Indian Government securities as at the Balance Sheet date for the estimated term of the obligations.

The sensitivity of the defined benefit obligation to changes in the weighted principal assumptions by 50 basis Point is:

The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior period.

iv) Risk Exposure

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

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

Salary Inflation Risk : Higher than expected increases in salary will increase the defined benefit obligation Interest-Rate Risk: The defined benefit obligation calculated uses a discount rate based on government bonds. If bond yields fall, the defined benefit obligation will tend to increase.

v) Defined Benefit Liability and Employer Contributions

The company considers that the contribution rates set at the last valuation date are sufficient to eliminate the deficit over the agreed period and that regular contributions, which are based on service costs, will not increase significantly.

The weighted average duration of the defined benefit obligation is 4.71 years (2017 - 6.28 years). The expected maturity analysis of undiscounted gratuity is as follows:

4 SEGMENT INFORMATION

The Companyâs chief operating decision maker (CODM) has identified one business segment viz. Manufacturing and Sales of Cement and its only production facility is located in India. There are no other reportable segment.

The Company does not hold any non-current assets in foreign countries.

There are no individual customers or a particular group contributing to more than 10% of revenue.

5 RELATED PARTY DISCLOSURES:

5a Names of the related parties and nature of relationship:

i) Where control exists Holding Company -

Votorantim Cimentos EAA Inversiones S.L.

Intermediate Holding Company -Votorantim Cimentos S.A.

Ultimate Holding Company -Hejoassu S.A.

ii) Other Related Parties with whom transactions have taken place Fellow Subsidiaries :

Cemento Cosmos S.A.

Votorantim Cement Trading S.L.

iii) Key Management Personnel

Mr. A. K. Chhatwani (Independent Director & Chairman)

Mr. A. Kumaresan (Independent Director)

Mr. Sven Erik Oppelstrup Madsen (Director) (up to January 24, 2018)

Mr. Jorge Alejandro Wagner (Director) (with effect from January 24, 2018)

Mr. Persio Morassutti (Director)

Ms. Meike Albrecht (Director)

Mr. Rajeev Nambiar (CEO and Whole Time Director)

iv) Trust

Shree Digvijay Cement Co. Ltd. Employeesâ Gratuity Fund

Key Management Personnel Compensation

Gratuity and compensated absences are computed for all the employees in aggregate, the amounts relating to the Key Managerial Personnel cannot be individually identified.

Note: The holding Company has provided guarantee on behalf of the Company to the bankers in respect of borrowings facilities (fund based / Non fund based). The details of borrowings are given in note 39C.

6 FAIR VALUE MEASUREMENTS

(i)Financial instruments by category

There are no financial assets/liabilities that are measured at fair value through statement of profit and loss account or other comprehensive income. The following financial assets/liabilities are measured at amortised cost:

(ii) Fair value hierarchy

Level 1 : Level 1 hierarchy includes financial instruments measured using quoted prices.

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

iii) Fair value of financial assets and liabilities measured at amortised cost

The fair values of security deposits are based on discounted cash flows using a risk free rate of interest. They are classified as level 3 fair values in the fair value hierarchy due to the use of unobservable inputs, including own credit risk. Fair value of the security deposit is Rs.894.42 lakhs.

7 FINANCIAL RISK MANAGEMENT

The Companyâs activities expose it to a variety of financial risks: credit risk, liquidity risk and market risk. The Companyâs focus is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance. The market risk to the Company is foreign exchange risk and interest rate. The Companyâs exposure to credit risk is influenced mainly by the individual characteristic of each customer.

8A CREDIT RISK

(i) Credit risk management

a) Trade receivables

The carrying amount of trade receivables represent the maximum credit exposure net of provision for impairment. The maximum exposure to credit risk was Rs. 1,207.88 lakhs as of 31^st March, 2018 ( March 31, 2017 - Rs. 557.96 lakhs and April 01, 2016 - Rs.1,594.97 lakhs).

Trade receivables are derived from revenue earned from customers. Credit risk for trade receivable is managed by the company through credit approvals, establishing credit limits and periodic monitoring of the creditworthiness of its customers to which the company grants credit terms in the normal course of business. Further, majority of the customers are covered either by security deposits or bank guarantee. The Companyâs credit period generally ranges from 0-30 days.

The company does not have a high concentration of credit risk to a single customer. Single largest customer have the total exposure in receivables Rs. 103.93 lakhs as of 31^st March, 2018 (31^st March, 2017 - Rs. 55.17 lakhs and April 01, 2016 - Rs. 300.06 lakhs).

As per simplified approach, the company uses a provision matrix to compute the expected credit loss allowance for trade receivables. The provision matrix takes into account a continuing credit evaluation of companyâs customersâ financial condition; aging of trade accounts receivable, the extent of credit insurance coverage; the value and adequacy of collateral received from the customers in certain circumstances; the companyâs historical loss experience; and changes in credit risk and capital availability of the companyâs customers resulting from economic conditions. The company defines default as an event when there is no reasonable expectation of recovery.

b) Cash & cash equivalent and bank deposits

Credit risk on cash and cash equivalents and bank deposits is generally low as the said deposits have been made with banks having good reputation, good past track record and high quality credit rating and company also reviews their credit-worthiness on an on-going basis.

8B MARKET RISK

(i) Foreign currency risk

Foreign exchange risk arises on financial instruments being denominated in a currency that is not the functional currency of the entity and that are monetary in nature. The Company is exposed to foreign exchange risk mainly arising from Trade Payables denominated in United States Dollar (âUSDâ), European Union Currency (âEUROâ) and Japanese Yen (âJPYâ) and Trade receivables in United States Dollar (âUSDâ).

(a) Foreign currency risk exposure:

The Company has not entered into any derivative transactions during the year and there were no derivative transactions outstanding as on 31^st March, 2018

(b) Sensitivity:

The sensitivity of profit or loss to changes in the exchange rates arises mainly from foreign currency denominated financial instruments is as follows:

(ii) Interest rate exposure

The Company borrowings at reporting date are at fixed rate of interest and Company is not exposed to interest rate changes in respect of such borrowings. However Company will have exposure to interest rate changes at the time of rollover of borrowing facilities.

