Notes to Accounts of Tirupati Foam Ltd.

Mar 31, 2018

1) Market Risk

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

a) Interest Rate Risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates.The Company is exposed to interest rate risk on long term floating rate borrowings The borrowings of the Company are principally denominated in Indian Rupees with floating rate of interest.

For floating rate liabilities, the analysis is prepared assuming the amount of the liability outstanding at the end of the reporting period was outstanding for the whole year. A 50 basis point increase or decrease is used when reporting interest rate risk represents management’s assessment of the reasonably possible change in interest rates.

b) Foreign Currency Risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate due to changes in foreign exchange rates. The Company operates, in addition to domestic markets, significantly in international markets through its purchases from overseas suppliers in US$ and is therefore exposed to foreign exchange risk arising from foreign currency transactions, primarily with respect to the USS. The Company does not enter into any derivative instruments for trading or speculative purposes.

The Company does not enters into forward exchange contracts, to hedge against its foreign currency exposures relating to the underlying transactions and firm commitments. Denominated assets. The sources of foreign exchange risk are outstanding amounts payable for imported raw materials denominated in foreign currency. The Company is also exposed to foreign exchange risk on its imports. Most of these transactions are denominated in US dollars.

(b) Foreign Currency Risk Sensitivity

The Company is mainly exposed to changes in USD. The below table demonstrates the sensitivity to a 5% increase or decrease in the USD against INR, with all other variables held constant. The sensitivity analysis is prepared on the net unheeded exposure of the Company as at the reporting date. 5% represents management''s assessment of reasonably possible change in foreign exchange rate.

C) Other Price Risk

Other price risk is the risk that the fair value of a financial instrument will fluctuate due to changes in market traded price. Other price risk arises from financial assets such as investments in equity instruments. The Company''s investments in bonds recognized at amortized cost and get recouped through fixed coupon accruals. As at 31st March, 2018, the carrying value of the investments in bonds amounts to Rs.86,790 (Rs.86,790 as at 31st March, 2017 and Rs.Nil as at 1st April, 2016). The details of such investments in bonds are given in Note 5.Investments in bonds is not considered to be significant and hence the risk is negligible.

2) Credit Risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations resulting in a financial loss to the Company. To manage this, the Company periodically assesses financial reliability of customers and other counter parties, taking into account the financial condition, current economic trends, and analysis of historical bad debts and ageing of financial assets. Individual risk limits are set and periodically reviewed on the basis of such information. The Company considers Credit risk arises primarily from financial assets such as trade receivables, other balances with banks and loans.

Credit risk arising from other balances with banks is limited and there is no collateral held against these because the counterparties are banks and recognized financial institutions with high credit ratings assigned by the credit rating agencies.

Financial assists are written off when there is no reasonable expectations of recovery, such as a debtor failing to engage in a repayment plan with the Company. Where receivables have been written off, the Company continues to engage in enforcement activity to attempt to recover the receivable due. Where recoveries are made, these are recognized as income in the statement of profit and loss.

"The Company measures the expected credit loss of trade receivables based on historical trend, industry practices and the business environment in which the entity operates. Loss rates are based on actual credit loss experience and past trends. Based on the historical data, loss on collection of receivable is not material hence no provision considered.''"

Financial Assets are considered to be of good quality and there is no significant increase in credit risk.

3) Liquidity Risk

Liquidity risk is the risk that the company will encounter in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The approach of the company to manage liquidity is to ensure , as far as possible, that these will have sufficient liquidity to meet their respective liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risk damage to their reputation. The company assessed the concentration of risk with respect to refinancing its debt and concluded it to be low.

The table below summarizes the maturity profile of the company''s financial liabilities based on contractual undiscounted payments.

For the purpose of the Company’s capital management, capital includes issued capital and all other equity reserves attributable to the equity shareholders of the Company. The primary objective of the Company when managing capital is to safeguard its ability to continue as a going concern and to maintain an optimal capital structure so as to maximize shareholder value.

