Notes to Accounts of Usher Agro Ltd.

Mar 31, 2016

1. PROVISION FOR TAXATION

Provision for current tax has been made as per provisions of the Income Tax Act, 1961, after considering deduction/exemptions, if any, available to the Company under the said Act.

2. The Balances of Debtors, Creditors, Loans & Advances and other parties are subject to confirmation and reconciliation, if any. Some of the Debtors have raised various claims against the company on account of rate difference, delayed delivery and quality issues. The company is in the process of settlement of the said claims and that the necessary effect, if any, in respect of the same, shall be given in the books of account as and when the settlement is made. In some of these cases, the company has issued legal notices and in case of failure of the customers to settle/ pay the dues, the company will initiate appropriate legal proceedings against the debtors.

3. Inventories as at the end of year comprising stock of paddy and rice is inclusive of certain quantities of paddy wherein there had been substantial deterioration in quality due to fungal development and other bacterial infection and high moisture content. Part of such inventory has been sold at substantial lower value during the subsequent quarter, as compared to the valuation (at cost) considered as on the Balance Sheet date. However, the financial impact of the same has been considered during the ensuing quarter when the same was actually sold. Had the financial impact of the same inventory loss of Rs. 11,719.32 Lakh would have been considered as on 31.03.2016, the accumulated losses of the company would have been higher by Rs. 11,719.32 Lakh and as a result the net worth of the company would have been eroded fully.

4. In the opinion of the Board, the Assets (other than fixed assets & non current investments) are approximately of the value stated if realized in the ordinary course of business and the provisions of all known liabilities are adequate.

5. FOREIGN EXCHANGE FLUCTUATION

The Company has opted for accounting the exchange differences arising on reporting of long term foreign currency monetary items in line with Companies (Accounting Standard) Amendment Rules 2009 relating to Accounting Standard 11(AS-11) notified by Government of India on 31st March, 2009. Accordingly the effect of exchange differences on foreign currency loans of the company is accounted by addition or deduction to the cost of the assets so far it relates to the depreciable capital assets. The total amount of foreign exchange fluctuation profit/ (loss) of Rs. (701.95 ) Lakhs P.Y. (265.57) Lakhs has been reduced/added from CWIP/pre operative expenses account/ fixed assets during the year.

6. All lenders of the company, in a meeting of Joint Lenders Forum (JLF) held on 13th May 2016, have agreed for a Strategic Debt Restructuring (SDR) Scheme for the better financial health of the company. In the said meeting the reference date to be considered was decided at 13th May 2016, in terms of the Reserve Bank of India guidelines. At present the Strategic Debt Restructuring (SDR) Scheme is still in the process of finalization

7. CFSITInc, USA has filed Wingding Up Petition (Petition No. 376 of 2016)under section 433,434 and 439 of the companies act 1956 (Equivalent of Section 272 & others of the companies act,2013) before Hon''ble Bombay High Court against the company for outstanding dues of Rs. 6548.14 Lakhs ($10 Million)with the interest @12% as per the advance payment and supply contract. Company has received the intimation from their consultant Cyril AmarchandManagaldas Advocates and Solicitors and the proceeding of the petition is pending before Hon''ble Bombay High Court.

8. PT Bank Maybank Indonesia TbkMumbai has filed Winding up petition under section 433 and 434 of the companies act 1956 (Equivalent of Section 272 & others of the companies act, 2013) before Hon''ble Bombay High Court against the company. Company has received the intimation from their consultant M/s Kanga and Co. and the proceeding of the petition is pending before Hon''ble Bombay High Court.

9. Axis bank has imposed Penal charges amounting to Rs. 70.45 lakh. However such expenditure has not been expensed out in the statement of profit and loss and the same is adjusted against short term borrowing from bank. As per management opinion, bank has debited without intimation to the company and matter is under discussion with bank and same will be reveres in future.

10. The management has initiated the process of identifying enterprises which have provided goods and services to the company and which qualify under the definition of micro and small enterprises, as defined under Micro, Small and Medium Enterprises Development Act, 2006. The company has not received any intimation from its vendors regarding their status under Micro, Small and Medium Enterprises Development Act, 2006. Further in the view of the management, the impact of interest, if any, that may be payable in accordance with the provisions of the Act is not expected to be material.

11. Previous Year figures has been regrouped/ reclassified, wherever necessary to correspond with the current period classification/ disclosure

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Mar 31, 2015

1. BENEFITS TO EMPLOYEES :

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

2. SEGMENT INFORMATION

Business Segments :

The Company is operating in three different business segments i.e. food processing, bio-mass power generation and logistic. However, considering their size, volume of operations the same are not qualified into the reporting criteria of Business segments as described in the Accounting Standards (AS) 17 as Segment Reporting, issued by the Institute of Chartered Accountants of India (ICAI). Hence no disclosure is required to be made under AS-17 as Segment Reporting.