8C LIQUIDITY RISK

The liquidity risk is managed by means of the ultimate parent companyâs Liquidity and Financial Indebtedness Management Policy, which aims to ensure the availability of sufficient net funds to meet the Companyâs financial commitments with minimal additional cost. One of the main liquidity monitoring measurement instruments is the cash flow projection, using a minimum projection period of 12 months from the benchmark date.

(i) Financing arrangements

The Company has undrawn borrowing facilities of Rs. 11,161.42 lakhs as at 31^st March, 2018 (Rs. 3,600.71 lakhs as at 31^st March, 2017 and Rs. 1,847.17 lakhs as at April 01, 2016) which is renewable on yearly basis by mutual consent. Undrawn credit facilities comprises of fund based and non-fund based.

(ii) Maturities of financial liabilities

The following table shows the maturity analysis of the companies financial liabilities based on the contractually agreed undiscounted cash flows as at the Balance Sheet date.

9 CAPITAL MANAGEMENT

The companyâs objectives when managing capital are to safeguard the Companyâs ability to continue as a going concern in order to provide returns for shareholders and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure of the Company, management can make, or may propose to the stockholders when their approval is required, adjustments to the amount of dividends paid to stockholders, return capital to stockholders , issue new shares or sell assets to reduce, for example, debt.

The Company considers total equity reported in the financial statements to be managed as part of capital.

The Company does not have any borrowing which is subject to the capital requirements.

Capital commitments

Estimated amount of contracts remaining to be executed on capital account is Rs. 28.42 lakhs (31^st March, 2017: Rs. 1 76.69 lakhs and April 01, 201 6: Rs. 330.66 lakhs), against which advances paid aggregate Rs. 28.42 lakhs (31^st March, 2017: Rs. 172.35 lakhs and April 01, 2016: Rs. 43.36 lakhs).

10 During previous year, on the basis of advise of an independent tax consultant and certain judicial pronouncements, the Company has recognised input tax credit (VAT) receivables on petcoke and coal consumed in earlier years aggregating Rs.163 lakhs. These were shown as balances with statutory authorities under other current assets by corresponding credit to miscellaneous income - other income.

11 LEASES

As a lessee: Operating lease

The Company has operating leases for premises. These lease arrangements range for a period between 11 months and 20 years, which include both cancellable and non-cancellable leases. Most of the leases are renewable for further period on mutually agreeable terms and also include escalation clauses.

12 Details of Specified Bank Notes (SBN) as defined in the MCA notification GSR 308 (E) dated March 30, 2017

(a) The reporting on disclosures relating to Specified Bank Notes is not applicable to the Company for the year ended 31^st March, 2018.

(b) Details of Specified Bank Notes (SBN) held and transacted during the period from 8th November, 2016 to 30th December, 2016 :

13 DUES TO MICRO AND SMALL ENTERPRISES

There were no delays in payment to micro and small enterprises registered under Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act) and accordingly no interest payable to them. The outstanding balance payable to micro and small enterprise is disclosed in note no. 22. This information has been determined to the extent such parties have been identified on the basis of information available with the Company.

14 I n view of Honâble Supreme Court ruling, the Company has reversed the provision of Rs. 201.78 Lakhs during the year which was towards additional royalty on lime stone payable to District Mineral Foundation (DMF) under the Mines and Mineral (Development & Regulation) Amendment Act, 2015 for the period from January 12, 2015 to September 16, 2015.

15 FIRST TIME ADOPTION OF IND AS:

These are the Companyâs first financial statements prepared in accordance with Ind AS. The Companyâs opening Ind AS Balance Sheet was prepared as at April 1, 2016 i.e. the Companyâs date of transition to Ind AS. In preparing the Opening Balance Sheet, the Company has applied the mandatory exceptions and certain optional exemptions from full retrospective application of Ind AS in accordance with the guidance in Ind AS 101 âFirst Time Adoption of Indian Accounting Standardsâ.

This note explains the principal adjustments made by the Company in restating its previous GAAP financial statements to Ind AS, in the opening Balance Sheet as at April 1, 2016 and in the financial statements for the year ended 31^st March, 2017.

A. Exemptions and exceptions availed

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

A.1 Ind AS optional exemptions Deemed cost:

I nd AS 101 permits a first-time adopter to elect to continue with the carrying value for all of its property, plant and equipment as recognised in the financial statements as at the date of transition to Ind AS, measured as per the previous GAAP and use that as its deemed cost as at the date of transition after making necessary adjustments for de-commissioning liabilities. This exemption can also be used for intangible assets covered by Ind AS 38, Intangible Assets. Accordingly, the Company has elected to measure all of its property, plant and equipment and intangible assets at their previous GAAP carrying value.

A.2 Ind AS mandatory exceptions Estimates

On an assessment of the estimates made under previous GAAP the Company has concluded that there was no necessity to revise the estimates under Ind AS except where estimates were required by Ind AS and not required by previous GAAP or the basis of measurement were different.

The remaining mandatory exceptions either do not apply or are not relevant to the Company.

Reconciliation Between Previous GAAP and Ind AS

Reconciliation of total equity as at April 01, 2016 and 31^st March, 2017, as reported in accordance with Previous GAAP to total equity in accordance with Ind AS is given below :

Impact of Ind AS adoption on the cash flow statement for the year ended March 31, 2017

There are no material adjustments to the cash flow statement as reported under previous GAAP RECONCILIATION NOTES:

1. Re-measurement of post employement defined benefit obligations:

Under Ind AS, re-measurements i.e. actuarial gains and losses and the return on plan assets, excluding amounts included in the net interest expense on the net defined benefit liability are recognised in other comprehensive income (net of tax) instead of statement of profit and loss. Under the previous GAAP, these re-measurements were forming part of the statement of profit and loss for the year. As a result of this change, the loss for the year ended 31^st March, 2017 decreased by Rs. 21.73 lakhs (net of tax of 11.50 lakhs). There is no impact on the total equity as at 31^st March, 2017.