The capital structure of the group is based on management''s judgments of the appropriate balance of key elements in order to meet its strategic and day-to-day needs. We consider the amount of capital in proportion to risk and manage the capital structure in light of changes in economic conditions and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the group may adjust the amount of dividends paid to shareholders, return capital to shareholders or issue new shares

The Company''s policy is to maintain a stable and strong capital structure with a focus on total equity so as to maintain investor, creditors and market confidence and to sustain future development and growth of its business. The Company will take appropriate steps in order to maintain, or if necessary adjust, its capital structure.

Proposed Dividend:

The Board of Directors at its meeting held on 30th May, 2018 have recommended a payment of final dividend of Rs.2 (Rupees two only) per equity share of face value of Rs. 10 each for the financial year ended 31st March, 2018. The same amounts to Rs. 106.08 lacs including dividend distribution tax of Rs. 17.94 Lacs.

The above is subject to approval at the ensuing Annual General Meeting of the Company and hence is not recognized as a liability.

NOTE 37: CONTINGENT LIABILITIES AND COMMITMENTS

(a) In the matter of dispute with authorities Rs.NIL

(b) "Letter of Credit issued by bankers & outstanding as on 31st March, 2018 is Rs.2,32,59,000" (31st March, 2017 Rs. 55,815.210; 1st April, 2016 Rs. Nil)”

(c) Others

Management is generally unable to reasonably estimate a range ol possible loss for proceedings or disputes other than those included in the estimate above.

The Company''s management does not believe, based on currently available information, that the outcomes of the disputed matters will have a material adverse effect on the Company''s financial statements, though the outcomes could be material to the Company''s operating results for any particular period, depending, in part, upon the operating results for such period. It is not practicable for the Company to estimate the timings of cash flows, if any, in respect of disputed matters.

(d) Commitments

Estimated amount of Contracts remaining to be executed on Capital Account and not provided for. Net off Advances as on 31 st March, 2018 IS Rs. 86.364,000 (31st March, 2017 is Rs.10,870,040 ; 1st April, 2016 Rs. Nil)

NOTE 39 : EMPLOYEE BENEFITS 1) Post- employment benefits:

The Company has the following post-employment benefit plans:

Defined benefit gratuity plan

The Company provides for gratuity for employees in India as per the Payment of Gratuity Act, 1972. Employees who are in continuous service for a period of 5 years are eligible for gratuity. The amount of gratuity payable on retirement/termination is the employees last drawn basic salary per month computed proportionately for 15 days salary multiplied for the number of years of service. The gratuity plan is a funded plan and the Company makes contributions to recognized funds in India

As per Actuarial Valuation as on 31 st March, 2018 and 31st March, 2017 and recognized in the financial statements in respect of Employee Benefit Schemes:

D. Assumption

With the objective of presenting the plan assets and plan liabilities of the defined benefits plans and privilege Leave benefits at their fair value on the balance sheet, assumptions under Ind AS 19 are set by reference to market conditions at the valuation date.

The above sensitivity analysis may not be representative of the actual benefit obligation as it is unlikely that the change in assumptions would occur in isolation of one another as some of the assumptions may be correlated. Furthermore in presenting the above sensitivity analysis, the present value of defined benefit obligation has been calculated using the projected unit credit method at the end of reporting period, which is the same as that applied in calculating the defined which is the same as that applied in calculating the defined benefit obligation liability recognized in the balance sheet.

The Company also has certain defined contribution plans. Contributions are made to provident fund in India for employees at the rate of 12% of basic salary as per regulations. The contributions are made to registered provident fund administered by the government. The obligation of the Company is limited to the amount contributed and it has no further contractual nor any constructive obligation. The expense recognized during the period towards defined contribution plan is Rs. 8,22.112 (31st March, 2017 RS. 6,94,504).

NOTE 41 : INFORMATION ON RELATED PARTY TRANSACTIONS AS REQUIRED BY IND AS- 24 - RELATED PARTY DISCLOSURES'' FOR THE YEAR ENDED 31 ST MARCH, 2018.