Geographical Segments :

The Company is carrying on its operational activities in the domestic market i.e. India as well as in overseas market i.e. an export hence geographical segment i.e domestic and overseas has identified as secondary segment and the details of segment results as per AS 17 issued by ICAI are as under :-

Notes:- The geographical segments considered for disclosure are as follows : Sales within India includes Sales to Customers located within India.

Sales Outside India includes Sales to customers located outside India including merchant exporters. The carrying amount of segment assets in India and Outside India is based on geographical location of the respective assets.

3. Derivative Instruments and Unhedged Foreign Currency Exposure

Derivative Instruments:

The Company uses commodities / forward contracts to hedge its risk associated with fluctuation in prices of food grain / commodities/ currency.

The company does not use forward contract for speculative purposes.

In the forward contract entered by the Company, where the counter party is a recognized commodities exchange. The hedging / forward contracts mature generally between one to six months. The company considers the risk of non-performance by the counter party as negligible.

Outstanding short term commodities forward contracts entered into by the Company at the yearend are Rs, Nil .(P.Y.Nil)

Pursuant to the clarification issued by the Institute of Chartered Accountants of India on March 29, 2008 on accounting of derivatives, the Company has for the year ended March 31, 2015 recognized unrealized loss of Rs, 116.86 lacs (June 30, 2014- Rs, 77.29 lacs) towards mark to market of the interest rate swap and realized loss on settlement of derivative of Rs, 66.73 lacs. The provision for mark to market losses of the interest rate swap as on March 31, 2015 amounts to Rs, 194.14 lacs (June 30, 2014- Rs, 77.29 lacs).

4. IMPAIRMENT OF ASSETS

As on the Balance Sheet date the carrying amounts of the assets net of accumulated depreciation is not less than the recoverable amount of those assets. Hence, in the opinion of the management, there is no provision for impairment loss on the assets of the Company required to be made under Accounting Standard-28 (Impairment of Assets) issued by the ICAI.

5. DEPRECIATION ON FIXED ASSETS

As per the Schedule II to the Companies Act, 2013, the company has charged the depreciation in line with the estimated useful lives of the assets as mentioned in said Act, except in the cases where the actual life of the assets found by management based on the independent technical expert's opinion vary from the life mentioned in the said Schedule. On the basis of evaluation of useful life of the assets by the technical expert, the company has considered useful life of computers of 5 years whereas the said Schedule recommends the useful life of 3 years and depreciation has been charged in the current financial year accordingly.

6. LEASES

In case of assets taken on lease

Finance Lease :

There are no finance lease transactions in the reporting period hence no disclosure is required to be made under AS 19 – Accounting for Leases, issued by the ICAI

Operating Lease :

(i) Office premises, godowns and warehouses are obtained on operating lease basis during the financial year in relation of business. The lease terms are normally for 11 months and renewable at the option of the Company. There are no restrictions imposed in lease arrangements.

7. PROVISION FOR TAXATION

Provision for current tax has been made as per provisions of the Income Tax Act, 1961, after considering deduction/exemptions, if any, available to the Company under the said Act.

8. The certain Balances of Debtors, Creditors, Loans & Advances and other parties are subject to confirmation and reconciliation, if any.

9. In the opinion of the Board, the Assets (other than fixed assets & noncurrent investments) are approximately of the value stated if realized in the ordinary course of business and the provisions of all known liabilities are adequate.

10. FOREIGN EXCHANGE FLUCTUATION

The Company has opted for accounting the exchange differences arising on reporting of long term foreign currency monetary items in line with Companies (Accounting Standard) Amendment Rules 2009 relating to Accounting Standard 11(AS-11) notified by Government of India on 31st March, 2009. Accordingly the effect of exchange differences on foreign currency loans of the company is accounted by addition or deduction to the cost of the assets so far it relates to the depreciable capital assets. The total amount of foreign exchange fluctuation profit/ (loss) of Rs, 265.57 lac (P.Y. 75.00 lac) has been reduced/added from CWIP/pre operative expenses account/ fixed assets during the year.

11. Pursuant to the provision of Companies Act, 2013 the definition of financial year u/s 2(41) states that every company mandatorily has to change its financial year to be ended on 31st March w.e.f. 31.03.2016. The company was having financial year ending on 30th June and from now onwards the company has changed its financial year to be ended on 31st March to ensure compliance with the above requirement of Companies Act, 2013 on earlier basis. Hence, the figures of this financial statement are prepared for nine months and are strictly not comparable with the previous year figures .