2. Security deposits:

Under the previous GAAP, interest free security deposits (that are refundable in cash on completion of the contract term) are recorded at their transaction value. Under Ind AS, all financial assets are required to be recognised at fair value. Accordingly, the company has fair valued these security deposits under Ind AS. Difference between the fair value and transaction value of the security deposit has been recognised as pre-paid expense. Consequent to this change, the amount of security deposits decreased by Rs. 1.51 lakhs as at 31^st March, 201 7 (April 01, 201 6 - Rs. 12.45 lakhs ). The pre-paid expense increased by Rs. 1.51 lakhs as at 31^st March, 2017 (April 01, 2016 - Rs. 12.45 lakhs). The loss for the year increased and total equity as at 31^st March, 2017 decreased by Rs. 0.06 lakhs due to amortisation of the prepaid expense of Rs. 13.03 lakhs which is partially off-set by the interest income of Rs. 12.97 lakhs recognised on security deposits.

3. Deferred tax:

I n accordance with previous GAAP âDeferred Tax Assetsâ as of March 31, 2016 were not recognised, as they were not considered to be virtually certain of realisation as of that date. Ind AS 12, requires the recognition of âDeferred Tax Assetsâ based on the reasonable certainty resulting in transitional adjustment to the opening balance sheet as at April 01, 2016. Consequently âDeferred Tax Assetsâ so recognised in the opening balance sheet has been adjusted for FY 2016-17 and reconciliation of Net profit reported in accordance with previous GAAP to the total comprehensive income in accordance with Ind AS is given above. Also, deferred tax have been recognised on the adjustments made on transition to Ind AS.

As per Ind AS 12, the Company has considered MAT credit entitlement as deferred tax asset being unused tax credit entitlement and recognised the same in its Ind AS financial statements.

4. Property, Plant and Equipments

Under Ind AS, the cost of an item of property, plant and equipment includes the initial estimate of the costs of restoring the site. Accordingly, the cost has been estimated and liability is set up for restoring the mining land. The cost is depreciated over the period of usage of the land. This has resulted in decrease in total equity by Rs.117.12 lakhs and increase of property plant and equipment by Rs.80.72 lakhs and Provision by Rs. 197.84 lakhs as at April 1, 2016. Further, Leasehold mining land where the Company has control towards mining reserve, are reclassified as intangible asset from Property, plant and equipment.

5. Excise duty

Under the previous GAAP, revenue from sale of products was presented exclusive of excise duty. Under Ind AS, revenue from sale of goods is presented inclusive of excise duty. The excise duty paid is presented on the face of the statement of profit and loss as part of expenses. This change has resulted in an increase in total revenue and total expenses for the year ended 31^st March, 2017 by Rs. 3,664.15 lakhs. There is no impact on the total equity and profit.

6. Retained earnings

Retained earnings as at April 1, 2016 has been adjusted consequent to the above Ind AS transition adjustments.

7. Other comprehensive income

Under Ind AS, all items of income and expense recognised in a period should be included in statement of profit and loss for the year, unless a standard requires or permits otherwise. Items of income and expense that are not recognised in statement of profit and loss but are shown in the statement of profit and loss as âother comprehensive incomeâ includes re-measurements of defined benefit plans. The concept of other comprehensive income did not exist under previous GAAP

Mar 31, 2017

Notes:

1 The Company is yet to obtain mining rights for Land aggregating Rs,807.88 lakhs in free hold and Land aggregating to Rs, 355.31 lakhs in lease hold.

2 Leasehold Land (in respect of which the Company pays Ground Rent) is not included above.

3 The Gujarat Maritime Board holds the titles to the jetty / wharf in respect of which capital cost was paid by the Company, exclusively for use of company.

4 There are no qualifying assets and accordingly no borrowing cost is capitalized during the year.

5 Capital Commitments

Estimated amount of contracts remaining to be executed on capital account is Rs,176.69 lakhs (March 31,2016: Rs, 330.66 lakhs), against which advances paid aggregate Rs, 172.35 lakhs (March 31,2016:Rs, 43.36 lakhs).

6 EMPLOYEE BENEFIT OBLIGATIONS:

i) Defined-Contribution Plans

The Company makes contribution to provident fund and pension fund under the provision of the Employeesâ Provident Funds and Miscellaneous Provisions Act, 1952 and to superannuation fund for the qualifying employees as per the Company''s policy.

ii) Defined-Benefits Plans

The company offers the gratuity under employee benefits scheme to its employees. The disclosure required by Accounting Standard 15 "Employee Benefits" is given below.

The discount rates reflects the prevailing market yields of Indian Government securities as at the Balance Sheet date for the estimated term of the obligations.

The expected rate of return of plan assets is the Company''s expectation of the average long term rate of return expected on investments of the fund during the estimated term of the obligations.

7 SEGMENT INFORMATION

The Company has been operating in one business segment viz. Manufacturing and Sales of Cement and its only production facility is located in India. Therefore the disclosure requirements relating to primary and secondary segments required under Accounting Standard (AS) 17 are not applicable.

Gratuity and compensated absences are computed for all the employees in aggregate, the amounts relating to the Key Managerial Personnel cannot be individually identified.

e) Earnings in foreign currency:

F.O.B. value of Exports Rs, Nil lakhs (March 31, 2016: Rs, Nil lakhs)

8 Details of Specified Bank Notes (SBN) held and transacted during the period from 8th November, 2016 to 30th December, 2016.

9 During the year, considering amendment to Accounting Standard AS 10 Property, Plant and Equipment which allows the recognition and capitalization of decommissioning, restoration and similar liabilities and based on Mineral conservation and Development Rules, the Company has re-assessed the estimated cost required to be incurred for Mines Reclamation during the tenure and at the end of the lease period. On April 1, 2016, incremental Provision for Mines Reclamation Liability was recorded for Rs, 197.84 lakhs and Mines Reclamation Asset was recorded at Rs, 80.72 lakhs considering initial recognition date as March 31,2007. The cumulative depreciation / amortization on the asset and unwinding of discount on liability up to April 1,2016 aggregating Rs, 117.12 lakhs is recorded in retained earnings. During the financial year 2016 17, pursuant to adjustment of discount rate, additional Mines Reclamation Asset and corresponding liability of Rs, 27 lakhs is recognized. Forthe year 2016-17, depreciation / amortization on Mines Reclamation Asset aggregated Rs, 5.09 lakhs and finance cost on unwinding of discount on Mines Reclamation Liability aggregated Rs, 20.29 lakhs.