(i) Name of the Related Party and Nature of Relationship

a) Key Management Personnel

Mr.Roshan P.Sanghavi Managing Director

Mr.Deepak T.Mehta Whole time Director

Mr.Satish A.Mehta Whole time Director

Akshabanu M. Memon Company Secretary & Compliance Officer

Mr.Gopalsinh R. Zala Chief Financial Officer

b) Independent. Non- Executive Director

Mr. Viral S. Mehta Independent/ Non-Executive Director

Mr. Arvindkumar M. Kothari Independent/ Non-Executive Director

Mr. Venibhai B. Purohit Non-Executive Director

Mr. Manharlal A. Mehta Non-Executive Director

Mr. Mukesh B. Kothari Non-Executive Director

Mr. Mukesh B. Shah Non-Executive Director

Mrs. Minaben R. Sanghavi Non-Executive Director

c) Relatives of Key Management Personnel

Mrs.Meena R. Sanghvi Relative of KMP

Mr.Poonamchand K. Sanghvi Relative of KMP

Mrs. Kantaben P. Sanghvi Relative of KMP

Mr.Manish P.Sanghvi Relative of KMP

Komil R. Sanghavi Relative of KMP

Roshan P. Sanghvi (HUF) Relative of KMP

Mrs. Urmila D.Mehta Relative of KMP

Mr. Anurag D Mehta Relative of KMP

Mr. Takhatmal N.Mehta Relative of KMP

Mrs. Kamlaben T. Mehta Relative of KMP

Mr. Lokesh T. Mehta Relative of KMP

Mrs. Minal R. Shah Relative of KMP

Deepak T. Mehta (HUF) Relative of KMP

Mrs. Rita S.Mehta Relative of KMP

Mr. Amritlal C.Mehta Relative of KMP

Mrs.Vimlaben A.Mehta Relative of KMP

Mr Naman S.Mehta Relative of KMP

Satish A. Mehta (HUF) Relative of KMP

Ms. Charmy S. Mehta Relative of KMP

Mrs. Vidhi N. Mehta Relative of KMP

NOTE: 42 SEGMENT REPORTING

The company is engaged in the business of manufacturing of Polyurethane Foam and their articles in India and there are no separate reportable primary or secondary segments as per Indian Accounting Standard 108 Operating Segments.

NOTE: 43 CORPORATE SOCIAL RESPONSIBILITY

"Provisions of Section 135 of the Companies Act, 2013, requires every Company having a net worth of Rupees 500 crore or more, or turnover of Rupees 1000 crore or more or a net profit of rupees 5 crore or more during the immediately preceding financial year shall spend at least 2% of the average net profits of the Company made during the three immediately preceding financial years on Corporate Social Responsibility (CSR).“

"The Company doesn''t fall in any of the above criteria, hence provisions of Section 135 of the Companies Act, 2013, is not applicable to the Company"

NOTE: 44 FIRST TIME ADOPTION OF Ind AS

These are the Company''s first financial statements prepared in accordance with Ind AS.

For all periods up to and including the year ended 31st March, 2017, the Company had prepared its financial statements in accordance with the accounting standards notified under Section 133 of the Companies Act, 2013, read together with Rule 7 of the Companies (Accounts) Rules, 2014 ( Previous GAAP''). This note explains the principal adjustments made by the Company in restating its financial statements prepared under Previous GAAP for the following:

a) Balance Sheet as at 1st April, 2016 (Transition date);

b) Balance Sheet as at 31 st March, 2017;

c) Statement of Profit and Loss for the year ended 31 st March, 2017; and

d) Statement of Cash flows for the year ended 31st March, 2017.

EXEMPTIONS AVAILED:

Ind AS 101- First-time adoption of Indian Accounting Standards, allows first-time adopters, exemptions from the retrospective application and exemption from application of certain requirements of other Ind AS. The Company has availed the following exemptions as per Ind AS 101:

1 Fair value measurement of financial assets and liabilities

For financial instruments, wherein fair market values are not available (viz. interest free and below market rate security deposits or loans) the Company has elected to adopt fair value recognition prospectively to transactions entered after the date of transition.