12. Previous Year figures has been regrouped/ reclassified, wherever necessary to correspond with the current period classification/ disclosure

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Jun 30, 2014

1 benefits to Employees :

As per Accounting Standard 15 "Employee benefits", the disclosures of Employee benefits as Defined in the Accounting Standard are given below :

(i) Defined Contribution Plan:

Contribution to Defined Contribution Plan, recognized as expenses for the year are as under :

(*) One employee was transferred from Usher Agro Ltd to Usher Eco Power Ltd (**) Ten employees were transferred from Usher Eco Power Ltd to Usher Agro Ltd

2 SEGMENT INFORMATION Business Segments :

The Company is operating in three diferent business segments i.e. food processing, Bio-mass power generation and logistic. However, considering their size, volume of operations the same are not qualifed into the reporting criteria of Business segments as described in the accounting Standard (AS) 17 as Segment Reporting, issued by the Institute of Chartered Accountants of India (ICAI). Hence no disclosure is required to be made under AS-17 as Segment Reporting. Geographical Segments :

The Company is carrying on its operational activities in the domestic market i.e. India as well as in overseas market i.e. an export hence geographical segment i.e domestic and overseas has identified as secondary segment and the details of segment results as per AS 17 issued by ICAI are as under :-

Notes:- The geographical segments considered for disclosure are as follows : Sales within India includes Sales to Customers located within India

Sales Out side India includes Sales to customers located outside India including merchant exporters. The carrying amount of segment assets in India and Outside India is based on geographical location of the respective assets.

3 Provisions and Contingencies Rs.in Lacs

Contingent Liabilities not provided for 2013-2014 2012-2013

Letter of Credit issued by the Bankers of the 2,316.56 1,961.61 Company in favour of suppliers ( Fixed deposits in the form of margin money including interest thereon of Rs. 434.64 lacs (P.Y. Rs. 228.85 lac) have been kept with respective bankers for the said letter of credit)

Letter of Credit issued by the Bankers of the 1,45240 1,188.78 Company for import of capital goods*. (Fixed deposits in the form of margin money including interest thereon of Rs. Nil (P.Y. Rs. Nil) have been kept with respective bankers for the said letter of credit)

* Converted on the foreign exchange conversion rate prevailing on the date of Balance Sheet.

Bank guarantees issued by the bankers of the 25.25 25.25 Company for EPCG License (Fixed deposits of Rs. 33.71 lac (P.Y. Rs. 25.25 lac) have been kept with respective Banks for the said bank guarantees)

VAT & CST Liability in respect of A.Y. 2008-09 for 29.17 29.17 which company has fled appeal with Appellate Tribunal, Agra

Entry Tax Liability in respect of A.Y. 2008-09 for 4.26 4.26 which company has gone into appeal with the appropriate authority

VAT & CST Liability in respect of A.Y. 2009-10 - 239.54 for which the company had fled application for rectification of order u/s 31 of UP VAT Acts. 2008, the application was accepted by the department and has remanded back the case to assessing authority as a fresh case.

VAT Liability in respect of A.Y. 2009-10 for which 0.21 0.21 company has fled appeal with Additional Commissioner Grade -II (Appeal) Mathura.

VAT & CST Liability in respect of A.Y. 2010-11 for 201.87 201.87 which company has gone into the appeal with the appropriate authority

VAT Liability in respect of A.Y. 2012-13 for which 2.15 2.15 company has gone into the appeal with the appropriate authority sRs. in Lacs

Stamp Duty Liability pursuant to letter by Stamp 452.00 452.00 Authority, Mathura, dt 13.02.2012, dt 22.02.2012 & dt 09.12.2011 (The management has taken expert legal opinion on the said stamp duty matter and based on that opinion, the total liability in the subject matter may not exceed to Rs. 12.00 lacs and the matter has already been taken up with the appropriate authorities.)

Note: The Company has given Corporate Guarantee for Foreign Currency Loan (ECB) of USD 132.50 Lacs (equivalent to Rs. 7963.25 Lacs) (P.Y. USD 132.50 Lacs (equivalent to Rs. 7,910.18 Lacs)) taken by its Subsidiary Company i.e. Usher Eco Power Ltd from Axis Bank Limited. This guarantee was given for the intervening period till the stabilisation of commercial power generation by the said subsidiary company and is due for withdrawal.

4 Derivative Instruments and Unhedged Foreign Currency Exposure

Derivative Instruments:

The Company uses commodities / forward contracts to hedge its risk associated with fuctuation in prices of food grain / commodities/ currency The company does not use forward contract for speculative purposes.

In the forward contract entered by the Company, where the counter party is a recognised commodities exchange. The hedging / forward contracts mature generally between one to six months. The company considers the risk of non- performance by the counter party as negligible.

Outstanding short term commodities forward contracts entered into by the Company at the year end are Rs. Nil .(P.Y.Nil)

Particulars of Outstanding Interest rate swaps to hedge against fuctuations in interest rate change as at the Balance Sheet date:

* Converted at the foreign exchange conversion rate prevailing on the date of Balance Sheet.

5 Leases

In case of assets taken on lease

Finance Lease :

There are no finance lease transactions in the reporting period hence no disclosure is required to be made under AS 19 - Accounting for Leases, issued by the ICAI

Operating Lease :

(i) Ofce premises, godowns and warehouses are obtained on operating lease basis during the financial year in relation of business. The lease terms are normally for 11 months and renewable at the option of the Company. There are no restrictions imposed in lease arrangements. There are no subleases.