10.During current year, on the basis of advise of an independent tax consultant and certain judicial pronouncements, the Company has recognized Input tax credit (VAT) receivables on Pet coke and coal consumed in earlier years aggregating Rs, 163 Lakhs. These are shown as receivables under loans and advances by corresponding credit to Miscellaneous Income, disclosed in Note24-Other Income.

38 LEASES

As a lessee: Operating lease

40 DUES TO MICRO AND SMALL ENTERPRISES

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

There is no principal and interest overdue to Micro and Small enterprises. During the year on interest has been paid to such parties. This information has been determined to the extent such parties have been identified on the basis of information available with the Company and the same has relied upon by the auditors.

11.The accounting year of the company has been changed from January - December to April - March with effect from the previous year. Consequently, the previous year''s financial statements are for the 15 months from January 1, 2015 to March 31,2016.The current year''s figures relate to the 12 months ended March 31,2017.

In view of the above, the current year''s figures are not comparable with those of the previous year. Previous year''s figures have been regrouped wherever necessary.

The notes are an integral part of these financial statements.

Mar 31, 2016

b) Rights, preferences and restrictions attached to equity shares

The company has one class of equity shares having a par value of ''? 10 per share. Each shareholder is eligible for one vote per share held. In the event of liquidation the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

c) 265,212 equity shares (December 31, 2014: 265,212) are kept in abeyance out of the Rights Issue entitlement pending settlement of disputes.

d) Shares held by holding company and ultimate holding company

Notes:

1 Leasehold Land (in respect of which the Company pays Ground Rent) is not included above.

2 During current year the Company has purchased land aggregating ? 799 lacs against which the Company is yet to obtain mining rights.

3 The Gujarat Maritime Board holds the titles to the jetty / wharf in respect of which capital cost was paid by the Company, exclusively for use of company.

4 There are no qualifying assets and accordingly no borrowing cost is capitalized during the year.

5 Consequent to the enactment of the Companies Act 2013, (the Act) and its applicability to the Company from accounting periods commencing from January 1, 2015, the Company have re-assessed the remaining useful lives of its fixed assets in accordance with the provisions prescribed under Schedule II to the Act. Accordingly, in case of assets which have completed their useful lives are fully depreciated and in case of other assets the carrying value (net of residual value) is being depreciated over the revised remaining useful lives. Pursuant to this re-assessment the depreciation expenses charge for the fifteen months period ended March 31, 2016 is higher by Rs,553.74 lacs with consequential impact on profit.

6. Capital Commitments

Estimated amount of contracts remaining to be executed on capital account is '' 330.66 lacs (December 31, 2014: ''? 1,018.61 lacs), against which advances paid aggregate Rs,43.36 lacs (December 31, 2014: ''? 165.16 lacs).

7. LEASES

As a lessee: Operating lease .The Company has operating leases for premises. These lease arrangements range for a period between 11 months and 20 years, which include both cancellable and non-cancellable leases. Most of the leases are renewable for further period on mutually agreeable terms and also include escalation clauses.

8. The accounting year of the company has been changed from January - December to April - March with effect from the current year. Consequently, the current year''s financial statements are for the 15 months from January 1, 2015 to March 31, 2016. The previous year figures relate to the 12 months ended December 31, 2014.

In view of the above, the current year''s figures are not comparable with those of the previous year. Previous year''s figures have been regrouped wherever necessary.

The Notes are an integral part of this financial statement

Notes:

- This form of proxy in order to be effective should be duly completed and deposited at the Registered Office of the Company, not less than 48 hours before the commencement of the Meeting.

- For the Resolutions, Explanatory Statement and Notes, please refer to the Notice of 71^st Annual General Meeting..

- It is optional to put an ''X'' in the appropriate column against the Resolutions indicated in the Box. If you leave the ''For'' or ''Against'' column blank against any or all Resolutions, your Proxy will be entitled to vote in the manner as he / she thinks appropriate.

- Please complete all details including details of member(s) in above box before submission.

Dec 31, 2014

1. a) Rights, preferences and restrictions attached to equity shares

The company has one class of equity shares having a par value of Rs. 10 per share. Each shareholder is eligible for one vote per share held. 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.

b) There are no shares allotted either as fully paid up by way of bonus shares or under any contract without payment received in cash during 5 years immediately preceding December 31,2014.

c) 265,212 equity shares (December 31,2013 : 265,212) are kept in abeyance out of the Rights Issue entitlement pending settlement of disputes.

(All amounts in Rs. lacs, unless otherwise stated)

2. CONTINGENT LIABILITIES As at As at December 31, December 31, 2014 2013

Claim against the Company not acknowledged as debts

a) Demand contested by the Company

* Sales tax 107.07 31.69

* Excise duty 3,886.16 3,673.58

* Service tax 85.78 220.80

* Custom duty 451.55 351.55 * Labour cases 154.87 163.34

* Other Cases 199.43 199.47

b) A sum of Rs. 309.84 lacs (December 31, 2013: Rs. 309.84 lacs) on account of arrears, rent, service charges, way leave fees of certain leasehold property, consequent to the Order of the Estate Officer of Mumbai Port Trust (MPT) dated February 28, 2007, has not been provided for as the said property was assigned in an earlier year to M/s Dinbandhu Estate Pvt. Ltd. (the Assignee).The assignment was subject to the approval of MPT which was to be arranged by the Assignee. The Company is contesting the said Order before the High Court.

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

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

3. SEGMENT INFORMATION

The Company has been operating in one business segment viz. Manufacturing and Sales of Cement and Clinker and its only production facility is located in India. Therefore the disclosure requirements relating to primary and secondary segments required under Accounting Standard (AS) 17 are not applicable.

4.a RELATED PARTY DISCLOSURES:

Names of the related parties and nature of relationship:

i) Where control exists Holding Company

Votorantim Cimentos EAA Inversiones S.L.