2 Deemed Cost for Property Plant & equipment

The Company has elected to consider the carrying value of all its items of property, plant and equipment, Investment Property and intangible assets recognized in the financial statements prepared under Previous GAAP and use the same as deemed cost in the opening Ind AS Balance Sheet.

3 Estimates

"An entity''s estimates in accordance with Ind ASs at the date of transition to Ind AS shall be consistent with estimates made for the same date in accordance with previous GAAP (after adjustments to reflect any difference in accounting policies), unless there is objective evidence that those estimates were in error.

Ind AS estimates at April 1,2016 are consistent with the estimates as at the same date made in conformity with previous GAAP.The Company made estimates for following items in accordance with Ind AS at the date of transition as these were not required under previous GAAP:

- Investment in financial instruments carried at FVTPL or FVTOCI,

- Impairment of financial assets based on expected credit loss model

- Determination of the discounted value for financial instruments carried at amortized cost.

4 Classification and measurement of financial assets:

Ind AS 101 requires an entity to assess classification of financial assets on the basis of facts and circumstances existing as on the date of transition. Further, the standard permits measurement of financial assets accounted at amortized cost based on facts and circumstances existing at the date of transition if retrospective application is impracticable. Accordingly, the Company has determined the classification of financial assets based on facts and circumstances that exist on the date of transition. Measurement of the financial assets accounted at amortized cost has been done retrospectively except where the same is impracticable.

NOTE: 44 FIRST TIME ADOPTION OF Ind AS (Contd.)

Notes to the reconciliation of equity as at 1st April 2016 and 31st March 2017 and Total comprehensive income for the year enaed 31st March 2017.

1 Revenue from sale of products:

In the financial statements prepared under Previous GAAP, revenue from sale of products was presented net of excise duty. However, under Ind AS. revenue from sale of products includes excise duty. Excise duty expense amounting to Rs.955.78 Lacs is presented separately on the face of the Statement of Profit and Loss for the year ended 31 st March, 2017.

In light of the above, revenue from sale of products under Ind AS has increased by Rs.955.78 Lacs with an corresponding increase in excise duty by Rs.955.78 Lacs in the Statement of Profit and Loss for the year ended 31st March, 2017.

The above changes do not affect equity as at date of transition to Ind AS, profit after tax for the year ended 31st March, 2017 and Equity as at 31st March, 2017.

GO

2 Sales Commission

Under Previous GAAP, sales commission given was shown as as a part of other expenses. However, under Ind AS, such commission expenses amounting to Rs. 23.08 lacs for the year ended 31st March, 2017 are reduced from revenue from sale of products. This has resulted in reduction in sales and other expenses

The above changes do not affect equity as at date of transition to Ind AS, profit after tax for the year ended 31st March, 2017 and Equity as at 31st March, 2017.

3 : Amortization of Loan Processing Fees

Under previous GAAP, upfront fees paid to the lenders is charged to statement of profit and loss as and when incurred. However, Ind AS - 109 “Financial instruments” requires long term debt to be recognized at amortized cost and upfront fees are charged on the basis of effective interest rate method. Accordingly borrowings as at 31st March 2017 decreased by Rs 3.38 lacs( Rs. 5.96 Lacs as at 1st April, 2016) with corresponding effect in retained earnings resulting in increase in total equity.

The above change has resulted in decrease in profit before tax for the year ended 31st March, 2017 by 2.58 lacs in the Statement of Profit and Loss Account.

4 Proposed Dividend & DDT

In the financial statements prepared under Previous GAAP, dividend on equity shares recommended by the Board of Directors after the end of reporting period but before the financial statements were approved for issue, was recognized as a liability in the financial statements in the reporting period relating to which dividend was proposed. Under Ind AS, such dividend is recognized in the reporting period in which the same is approved by the members in a general meeting.