6 Impairment of assets

As on the Balance Sheet date the carrying amounts of the assets net of accumulated depreciation is not less than the recoverable amount of those assets. Hence, in the opinion of the management, there is no provision for impairment loss on the assets of the Company is required to be made under Accounting Standard-28 (Impairment of Assets) issued by the ICAI.

7 Related Parties

Names of related parties

* Names of related parties where control exists irrespective of whether transactions have occurred or not :

Usher Eco Power Limited. (Subsidiary Company)

Usher World Wide FZE (Wholly Owned Foreign Subsidiary Company from 4th July, 2012)

* Names of other related parties with whom transactions have taken place during the year Key Management Personnel :

Mr. V. K. Chaturvedi (Managing Director) Mr. Manoj Pathak (Whole Time Director)

* Relatives of key management personnel

Mrs. Samta Chaturvedi, (wife of Managing Director Mr. V. K. Chaturvedi)

Mrs. Shimla Pathak, (wife of Whole Time Director Mr. Manoj Pathak)

* Enterprises owned or significantly infuenced by key management personnel or their relatives :

Usher Capitals Limited.

Vedika Finance Pvt. Limited

Usher Oils & Foods Limited.

Usher Infra Logic Limited.

Narayani Nivesh Nigam Private Limited

8 Provision for Taxation

Provision for current tax has been made as per provisions of the Income Tax Act, 1961, after considering deduction/ exemptions, if any, available to the Company under the said Act. Further, the provision for current tax and deferred tax has been made up to 31st March, 2014, financial year ending as per the said Act.

9 The Balances of Debtors, Creditors, Loans & Advances and other parties are subject to confirmation and reconciliation, if any.

10 In the opinion of the Board, the Assets (other than fixed assets & non-current investments) are approximately of the value stated if realized in the ordinary course of business and the provisions of all known liabilities are adequate.

11 Foreign Exchange Fluctuation

The Company has opted for accounting the exchange diferences arising on reporting of long term foreign currency monetary items in line with Companies (Accounting Standard) Amendment Rules 2009 relating to Accounting Standard 11(AS-11) notifed by Government of India on 31st March, 2009. Accordingly the efect of exchange diferences on foreign currency loans of the company is accounted by addition or deduction to the cost of the assets so far it relates to the depreciable capital assets. The total amount of foreign exchange fuctuation Profit/ (loss) of Rs. 75.00 lac (P.Y. (859.22) lac) has been reduced/added from CWIP/pre-operative expenses account/ fixed assets during the year.

12 Extraordinary Item

During the year 2013-14, National Highway Authority of India (NHAI) has acquired 0.611 hectare land of the Company located at Chatta (Mathura) for widening the National Highway- 2. The said land parcels were acquired by the company during the FY 2010-2011.

The Company has received compensation of Rs. 268.84 lac on 4th December 2013 and recognised Profit of Rs. 195.11 lac, as an extraordinary item in the Statement of Profit and Loss for the said compulsory acquisition of land by NHAI.

13 The Company has not provided income tax on the capital gain arising on the compulsory acquisition (as referred in Note No. 47), as it intends to claim deduction of the capital gain under Section 54D of the Income Tax Act, 1961 by investing the amount of capital gain in new land and building for industrial purposes.

14 The Financial Statements, comprising the Balance Sheet, the Statement of Profit and Loss and Cash Flow Statement have been prepared in accordance with the provision of General Circular 08/2014 dated 4th April, 2014 of the Ministry of Corporate Afairs.

15 Previous Year fgures has been regrouped/ reclassified, wherever necessary to correspond with the current years classifcation/ disclosure

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Jun 30, 2013

1. Corporate Overview

Usher Agro Limited is engaged in the business of food processing, mainly basic food i.e. wheat and rice. The Company is having manufacturing facilities for rice and wheat milling.The company is also engaged in Bio Mass Power generation and Logistic, however the operations in these two segments are comparatively not significant and mainly for captive purpose only.

2 Provisions and Contingencies ( Rs. In Lacs)

Contingent Liabilities not provided for 2012-13 2011-12

Letter of Credit issued by the Bankers of the Company in favour of suppliers 1,961.61 1,924.56

( Fixed deposits in the form of margin money including interest thereon of Rs. 228.85 Lacs (P.Y. Rs. 1130.24 Lacs) have been kept with respective bankers for the said letter of credit)

Letter of Credit issued by the Bankers of the Company for import of capital goods*. 1,188.78 Nil

(Fixed deposits in the form of margin money including interest thereon of Rs. Nil Lacs (P.Y. Rs. Nil) have been kept with respective bankers for the said letter of credit)

* Converted on the foreign exchange conversion rate prevailing on the date of Balance Sheet.