Ultimate Holding Company Votorantim Cimentos S.A.

ii) Other Related Parties with whom transactions have taken place during the year / previous year Fellow Subsidiaries

Votorantim GMBH

Votorantim Cimento Sanve TIC A.S.M

iii) Key Management Personnel

Mr. Suman Mukherjee (Managing Director upto October 31, 2013)

Mr. Chain Singh Jasol (Whole Time Director w.e.f. November 1, 2013)

iv) Relative of Key Management Personnel

Ms. Sanchita Mukherjee (Wife for Mr. Suman Mukherjee upto October 31, 2013)

5. The tax year for the Company being the year ending March 31, the provision for taxation for the year is the aggregate of the provision made for the three months ended March 31, 2014 and the provision based on the figures for the remaining nine months upto December 31, 2014, the ultimate tax liability of which will be determined on the basis of the figures for the period April 1, 2014 to March 31, 2015.

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

The notes are an integral part of these financial statements.

Dec 31, 2013

1 Background

Shree Digvijay Cement Company Limited (the ''Company'') is a public limited company domiciled in India and is listed on the Bombay Stock Exchange (BSE). It is engaged in Manufacturing and selling of cement and cement clinker. The Company has one manufacturing facility at Sikka (via Jamnagar) with installed capacity of 10.75 lacs MT per annum. The Company caters mainly to the domestic market.

(All amounts in Rs. lacs, unless otherwise stated)

As at As at

2 CONTINGENT LIABILITIES December 31, 2013 December 31, 2012

Claim against the Company not acknowledged as debts

(a) Demand contested by the Company

- Sales tax 31.69 25.81

- Excise duty 3,673.58 3,497.53

- Service tax 220.80 150.86

- Custom duty 351.55 351.55

- Labour cases 163.34 268.30

- Other Cases 199.47 202.71

(b) Rent on water pipe lines levied by Panchayat and - 905.56 Irrigation Department, Government of Gujarat

(c) A sum of Rs. 309.84 lacs (December 31, 2012: Rs. 309.84 lacs) on account of arrears, rent, service charges, way leave fees of certain leasehold property, consequent to the Order of the Estate Officer of Mumbai Port Trust (MPT) dated February 28, 2007, has not been provided for as the said property was assigned in an earlier year to M/s Dinbandhu Estate Pvt. Ltd. (the Assignee). The assignment was subject to the approval of MPT which was to be arranged by the Assignee. The Company is contesting the said Order before the High Court.

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

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

3 CAPITAL COMMITMENTS

Estimated amount of contracts remaining to be executed on capital account is Rs. 1,529.46 lacs (December 31, 2012: Rs. 835.16 lacs), against which advances paid aggregate Rs. 1,531.44 lacs (December 31, 2012: Rs. 329.75 lacs).

4 Amounts aggregating Rs. Nil (December 31, 2012 : Rs. 211.96 lacs) being Interest on Term Loan capitalised during the year.

5. (a) EMPLOYEE BENEFIT OBLIGATIONS

(i) Defined-Contribution Plans

The Company makes contribution to provident fund and pension fund under the provision of the EmployeesÂ Provident Funds and Miscellaneous Provisions Act, 1952 and to superannuation fund for the qualifying employees as per the Company''s policy.

(ii) Defined-Benefits Plans

The company offers the gratuity under employee benefits scheme to its employees. The following status set out the fund states of the defined benefit schemes and amount recognised in the financials.

The Company contributes to an irrevocable trust due to which contributions once made cannot be refunded to the Company. Hence no gratuity income is recognised in the books.

The actuarial calculations used to estimate defined benefit obligations and expenses are based on the following assumptions which if changed, would affect the defined benefit obligations size, funding requirements and gratuity expense.

The discount rates reflects the prevailing market yields of Indian Government securities as at the Balance Sheet date for the estimated term of the obligations.

The estimates of future salary increases, considered in actuarial valuation, takes into account, inflation, seniority, promotions and other relevant factors, such as demand and supply in the employment market.

The expected rate of return of plan assets is the Company''s expectation of the average long term rate of return expected on investments of the fund during the estimated term of the obligations.

6 SEGMENT INFORMATION

The Company has been operating in one business segment viz. Manufacturing and Sales of Cement and Clinker and its only production facility is located in India. Therefore the disclosure requirements relating to primary and secondary segments required under Accounting Standard (AS) 17 are not applicable. 34a RELATED PARTY DISCLOSURES

Names of the related parties and nature of relationship:

i) Where control exists Holding Company

Cimpor Inversions S.A. (up to December 20, 2012)

Votorantim Cimentos EAA Inversions S.L. (w.e.f. December 21, 2012)

Ultimate Holding Company

Cimpor Cimentos Cosmos S.A. (up to December 20, 2012)

Votorantim Cimentos S.A. (w.e.f. December 21, 2012)

ii) Other Related Parties with whom transactions have taken place during the year / previous year Fellow Subsidiaries

Cimpor Trading, S.A. (up to December 20, 2012)

Cimpor-Servicos De Apoio A Gestao De Empresas S.A. (up to December 20, 2012)

Cimporte Tec-Engenharia E Servicos Tecnicos De Apoio AO Group S.A. (upto December 20, 2012)

Votorantim GMBH (w.e.f. December 21, 2012)

Votorantim Cimento Sanve TIC A.S.M (w.e.f. December 21, 2012)

iii) Key Management Personnel

Mr. Suman Mukherjee (Managing Director up to October 31, 2013)

Mr. Chain Singh Jasol (Whole Time Director w.e.f. November 1, 2013)

iv) Relative of Key Management Personnel

Ms. Sanchita Mukherjee (Wife for Mr. Suman Mukherjee up to October 31, 2013)

Note:

1) During current year the Company introduced Voluntary Retirement Scheme, 2013 ("VRS Scheme") w.e.f July 1, 2013 and was in force up to December 31, 2013. The VRS Scheme was applicable to all employees except directors subject to fulfillment of certain conditions. Consequent to above VRS Scheme, 135 employees accepted the offer made under the VRS Scheme. The aggregate compensation to employees who opted for the VRS Scheme is Rs. 1,414.52 lacs. This is disclosed under the head ''Exceptional Item'' in the current year.