On the date of transition, the above change in accounting treatment of proposed dividend has resulted in increase in Equity with a corresponding decrease in Provisions by Rs.106.08 Lacs. The above change however, does not affect the Profit before tax and Profit after tax for the year ended 31st March, 2017.

5 Employee benefits

Under Ind As, 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 recognized in Other Comprehensive Income instead of profit or loss. Under Previous GAAP for the year 2016-17 company was in process of taking Acturial Valuation. As a result of this change, the profit for the year ended 31st March 2017 is decreased by Rs.8.94 lacs with corresponding effect in retained earnings resulting in decrease in total equity.

6 Deterred Tax

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

The application of Ind AS has resulted in recognition of deferred tax on new temporary differences which were not required to be recognized under Previous GAAP. In addition, the above mentioned transitional adjustments relating to current/non-current

The above changes have resulted in creation of deferred tax Assets amounting to Rs.2.95 lacs as at 31st March, 2017. For the year ended 31st March, 2017, it has resulted in an increase in deferred tax by Rs.2.95 lacs in the Statement of Profit and Loss Account,

7 Investment Property

Under the previous GAAP, investment properties were presented as part of tangible assets. Under Ind AS, investment properties are required to be separately presented on the face of the Balance Sheet. Tangible assets have been now divided into two categories under Ind AS viz property plant & equipment and Investment Property. There is no impact on the total equity or profit as a result of this adjustment.""

8 Statement of cash flows

The transition from Indian GAAP to Ind AS do not have any material impact on the statement of cash flows.

9 Other comprehensive income

Under Ind AS, all items of income and expense recognized in a period should be included in profit or loss for the period, unless a standard requires or permits otherwise. Items of income and expense that are not recognized in profit or loss but are shown in the statement of profit and loss as ‘other comprehensive income''. The concept of other comprehensive income did not exist under previous GAAP.

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Mar 31, 2015

1. SHARE CAPITAL

1.1 Rights/Preferences and Restrictions attached to Equity Shares

The company has only one class of Equity shares having a par value of Rs. 10 per share. Each share holder of equity shares is entitled to one vote per share. The dividend proposed by the Board of Directors is subject to the approval of shareholders, except in case of interim dividend. In the event of liquidation, the equity'shareholders are eligible to receive the remaining assets of the company, after distribution of all preferential amounts, in proportion of their shareholding.

2. (a) Defined Benefit Plan

No Liability in respect of present or future liability of Gratuity has been ascertained and provided in the accounts (P.Y- not ascertained and provided for).

Company is in process of taking Actuarial Valuation of Gratuity. Company will provide the same as and when the valuation is available.

(b) Defined Contribution Plan

The Company has recognized the following amount in Profit and Loss Account which is included under contribution of funds.

3. Contingent liabilities and committments (to the extent not provided for)

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

(A) Contingent Liabilities NIL NIL

(B) Commitments Letters of Credit 7,645,253 15,376,860

4. Derivative Instruments and Unhedged Foreign Currency Exposure

The company enters into forward exchange contracts to hedge against its foreign currency exposures relating to the underlying transactions and firm commitments. The company does not enter into any derivative instruments for trading or speculative purposes.

5. RELATED PARTY DISCLOSURE

A) Name of related parties and nature of relationship:

i) Key Management Personnel

Mr.Roshan P.Sanghavi Managing Director

Mr.Deepak T.Mehta Executive Director

Mr.Satish A.Mehta Executive Director

ii) Relatives of Key Management Personnel

a) Relatives of Mr. Roshan P. Sanghavi

Mrs.Meena R. Sanghavi Wife

Mr.Poonamch and K. Sanghavi Father

Mrs. Kantaben P. Sanghavi Mother

Mr.Manish P.Sanghavi Brother

Komil R. Sanghavi Son

Roshan P. Sanghavi (HUF) HUF of Director

b) Relatives of Mr. Deepak T. Mehta

Mrs. Urmila D.Mehta Wife

Mr. Anurag D Mehta Son

Mr. Takhatmal N.Mehta Father

Mrs. Kamlaben T. Mehta Mother

Mr. Lokesh T. Mehta Brother

Mrs. Minal R. Shah Sister

Deepak T. Mehta (HUF) HUF of Director

c) Relatives of Mr. Satish A. Mehta

Mrs. Rita S.Mehta Wife

Mr. Amritlal C.Mehta Father

Mrs.Vimlaben A.Mehta Mother

Mr. Naman S.Mehta Son

Satish A. Mehta (HUF) HUF of Director

Ms. Charmy S. Mehta Daughter

Mrs. Vidhi N. Mehta Daughter In law

6. The Company has only one reportable primary segment i.e. Flexible Polyurethane Foam. The Company mainly caters to the needs of the domestic market and hence there are no reportable geographical segments.

7. Previous year's figures have been rearranged and reclassified wherever necessary. As per our report of even date attached

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Mar 31, 2013

1. GENERAL INFORMATION

The Company was incorporated as a Tirupati Foam Private Limited on 14th October, 1986, at Ahmedabad in the state of Gujarat. It was converted into Public Limited Company on 12th December 1995 and changed the name to Tirupati Foam Limited. The company''s shares are listed at Ahmedabad Stock Exchange, Vadodara Stock Exchanges and Bombay Stock Exchange (Indonext).

2. CONTINGENT LIABILITIES:

Nature of Liabilities 2012-13 2011-12

Letters of Credit NIL 6,000,000

3. EMPLOYEE BENEFITS

(a) Defined Benefit Plan

No Liability in respect of present or future liability of Gratuity has been ascertained and provided in the accounts (P.Y.—not ascertained and provided for).

This is in contravention with the Accounting Standard 15 issued by the Institute of Chartered Accountants of India in respect of accounting for retirement benefits.

(b) Defined Contribution Plan

The Company has recognized the following amount in Profit and Loss Account which is included under contribution of funds.

4. The Company has only one reportable primary segment i.e. Flexible Polyurethane Foam. It has identified Geographical segment as the secondary segment. During the year and the previous comparable year, the value of export sales made by the Company did not exceed the quantitative threshold set. Accordingly, reporting on disclosures in the secondary format of geographical segment are not applicable to the Company.

5. Previous year''s figures have been rearranged and reclassified wherever necessary.

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Mar 31, 2012

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

(#) Other Trade Payables represents amount payable to various parties for Services and Expenses.

- The Company has not received any intimation from Suppliers regarding their status under the Micro, Small and Medium Enterprises Development Act, 2006 and hence disclosures relating to amount unpaid as at year end together with interest paid/ payable under this Act have not been given.

2. EMPLOYEE BENEFITS

(a) Defined Benefit Plan

No Liability in respect of present or future liability of Gratuity has been ascertained and provided in the accounts (P.Y.—not ascertained and provided for). This is in contravention with the Accounting Standard 15 issued by the Institute of Chartered Accountants of India in respect of accounting for retirement benefits.

(b) Defined Contribution Plan

The Company has recognized the following amount in Profit and Loss Account which is included under contribution of funds.

3. In the opinion of the Board of Directors Current Assets and Loans and Advances have a value on realization in the ordinary course of business equal to the amount at which they are stated in the balance sheet.

4. Previous year''s figures have been rearranged and reclassified wherever necessary.

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Mar 31, 2010

1. Contingent Liabilities:

Nature of Liabilities 2009-10 2008-09

Letter of Credit 21,667,200/- 24,089,540/-

2. During the year, there was Fire at factory premises where some portion of the Factory Building, Plant and Machinery, Electric Installation and Stock were Destroyed/Damaged. However, the same has been covered by Insurance policy with Reinstatement clause. Accordingly cost of Fixed Assets and Current Assets which were affected by Fire has been reimbursed by Insurance Company and therefore no loss was incurred by the Company. Those assets have been partly replaced before 31st March, 2010 and balance in subsequent period, but before the signing of this Balance Sheet and similarly the claim from Insurance Company has also been received in two parts. The accounting treatment has been/will be given matching with the replacement of assets in both the periods.