Bank guarantees issued by the bankers of the Company for EPCG License 25.25 25.25

(Fixed deposits of Rs. 25.25 Lacs (P.Y. Rs. 25.25 Lacs) have been kept with respective Banks for the said bank guarantees)

VAT & CST Liability in respect of A.Y. 2008-09 for which company is planning 29.17 -

to file the appeal with the appropriate authority

Entry Tax Liability in respect of A.Y. 2008-09 for which company has gone into 4.26 4.26

the appeal with the appropriate authority

VAT & CST Liability in respect of A.Y. 2009-10 for which the company has made 239.54 239.54

application for rectification of order U/s 31 of UP VAT Acts. 2008, and the company has also gone in to the appeal with the appropriate authority

VAT Liability in respect of A.Y. 2009-10 for which company is planning to file 0.21 -

the appeal with the appropriate authority

VAT & CST Liability in respect of A.Y. 2010-11 for which company has gone into 201.87

the appeal with the appropriate authority

Sales Tax Liability in respect of A.Y. 2011-12. The demand order issued by - 16.80

Dy Commissioner (Commercial Tax), Mathura has been cancelled by Addl.

Commissioner (Commercial Tax), Mathura UP vide Order dated 13/12/2012 for reassessment.

VAT Liability in respect of A.Y. 2012-13 for which company has gone into the 2.15 -

appeal with the appropriate authority

Stamp Duty Liability persuant to letter by Stamp Authority, Mathura, dt 452.00 452.00

13.02.2012, dt 22.02.2012 & dt 09.12.2011 (The management has taken expert legal opinion on the said stamp duty matter and based on that opinion, the total liability in the subject matter may not exceed to Rs. 12.00 lacs and the matter has already been taken up with the appropriate authorities.)

Note: The Company has given Corporate Guarantee for Foreign Currency Loan (ECB) of USD 132.50 Lacs (equaivalent to Rs. 7910.18 Lacs) (P.Y. USD 132.50 Lacs (equaivalent to Rs. 7460.94Llacs)) taken by its Subsidiary Company i.e. Usher Eco Power Ltd from Axis Bank Limited.This guarantee has been given for the intervening period till the stablisation of commercial power generation by the said subsidiary company.

3 Derivative Instruments and Unhedged Foreign Currency Exposure Derivative Instruments:

The Company uses commodities / forward contracts to hedge its risk associated with fluctuation in prices of food grain / commodities.

The company does not use forward contract for speculative purposes.

In the forward contract entered by the Company, where the counter party is a recognised commodities exchange. The hedging / forward contracts mature generally between one to six months. The company considers the risk of non-performance by the counter party as negligible.

Outstanding short term commodities forward contracts entered into by the Company at the year end are Rs. Nil .(P.Y.Nil)

4 Leases

In case of assets taken on lease Finance Lease :

There are no finance lease transactions in the reporting period hence no disclosure is required to be made under AS 19 - Accounting for Lease, issued by the ICAI

5 Impairment of assets

As on the Balance Sheet date the carrying amounts of the assets net of accumulated depreciation is not less than the recoverable amount of those assets. Hence, in the opinion of the management, there is no provision for impairment loss on the assets of the Company is required to be made under Accounting Standard-28 (Impairment of Assets) issued by the ICAI.

6 Provision for Taxation

Provision for current tax has been made as per provisions of the Income Tax Act, 1961, after considering deduction/ exemptions, if any, available to the Company under the said Act. Further the provision for current tax has been made upto 31st March, 2013, financial year ending as per the said Act.

7 The Balances of Debtors, Creditors, Loans & Advances and other parties are subject to confirmation and reconciliation, if any.

8 In the opinion of the Board the Assets (other than fixed assets & non current investments) are approximately of the value stated if realized in the ordinary course of business and the provisions of all known liabilities are adequate.

9 Previous Year figures has been regrouped/ reclassified, wherever necessary to correspond with the current years classification/ disclosure

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Jun 30, 2012

1. Corporate Overview

Usher Agro Limited is engaged in the business of food processing, mainly basic food i.e. wheat and rice. The Company is having manufacturing facilities for rice and wheat milling.

a) During the year there are no securities issued/converted which are convertible into equity/preference shares. However On 15th December 2009 the company has issued 60,00,000 warrants on preferential basis to the promoters and others to raise Rs. 2,460 lacs through preferential allotment. out of which, 10 Lacs warrants and 50 Lacs warrants have been converted in to equity share in financial year 2009-10 and 2010-11 respectively.

b) There are no calls unpaid ( Previous year No )including calls unpaid by Directors and Officers as on balance sheet date

NOTE - 2

SEGMENT INFORMATION

Business Segments :

The Company is operating in three different business segments i.e. food processing, Bio-mass power generation and logistic. However, considering their size, volume of operations the same are not qualified into the reporting criteria of Business segments as described in the accounting Standard (AS) 17 as Segment Reporting, issued by the Institute of Chartered Accountants of India (ICAI). Hence no disclosure is required to be made under AS-17 as Segment Reporting."