2) The Company in earlier year had received a claim for a sum of Rs. 1,253 lacs towards dues on account of interest on electricity duty and penalty thereon for the period commencing on October 1, 2000 and ending on January 12, 2011. The cost relating to earlier period was charged to the Statement of Profit and Loss of the earlier years as an "exceptional item". A sum of Rs. 1,215 lacs was received during such earlier years by the Company from Grasim Industries Ltd. ("Grasim" - the erstwhile holding company) in accordance with directions of Cimpor Inversions SA ("Cimpor" - the then holding company) based on a claim made on Grasim by Cimpor, under the Share Purchase Agreement between Grasim and Cimpor. Supported by legal advice, the sum of Rs. 1,215 lacs was recorded as a liability of the Company and the Company has sought the approval from the Reserve Bank of India for repartriation of said sum received from Grasim to Cimpor. Now consequent upon restructuring of business of holding company between Cimpor and Votorantim Cimentos EAA Inversion S.L., Cimpor has waived its right of claim over the said amount, hence the same has been considered as income and disclosed under the head ''Exceptional Item'' during the financial year ended December 31, 2012.

7 According to the records available with the Company, there were no dues payable to entities that are classified as Micro and Small Enterprises under the Micro, Small and Medium Enterprises Development Act, 2006 during the year. Hence disclosures, if any, relating to amounts unpaid as at the period end together with the Interest paid / payable as required under the said Act have not been given.

8 The tax year for the Company being the year ending March 31, the provision for taxation for the year is the aggregate of the provision made for the three months ended March 31, 2013 and the provision based on the figures for the remaining nine months up to December 31, 2013, the ultimate tax liability of which will be determined on the basis of the figures for the period April 1, 2013 to March 31, 2014.

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

Dec 31, 2012

1 Background

Shree Digvijay Cement Company Limited, a public limited company is having its registered office at Digvijaygram, Jamnagar (Gujarat). It is engaged in Manufacturing of cement & cement clinker. The current cement installed capacity is 10.75 lacs MT per annum at Digvijaygram (Sikka), near Jamnagar Gujarat.

(a) Rights, preferences and restrictions attached with shares Equity Shares : The company has one class of equity shares having a par value of Rs. 10 per share. Each shareholder is eligible for one vote per share held. The dividend proposed by the board is subject to approval of the shareholder in the ensuring annual general meeting, except in the 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.

(b) Shares held by holding company and subsidiary of holding company 104,091,537 Equity Shares as at 31st December, 2012 (as at 31st December, 2011 104,091,537) are held by Cimpor Inversions S.A. (the ultimate holding company is Cimpor Cimentos De Portugal SGPS, S.A.). However, w.e.f. 21st December 2012, Votorantim Cimentos EAAInversionesS.L is the Holding Company and Votorantim Cimentos S.A is Ultimate Holding Company pending transfer of shares as explained in Footnote below:

Footnote:

Votorantim Cimentos EAA Inversiones S.L (VCEAA) (erstwhile known as Cimentos EAA Inversiones S.L), entered into a contribution agreement dated November 15, 2012 to acquire 104,091,537 shares of the Company from Cimpor Inversiones SA. Subsequently, by swaps of shares of VCEAA, the control of VCEAA was transferred to Votorantim Cimentos S.A. (Votorantim / the acquirer) on December 21, 2012. The shares of the Company were credited to the demat account of VCEAA on February 4, 2013 and Votorantim filed such intimation of transfer of shares with stock exchange vide its letter dated 4th February 2013. Additionally, 2,321,645 shares of the Company acquired by Votorantim in an open offer are held in Escrow Account as at 31st Dec 2012 pending transfer of such shares in demat to Votorantim.

(d) Shares in the Company held by shareholders more than of 5% of the aggregate equity shares as at the reporting date.

(e) There are no shares allotted either as fully paid up by way of bonus shares or under any contract without payment received in cash during 5 years immediately preceding 31st December, 2012.

(f) 265,212 Equity Shares (Previous Year 265,212) are kept in abeyance out of the Rights Issue entitlement pending settlement of disputes.

The External Commercial Borrowings (ECB) Loan taken from Citi Bank in May & August 2011 is secured by the corporate guarantee of Cimpor Inversiones S.A., the erstwhile ultimate holding company. The rate of interest is 10.50% alongwith corresponding Interest Rate Swaps. The ECB Loan is repayable in May & August 2014 after expiry of 3 years from the date of loan in each single instalment. There was no default in payment of interest during the year.

2 CAPITAL COMMITMENTS

Estimated amount of contracts remaining to be executed on capital account is Rs. 835.16 lacs (previous year Rs. 482.31 lacs), against which advances paid aggregate Rs. 329.75 lacs (previous year Rs. 33.16 lacs).

3 Amounts aggregating Rs. 211.96 lacs (previous year Rs.133.26 lacs) being Interest on Term Loan capitalised during the year.

4 SEGMENT INFORMATION

The Company has been operating largely in one business segment viz. Manufacturing and Sales of Cement and Clinker and its only production facility is located in India. Therefore the disclosure requirements relating to primary and secondary segments required under Accounting Standard (AS) 17 are not applicable.

5 EMPLOYEE BENEFIT OBLIGATIONS:-

Defined-Contribution Plans

The Company make provident fund, pension fund and superannuation fund contributions to defined contribution plans for the qualifying employees under the schemes, the Company is required to contribute a specified percentage of the payroll costs to fund the benefits. The Company recognized Rs. 99.01 lacs (as at 31st December 2011 Rs. 98.32 lacs) for provident fund contribution, Rs. 27.15 lacs (as at 31st December 2011 Rs.29.07 lacs) for family pension fund and Rs. 37.18 lacs (as at 31st December 2011 Rs. 36.23 lacs) for superannuation fund contribution in the statement of profit and loss. The contribution payable to these plans by the Company are at the rates specified in the rules of the schemes.