3. Provision of Rs.10,625,000/-(P.Y. Rs. 7,200,000) for taxation has been made for the current year.

4. Employees Benefits

a) Defined Benefit Plan:

No Liability in respect of present or future liability of Gratuity has been ascertained and provided in the accounts (P.Y. -- not ascertained and provided for). This is in contravention with the accounting Standard 15 issued by the Institute of Chartered Accountants of India in respect of accounting for retirement benefits.

b) Defined Contribution Plan:

The Company has recognised the following amount in Profit and Loss Account which is included under contribution to funds.

5. The Company has only one Primary & Secondary Segment. The Company is in the business of Manufacturing of Flexible Polyurethane Foam and Operates in India.

6. Micro, Small, Medium Enterprises Development Act, 2006

There are no Micro, Small and Medium Enterprises to whom the company owes dues, which are outstanding for more than 45 days as at 31st March, 2010. This information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 has been determined to the extent such parties have been identified on the basis of information available with the company.

7. Related Party Disclosure: A) Name of related parties and nature of relationship:

i) Key Management Personnel

Mr.Roshan P.Sanghvi - Managing Director

Mr.Babulal N.Shah - Joint Managing Director

Mr.Deepak T.Mehta - Executive Director

Mr.Satish A.Mehta - Executive Director

ii) Relatives of Key Management Personnel

a) Relatives of Mr.Roshan P.Sanghvi

Mrs.Meena R. Sanghvi - Wife

Mr.Poonamchand K. Sanghvi - Father

Mrs. Kantaben P. Sanghvi - Mother

Mr.Manish P.Sanghvi - Brother

Roshan P. Sanghvi (HUF) - HUF of Director

b) Relatives of Mr. Babulal N.Shah

Mrs. Manjulaben B.Shah - Wife

Mr.Mukesh B.Shah - Son

Mr.Vijay B.Shah - Son

Mr. Prakash B.Shah - Son

Babubhai N. Shah (HUF) - HUF of Director

c) Relatives of Mr.Deepak T. Mehta

Mrs. Urmila D.Mehta - Wife

Mr. Anurag D Mehta - Son

Mr. Takhatmal N.Mehta - Father

Mrs. Kamlaben T. Mehta - Mother

Mr. Lokesh T. Mehta - Brother

Deepak T. Mehta (HUF) - HUF of Director

d) Relatives of Mr. Satish A. Mehta

Mrs. Rita S.Mehta - Wife

Mr. Amritlal C.Mehta - Father

Mrs.Vimlaben A.Mehta - Mother

Mr. Naman S.Mehta - Son

Satish A. Mehta (HUF) - HUF of Director

Ms. Charmy S. Mehta - Daughter

8. The company had opted for deferral of payment of Sales Tax as per the option given by the Sales Tax Department of the Government of Gujarat. The deferred Sales Tax is being paid in six yearly instalments from the Financial Year 2005-2006. During the year the Company has repaid Rs.8,246,856/-

9. In the opinion of the Board of Directors, Current assets, loans and advances have a value on realisation in the ordinary course of business equal to the amount at which they are stated in the Balance Sheet.

10. Expenditure incurred on employees in receipt of remuneration of not less than Rs.2,400,000/- per annum or Rs.200,000/- per month if employed for a part of the year.

11. Directors Remuneration 672,000/- 432,000/-

12. Earnings per Equity Share:

Basic and Diluted Earnings per equity share are recorded in accordance with Accounting Standard 20 `Earnings per Share. Earning per share is calculated by dividing the profit attributable to the Equity Shareholders (after adjustment for deferred taxes) by the weighted average number of Equity Shares outstanding during the period. The numbers used in calculating basic and diluted earnings per Equity Share are as stated below

13. Previous years figures have been rearranged and reclassified wherever necessary.