Geographical Segments :

The Company is carrying on its operational activities in the domestic market i.e. India as well as in overseas market i.e. an export hence geographical segment i.e domestic and overseas has identified as secondary segment and the details of segment results as per AS 17 issued by ICAI are as under :-

Provisions and Contingencies In Lacs

Contingent Liabilities not provided for 2011-2012 2010-2011

Letter of Credit issued by the Bankers of the Company in favour of suppliers 2,664.54 276.15

(Fixed deposits in the form of margin money including interest thereon of Rs. 1130.24 Lacs (P.Y. Rs. 94.87 Lacs) have been kept with respective bankers for the said letter of credit)

Letter of Credit issued by the Bankers of the Company for import of capital Nil 796.75 goods*. (Fixed deposits in the form of margin money including interest thereon of Rs. Nil (P.Y. Rs. 810.00 Lacs) have been kept with respective bankers for the said letter of credit)

* Converted on the foreign exchange conversion rate prevailing on the date of Balance Sheet.

" Bank guarantees issued by the bankers of the Company for EPCG License 25.25 27.68 (Fixed deposits of Rs. 22.25 Lacs (P.Y. Rs. 27.68) have been kept with respective Banks for the said bank guarantees)

" Sales Tax Liability in respect of A.Y. 2009-10 for which the company has 215.59 239.54 made application for rectification of order U/s 31 of UP VAT Acts. 2008, and company also gone in to the appeal with the appropriate forums.

Sales Tax Liability in respect of a matter u/s 25(i)(ii) of UP VAT Act 2008, 16.80 - A.Y. 2011-12 for which the company has made application for rectification of order U/s 32 of UP VAT Acts. 2008, and company also gone in to the appeal with the appropriate forums.

Stamp Duty Liability persuant to letter by Stamp Authority, Mathura, 179.0 - dt 13.02.2012

Stamp Duty Liability persuant to letter by Stamp Authority, Mathura, 111.5 - dt 22.02.2012

Stamp Duty Liability persuant to letter by Stamp Authority, Mathura, 161.5 - dt 09.12.2011

(The management has taken expert legal opinion on the said stamp duty matter and based on that opinion, the total liability in the subject matter may not exceed to Rs. 12.00 lacs and the matter has already been taken up with the appropriate authorities.

Custom duty saved on Import of capital goods under EPCG Licence Scheme - 251.44

(Export obligation under the said EPCG License Nil (P.Y. Rs. 1951.19 lacs)



Note: The Company has given Corporate Guarantee for Foreign Currency Loan (ECB) of USD 132.50 Lacs (equaivalent to Rs.7460.94Llacs) taken by its Subsidiary Company i.e. Usher Eco Power Ltd. This guarantee has been given for the intervening period till the commencement of commercial power generation by the said subsidiary company.

NOTE - 3

Derivative Instruments and Unhedged Foreign Currency Exposure

Derivative Instruments:

The Company uses commodities / forward contracts to hedge its risk associated with fluctuation in prices of food grain / commodities.

The company does not use forward contract for speculative purposes.

In the forward contract entered by the Company, where the counter party is a recognised commodities exchange. The hedging / forward contracts mature generally between one to six months. The company considers the risk of non-performance by the counter party as negligible.

NOTE - 4

Leases

In case of assets taken on lease

Finance Lease :

There are no finance lease transactions in the reporting period hence no disclosure is required to be made under AS 19 – Accounting for Lease, issued by the ICAI

Operating Lease :

(i) Office premises, godowns and warehouses are obtained on operating lease basis during the financial year in relation of business. The lease terms are normally for 11 months and renewable at the option of the Company. There are no restrictions imposed in lease arrangements. There are no subleases.

NOTE - 5

The company has given a sum of AED 63,090 (equivalent to Rs. 9.53 lacs) towards incorporation expenses of its wholly owned subsidiary namely Usher Worldwide FZE in UAE. The said expenses have been shown in Note No.18.

Though the company has been incorporated on 03.06.2012, however operations has not been started till the balance sheet date as there are further formalities to be complied with.

NOTE - 6

Impairment of assets

As on the Balance Sheet date the carrying amounts of the assets net of accumulated depreciation is not less than the recoverable amount of those assets. Hence, in the opinion of the management, there is no provision for impairment loss on the assets of the Company is required to be made under Accounting Standard-28 (Impairment of Assets) issued by the ICAI.

NOTE - 7

Provision for Taxation

Provision for current tax has been made as per provisions of the Income Tax Act, 1961, after considering deduction/exemptions, if any, available to the Company under the said Act. Further the provision for current tax has been made upto 31st March, 2012, financial year ending as per the said Act.

NOTE - 8

The Balances of Debtors, Creditors, Loans & Advances and other parties are subject to confirmation and reconciliation, if any.

NOTE - 9

In the opinion of the Board the Assets (other than fixed assets & non current investments) are approximately of the value stated if realized in the ordinary course of business and the provisions of all known liabilities are adequate.