6 "The Company in earlier year had received a claim for a sum of Rs. 1,253 lacs towards dues on account of interest on electricity duty and penalty thereon for the period commencing on 1st October, 2000 and ending on 12th January, 2011. The cost relating to earlier period was charged to the Profit and Loss Account of the earlier years as an "exceptional item". A sum of Rs. 1,215 lacs was received during such earlier years by the Company from Grasim Industries Ltd. ("Grasim" - the erstwhile holding company) in accordance with directions of Cimpor Inversiones SA ("Cimpor" - the then holding company) based on a claim made on Grasim by Cimpor, under the Share Purchase Agreement between Grasim and Cimpor. Supported by legal advice, the sum of Rs. 1,215 lacs was recorded as a liability of the Company. During the year consequent to restructuring of business of Cimpor which included the transfer of its shareholding to Votorantim Cimentos EEA Inversiones S.L (VCEAA) based on the Share Purchase Agreement and other confirmations between Cimpor and VCEAA, Cimpor has waived its right of claim over the said amount of Rs. 1,215 lacs. The Company has, based on information and documentary evidence in its possession, written back the liability and has considered the same as income under head ''Exceptional Item''."

7 The financial statements for the year ended 31st December, 2011 were earlier 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 December, 2012 are prepared as per Revised Schedule VI. Accordingly, the previous year figures for the year ended 31st December 2011 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.

Dec 31, 2011

1 Contingent Liabilities: (Rs. in lacs)

As at

31st Dec 2011 31st Dec 2010

(a) Demand contested by the Company

- Sales tax 25.81 25.81

- Excise duty 3,310.86 607.06

- Service tax 138.66 17.63

- Labour cases 278.20 248.25

- Other Cases 163.45 166.25

(b) Rent on water pipe lines levied by Panchayat and 816.43 737.34 Irrigation Department, Government of Gujarat.

(c) A sum of Rs. 309.84 lacs (previous year Rs. 309.84 lacs) determined as payable on account of arrears, rent, service charges, way leave fees payable in respect of certain leasehold property, consequent to the Order of the Estate Officer of Mumbai Port Trust (MPT) dated 28th February, 2007, has not been provided for as the said property was assigned in an earlier year to M/s Dinbandhu Estate Pvt. Ltd. (the Assignee). The assignment was subject to the approval of MPT which was to be arranged by the Assignee. The Company is contesting the said Order before the High Court.

The Company does not expect any liability to devolve on it in respect of the above.

2 The Company received a claim for a sum of Rs. 1,253 lacs towards dues on account of interest on electricity duty and penalty thereon for the period commencing on 1st October, 2000 and ending on 12th January, 2011. The cost relating to earlier period was charged to the Profit and Loss Account of the previous year as an 'exceptional item". A sum of Rs. 1,215 lacs was received during the period by the Company from Grasim Industries Ltd. ('Grasim" - the erstwhile holding company) in accordance with directions of Cimpor Inversions SA ('Cimpor"

- the present holding company) based on a claim made on Grasim by Cimpor, under the Share Purchase Agreement between Grasim and Cimpor. Supported by legal advice, the sum of Rs. 1,215 lacs has been recorded as a liability of the Company and the Company has sought the approval from the Reserve Bank of India.

3 Estimated amount of contracts remaining to be executed on capital account is Rs. 482.31 lacs (previous year Rs. 6,417.46 lacs), against which advances paid aggregate Rs. 33.16 lacs (previous year Rs. 1,022.69 lacs).

4 In compliance of High Court's orders and pursuant to scheme of arrangement between the Company and Gujarat Composite Ltd, loss incurred from transfer of units was adjusted against the Reserve on Revaluation of Fixed Assets in an earlier year. Consequently, depreciation for the year includes Rs. 6.63 lacs (Previous year Rs. 6.80 lacs) pertaining to depreciation on revalued portion of fixed assets.

5 The information given in Schedule 11 "Current Liabilities" regarding Micro and Small Enterprises has been determine to the extent such parties have been identified on the basis of information available with the Company.

Included in Sundry Creditors are amounts aggregating Rs.1,176.22 lacs (as at 31st December 2010 Rs Nil) being amounts due against purchase of capital assets. This sum has been adjusted in determining the cash flows arising from investing activities relating to acquisition of fixed assets. Cash flows from investing activities relating to cost of acquisition of fixed assets have been adjusted for Rs. 33.12 lacs (previous year Rs Nil) being cement produced by the Company and used in the construction of capital assets.

* excluding provision for compensated absences and gratuity as this amount is determined for the Company as a whole and figures for the Whole Time Director, CEO & Managing Director are not separately available.

** As commission is not payable to the Whole time director or CEO & Managing Director, computation of net profit under section 349 of The Companies Act, 1956 has not been disclosed.

Deferred tax asset in respect of unabsorbed depreciation is recognised considering the deferred tax liability in respect of timing differences arising in respect of depreciation, the reversal of which is virtually certain. Additional deferred tax assets have not been recognised in the absence of virtual certainty of future profits against which such assets could be offset.

6 Segment information:-

The Company has been operating largely in one business segment viz. Manufacturing and Sales of Cement and Clinker and its only production facility is located in India. Therefore the disclosure requirements relating to primary and secondary segments required under Accounting Standard (AS) 17 are not applicable.

Notes:

1 Licensed capacity per annum has not been indicated due to abolition of Industrial license as per Notification No. S.O. 477(E) dt. 25th July, 1991, issued under the Industrial (Development and Regulation) Act, 1951.

2 * As certified by the Management and accepted by the Auditors without verification as it is a technical matter.

* Excludes Cement Samples, Transit loss, damages/ shortages 21 MT (Previous year 1 MT) and Clinker 0 MT (Previous year 355 MT).

* Excludes self consumption for internal consumption 1972 MT (Previous year 551 MT).

* Comprise dissimilar items which cannot be practicably aggregated.

Own Mines / crushed Lime stone consumption 808,453 MT (Previous year 1,078,209 MT)

Note:

The 8,700,000 6% Non-Cumulative Compulsorily Convertible Preference Shares of Rs. 100 each ('CCPS"), which were allotted to the promoters viz. Cimpor Inversions S.A., on a preferential basis, were due for conversion on 8th of September, 2010. To prevent a reduction in the proportion of public shareholding below the minimum threshold specified under the provisions of the Listing Agreement, the promoters allowed their conversion right to lapse. Consequently, the sum of Rs. 8,700 lacs has been transferred to Capital Reserve on extinguishment of 6% Non-Cumulative Compulsory Convertible Preference Shares of Rs. 100 each.