NOTE - 10

Foreign Exchange Fluctuation

The Company has opted for accounting the exchange differences arising on reporting of long term foreign currency monetary items in line with Companies (Accounting Standard) Amendment Rules 2009 relating to Accounting Standard 11(AS-11) notified by Government of India on 31st March, 2009. Accordingly the effect of exchange differences on foreign currency loans of the company is accounted by addition or deduction to the cost of the assets so far it relates to the depreciable capital assets. The total amount of foreign exchange fluctuation profit/(Loss) of Rs. (803.62) Lacs (P.Y. 0.99 lacs) has been reduced/added from CWIP/pre operative expenses account.

NOTE - 11

The financial statements for the year ended March 31, 2011 had been prepared as per the applicable, pre-revised Schedule VI to the Companies Act,1956 ('the Act'). During the year, the revised Schedule VI notified under the Act has become applicable to the Company. Accordingly, the Company has reclassified previous year figures to conform to the current year's classification. The adoption of revised schedule VI does not impact recognition and measurement principle followed for preparation of financial statements. However, it has significant impact on presentation and disclosures made in the financial statements.

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Jun 30, 2010

Nature of Operations

Usher Agra Limited is engaged in the business of food processing, mainly basic food i.e. wheat and rice. The Company is having manufacturing facilities for rice and wheat milling.

1. Segment Information

Business Segments:

The Company is operating in only one Business Segment i.e. Food Processing, hence no Segment Reporting is given for Business/Product Segment as primary segment as per Accounting Standard (AS) 17 on Segmental Reporting issued by the Institute of Chartered Accountants of India (ICAI)

2. Details of Security given for secured loans

(I). Term Loan and Corporate Loan :

- The Term Loans are secured by extension of first mortgage and charge on all immovable and movable assets of the company both present and future, subject to charges created to be created on specific movable assets in favor of bankers for securing working capital borrowings.

- Unconditional and irrevocable personal guarantee of Shri Vinod Kumar Chaturvedi and Shri Manoj Pathak, the Directors of the Company.

- Second charge on all current assets of the Company.

- A Corporate Loan ofRs 15 Crore is secured against charge over the specific assets created out of the said loan. (II). Working Capital Loans:

- First pari passu charge on the entire stock of inventories and receivables (Rice & Flour Mill) and other current assets of the company both present and future.

- Unconditional and irrevocable personal guarantee of Shri Vinod Kumar Chaturvedi and Shri Manoj Pathak, the Directors of the Company.

- Second pari-passu over the entire immovable fixed assets of the Company, both present and future, by way of equitable mortgage.

- Letter of Credit (LC)/Bank Guarantee (BG) facilities are also secured with predefined percentage of margin by way of fixed deposit with the respective banks.

(III). Equipment and Vehicle Loans:

- Equipment and Vehicle loans are secured against the respective equipment/vehicles financed through said loans.

3. Details of capital work in progress

(i) Capital Work in Progress as on 30th June, 2010 is Rs 26,87,21,034/- (P. Y. Rs 6,24,61,369/-) is related to Rice Milling capacity expansion project at Chhata Distt Mathura UP and other miscellaneous projects going on in the company.

CWIP includes advances given to the respective suppliers and the following expenses -

Preoperative Expenses ofRs 2,62,89,695/- (P.Y. Rs 4,77,606/-) comprising of conveyance, Generator Expenses, Legal & Professional Charges, Misc. Expenses, Postage & Courier, Printing & Stationery, Salaries, Staff Welfare, Telephone Expenses, Foreign Exchange Fluctuation, Traveling Expenses, Vehicle Running & Maintenance, Freight Charges, Licensing Fee and Interest, processing fee and related financial expenses for the Term Loan taken forthe respective projects.

Total Borrowing cost of Rs 52,88,130/-(P.Y. Rs 3,04,96,389/-) which is related to the capital assets under construction having substantial period of completion is also included in CWIP to capitalized with the cost of respective assets as per accounting standard 16 (AS-16) on Borrowing Cost issued by ICAI.

4. Related Parties

(I). Names of related parties

Names of related parties where control exists Nil irrespective of whether transactions have occurred or not

Names of other related parties with whom transactions have taken place during the year

Associates Usher Eco-Power Limited

Key Management Personnel Mr. V. K. Chaturvedi (Managing Director)

Mr. Manoj Pathak (Whole time Director)

Relatives of key management personnel Mr. Samta Chaturvedi, wife of M.D. Mr. V. K. Chaturvedi

Enterprises owned or significantly influenced fay Usher Oiis and Foods Limited

Key management personnel or their relatives Usherlnfra Logic Limited

Usher Capitals Limited Vedika Finance Pvt. Limited Narayani Nivesh Nigam Private Limited

Note: Loans taken from enterprises owned by key management personnel or significantly influenced by them, do not stipulate any repayment schedule and repayable on demand.

In case of assets taken or given on lease

Finance Lease :

There are no finance lease transactions in the reporting period hence no disclosure is required to be made under AS 19 - Accounting for Lease, issued by the ICAI

5. Impairment of assets

As on the Balance Sheet date the carrying amounts of the assets net of accumulated depreciation is not less than the recoverable amount of those assets. Hence, in the opinion of the management, there is no provision for impairment loss on the assets of the Company is required to be made under Accounting Standard-28 (Impairment of Assets) issued by the ICAI.

6. Provisions and Contingencies Rs (in lacs)

2009-10 2008-09

Contingent Liabilities not provided for

Letter of Credit issued by the Bankers of the Company in favour of suppliers 277.63 285.68

( Fixed deposits in the form of margin money including interest thereon of Rs86.61Lacs(P.Y. Rs 35.21 Lacs) have been kept with respective bankers for the said letter of credit)

Letter of Credit issued by the Bankers of the Company for import of capital 637.69 23.76 goods*

* Converted on the foreign exchange conversion rate prevailing on the date of Balance Sheet.

Bank guarantees issued by the bankers of the Company for EPCG License (Fixed deposits of Rs 16.80 Lacs (P.Y. 7 9.80) have been kept with respective Banks for the said bank guarantees) 16.80 9.80

Sales Tax Liability in respect of F.Y. 2003-04 and 2004-05 for which the - 44.94 company has gone in to the appeals with the appropriate forums.

Sales Tax Dispute in respect of F.Y. 2004-05 for which the department has 6.10 - gone in to the appeals with the Sales Tax Appellate Tribunal. Custom Duty saved on Import of Capital Goods under EPCG Licence Scheme 60.86 - (Export obligation under the said EPCG License is 7 509.08 Lacs) 999.08 364.18

7. The Balances of Debtors, Creditors, Loans & Advances and other parties are subject to confirmation and reconciliation, if any.

8. In the opinion of the Board the Current Assets, Loans & Advances are approximately of the value stated if realized in the ordinary course of business and the provisions of all known liabilities are adequate.

9. The Company has not received any intimation from its suppliers regarding their status under the Macro, Small and Medium Enterprises Development Act, 2006 and hence disclosures, if any, relating to amounts unpaid as at the year end together with interest paid/payable as required under the said Act can not be ascertained and accordingly no disclosures have been given in this regards.

10. Derivative Instruments and Unhedged Foreign Currency Exposure Derivative Instruments:

The Company uses commodities / forward contracts to hedge its risk associated with fluctuation in prices of food grain / commodities.

The company does not use forward contract for speculative purposes.

In the forward contract entered by the Company, where the counter party is a recognised commodities exchange. The hedging / forward contracts mature generally between one to six months. The company considers the risk of non performance by the counter party as negligible.

11. Provision for Taxation a) Current Tax

Provision for current tax has been made as per provisions of the Income Tax Act, 1961, after considering deduction/exemptions, if any, available to the Company under the said Act. Further the provision for current tax has been made upto 31st March, 2010, financial year ending as per the said Act.

12 - Changes in Share Capital

On 15th December 2009 the company has issued 60,00,000 warrants on preferential basis to the promoters and others to raise 2,460 lacs through preferential allotment.

The above preferential issue has been done interalia to partly fund the ongoing rice milling capacity expansion project of the company at Chatta, U. P. and investment in group / associate companies

On 10th March, 2010, out of said warrants 10,00,000 warrants were converted into 10,00,000 equity shares of 10 each fully paid up and the said shares are now listed with The Bombay Stock Exchange Limited and The National Stock Exchange of India Limited.

13. Subsidary Company

As on date of this report, the company has one subsidiary company namely Usher Eco Power Limited as a result of allotment of 91,70,000 equity shares of 10 each fully paid up allotted to the company on 22nd August, 2010 by Usher Eco Power Limited, after the said allotment the company holds 70.18% stake in Usher Eco Power Limited. Since Usher Eco Power Limited has become subsidiary of the company after the balance sheet date hence preparation of the consolidated financial statement as prescribed in AS-21 is not required.

14. Foreign Exchange Fluctuation

The Company has opted for accounting the exchange differences arising on reporting of long term foreign currency monetary items in line with Companies (Accounting Standard) Amendment Rules 2009 relating to Accounting Standard ll(AS-ll) notified by Government of India on 31st March, 2009. Accordingly the effect of exchange differences on foreign currency loans of the company is accounted by addition or deduction to the cost of the assets so far it relates to the depreciable capital assets. The total amount of foreign exchange fluctuation (loss) 2,38,801/- (P.Y. NIL) has been added in Preoperative Expenses on this account.

15. Government Subsidy

During the financial year 2009-10, company has received a government subsidy of Rs20.00 Lacs (P.Y. Nil) from Government for 1 M W Captive Power Plant situated at Mathura and the said subsidies has been reduced from the cost of said power plant.

16.5 Value of imports calculated on CIF basis Capital goods Rs 3,76,19,128/- (P.Y. 1,77,25,061)