7 Employee Benefit Obligations:- Defined-Contribution Plans

The Company offers its employees defined contribution plans in the form of contribution to provident fund, family pension and superannuation fund. Provident fund and family pension fund cover substantially all regular employees while the superannuation fund covers certain executives. Contributions are paid during the year into separate funds under certain statutory / fiduciary-type arrangements. While both the employees and the Company pay predetermined contributions into the provident fund, contributions into the family pension fund and the superannuation fund are made only by the Company. The contributions are normally based on a certain proportion of the employee's salary.

A sum of Rs.163.63 lacs (Previous year Rs. 160.76 lacs) has been charged to the revenue account in this respect.

Defined-Benefits Plans

The Company offers its employees defined-benefit plans in the form of a gratuity scheme (a lump sum amount). Benefits under the defined benefits plans are typically based either on years of service and the employee's compensation (generally immediately before retirement.) Gratuity substantially covers all regular employees. The Company contributes funds to a Gratuity Trust, which is irrevocable. Commitments are actuarially determined at year-end. On adoption of revised Accounting Standard (AS)-15 on "Employee Benefits" actuarial valuation is done based on 'Projected Unit Credit" method. Gains and losses of changed actuarial assumptions are charged to the Profit and Loss Account.

8 Previous year's figures have been regrouped / rearranged wherever necessary to confirm to the classification of the current year.

Dec 31, 2009

1 Contingent Liabilities:

(Rs. in lacs) As at (a) Demand contested by the Company 31st Dec. 2009 31st Mar. 2009 -Sales tax 31.97 26.62

- Excise duty 349.18 339.53 -Service tax 17.63 17.63

- Labour cases 209.90 234.20

- Other Cases 257.26 288.90

- Electricity Duty 948.85 948.85

(b) Rent on water pipe lines levied by Panchayat and

Irrigation Department, Government of Gujarat. 738.46 668.94

(c) A sum of Rs. 309.84 lacs (previous year Rs. 309.84 lacs) determined as payable on account of arrears, rent, service charges, way leave fees payable in respect of certain leasehold property, consequent to the Order of the Estate Officer of Mumbai Port Trust (MPT) dated 28th February, 2007, has not been provided for as the said property was assigned in an earlier year to M/s Dinbandhu Estate Pvt. Ltd. (the Assignee). (In the previous years a sum of Rs. 1,071.21 lacs was claimed by Mumbai Port Trust). The assignment was subject to the approval of MPT which was to be arranged by the Assignee. The Company is contesting the said Order before the High Court.

(d) Outstanding Bank Guarantees Rs. 875.56 lacs (previous year Rs. 357.38 lacs). The Company does not expect any liability to devolve on it in respect of the above.

2 Estimated amount of contracts remaining to be executed on capital account is Rs. 452.32 lacs (previous year Rs. 1,388.68 lacs), against which advances paid aggregate Rs. 35.22 lacs (previous year Rs. 133.78 lacs).

3 Advances recoverable in cash or in kind includes loans and advances given to officers free of interest or at concessional rates of interest aggregating Rs. 32.69 lacs (previous year Rs. 24.36 lacs). Maximum amount outstanding during the year aggregated Rs. 35.89 lacs (previous year Rs. 32.68 lacs).

4 In compliance of High Court orders and pursuant to scheme of arrangement between the Company and Gujarat Composite Ltd, loss incurred from transfer of units was adjusted against the Reserve on Revaluation of Fixed Assets in an earlier year. Consequently, depreciation for the period Apr. 09 to Dec. 09 includes Rs. 4.85 lacs (previous year Rs. 6.34 lacs) pertaining to depreciation on revalued portion of fixed assets.

5 There were no dues payable to Micro and Small vendors covered under Micro, Small and Medium Enterprises Development Act, 2006.

The above information and that given Schedule 10 " Current Liabilities " regarding Micro and Small Enterprises has been determined to the extent such parties have been identified on the basis of information available with the Company.

6 Segment information :

The Company is in the business of manufacturing and sale of cement and clinker which is considered to constitute one single primary (business) segment.

7 "Related Party Disclosures" is as follows:

a) Names of the related parties and description of relationship:

Related Party Relationship

Cimpor Inversiones S.A. Holding Company

Cimpor Cimentos De Portugal SGPS, S.A. Ultimate Holding Company

Cimpor Trading S.A Vigo (Spain) Fellow Subsidiary

Cimpor Services De Apoio A Gesto De Em (Portugal) Fellow Subsidiary

Mr. P. A. Nair Whole Time Director

8 Employee Benefit Obligations :

Defined-Contribution Plans

The Company offers its employees defined contribution plan in the form of provident fund, family pension and superannuation fund. Provident fund and family pension fund cover substantially all regular employees while the superannuation fund covers certain executives. Contributions are paid during the period into separate funds under certain fiduciary-type arrangements. While both the employees and the Company pay predetermined contributions into the provident fund, contributions into the family pension fund and the superannuation fund are made only by the Company. The contributions are normally based on a certain proportion of the employees salary.

A sum of Rs. 120.28 lacs (Previous Year Rs. 141.15 lacs) has been charged to the revenue account in this respect.

Defined-Benefits Plans

The Company offers its employees defined-benefit plans in the form of a gratuity scheme (a lump sum amount). Benefits under the defined benefits plans are typically based either on years of service and the employees compensation (generally immediately before retirement.) Gratuity substantially covers all regular employees. The Company contributes funds to a Gratuity Trust, which is irrevocable. Commitments are actuarially determined at year-end. On adoption of revised Accounting Standard (AS)-15 on "Employee Benefits" actuarial valuation is done based on "Projected Unit Credit" method. Gains and losses of changed actuarial assumptions are charged to the profit and loss account.

9 The Company changed its financial year end from 31st March to 31st December annually, with effect from current financial year. Accordingly, the financial statements for the current financial are made up from 1st April, 2009 to 31st December, 2009. The corresponding figured for the previous year relate to the period 1st April, 2008 31st March, 2009. Therefore, the two are not comparable.

10 Previous years figures have been regrouped / rearranged wherever necessary to conform to the classification of the current period.

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