అకౌంట్స్ గమనికలుHimadri Speciality Chemical Ltd.

Mar 31, 2025

24. Provisions

Accounting Policy

(a) Employee benefits - refer note 30

(b) Other Provisions

The amount recognised as a provision is the best estimate of the consideration required to settle the
present obligation at the balance sheet date, taking into account the risks and uncertainties surrounding the
obligation. The amount recognised as a provision is the best estimate of the consideration required to settle
the present obligation at the balance sheet date, taking into account the risks and uncertainties surrounding
the obligation. Where a provision is measured using the estimated cash flows to settle the present obligation,
its carrying amount is the present value of those cash flows. The discount rate used is a pre-tax rate that
reflects current market assessments of the time value of money in that jurisdiction and the risks specific
to the liability.

The amortisation or “unwinding” of the discount applied in establishing the provision is charged to the income
statement in each accounting period. The amortisation of the discount is shown within finance costs in the
Statement of profit or loss.

24. Provisions (Contd.)

The Company has clasified the various benefits provided to employees as under:

A. Defined contribution plan

The Company makes contributions, determined as a specified percentage of employee salaries, in
respect of qualifying employees towards Provident and Pension Fund and Employee State Insurance
(''ESI'') which are defined contribution plans. The Company has no obligations other than to make the
specified contributions. The contributions are recognised in the Standalone Statement of Profit and Loss
as they accrue.

The expense for defined contribution plans amounts to J 405.59 Lakhs (31 March 2024: H 371.60 Lakhs). Out
of these, J 394.83 Lakhs (31 March 2024: H358.06 Lakhs) pertains to provident fund plan and J 10.76 Lakhs
(31 March 2024: H 13.54 Lakhs) pertains to ESI.

B. Defined benefits - Gratuity

The Company''s gratuity benefit scheme for its employees in India is a defined benefit plan (funded).

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 recognised funds in India.

Inherent risk

The plan is defined benefit in nature which is sponsored by the Company and hence it underwrites all
the risk pertaining to the plan. In particular, this exposes the Company, to actuarial risk such as adverse
salary growth, change in demographic experience, inadequate return on underlying plan assets. This
may result in an increase in cost of providing these benefits to employees in future. Since the benefits
are lump sum in nature, the plan is not subject to longevity risk. These defined benefit plans expose the
Company to actuarial risks, such as interest rate risk, salary inflation risk, demographic risk and market
(investment) risk.

The following tables analyse present value of defined benefit obligations, expense recognised in
Standalone Statement of Profit and Loss, actuarial assumptions and other information.

The above sensitivity analysis have been determined based on reasonable possible changes of the
respective assumptions occurring at the end of the year and may not be representative of the
actual change. It is based on a change in the key assumption while holding all other assumptions
constant. When calculating the sensitivity to the assumption, the same method is used to calculate
the liability recognised in the Standalone Balance Sheet. The methods and types of assumptions
used in preparing the sensitivity analysis did not change compared to the previous year.

(vii) Actuarial assumptions

With the objective of presenting the plan assets and plan obligations of the defined benefits plans at
their fair value on the Standalone Balance Sheet, assumptions under Ind AS 19 are set by reference
to market conditions at the valuation date.

26. Revenue from operations

Accounting Policy

The Company''s revenue primarily from sale of Carbon materials and chemicals, and power (generation and
distribution). Revenue excludes any taxes and duties collected on behalf of the Government.

Revenue from sale of products is recognised at the point in time when control of the goods is transferred to the
customer, generally on delivery of the products.

At contract inception, the Company assess the goods promised in a contract with a customer and identifies as
a performance obligation of each promise to transfer to the customer. Revenue from contracts with customers
is recognized when control of goods is transferred to customers and the Company retains neither continuing
managerial involvement to the degree usually associated with ownership nor effective control over the goods sold.
Revenue from the sale of goods is measured at the fair value of the consideration received or receivables, net of
returns and allowances and trade discounts.

30. Employee benefits expense

Accounting Policy

Retirement benefit costs and termination benefits

A defined contribution plan is a post-employment benefit plan under which an entity pays fixed contributions into
a separate entity and will have no legal or constructive obligation to pay further amounts. Payments to defined
contribution retirement benefit plans are recognised as an expense when employees have rendered service
entitling them to the contributions.

For defined benefit retirement plans, the cost of providing benefits is determined using the projected unit credit
method, with actuarial valuations being carried out at the end of each annual reporting period. The present value
of the defined benefit obligation is determined by discounting the estimated future cash outflows using market
yields of government bonds having terms approximating to the terms of related obligation. The gratuity fund is
being managed by Life Insurance Corporation of India.

Remeasurement, comprising actuarial gains and losses, the effect of the changes to the asset ceiling (if applicable)
and the return on plan assets (excluding interest), is reflected in the balance sheet with a charge or credit
recognised in other comprehensive income in the period in which they occur. Remeasurement recognised in other
comprehensive income is reflected immediately in retained earnings and will not be reclassified to the statement
of profit and loss. Past service cost is recognised in the statement of profit and loss in the period of a plan
amendment. Net interest is calculated by applying the discount rate at the beginning of the period to the net
defined benefit liability or asset.

The retirement benefit obligation recognised in the balance sheet represents the actual deficit or surplus in the
Company''s defined benefit plans. Any surplus resulting from this calculation is limited to the present value of any
economic benefits available in the form of refunds from the plans or reductions in future contributions to the plans.

The Company has a policy on compensated absences which are both accumulating and non-accumulating
in nature. The expected cost of accumulating compensated absences is determined by actuarial valuation
performed by an independent actuary at each Balance Sheet date using projected unit credit method on the
additional amount expected to be paid / availed as a result of the unused entitlement that has accumulated
at the Balance Sheet date. Actuarial gains and losses arising from experience adjustments and changes in

30. Employee benefits expense (Contd.)

actuarial assumptions are charged or credited to the statement of profit and loss in the period in which they
arise. Expense on non-accumulating compensated absences is recognized in the period in which they arise.
Compensated absences which are not expected to occur within twelve months after the end of the period in which
the employee renders the related service are recognised based on actuarial valuation at the present value of the
obligation as on the reporting date.

31. Finance costs

Accounting Policy

Borrowing costs are interest and other costs (including exchange differences relating to foreign currency
borrowings to the extent that they are regarded as an adjustment to interest costs) incurred in connection with
the borrowing of funds. Borrowing costs directly attributable to acquisition or construction of an asset which
necessarily take a substantial period of time to get ready for their intended use are capitalised as part of the
cost of that asset. Other borrowing costs are recognised as an expense in the period in which they are incurred.
Where there is an unrealised exchange loss which is treated as an adjustment to interest and subsequently there
is a realised or unrealised gain in respect of the settlement or translation of the same borrowing, the gain to the
extent of the loss previously recognised as an adjustment is recognised as an adjustment to interest.

33. Income tax

Accounting Policy

Income tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. The current income tax charge is calculated on
the basis of the tax laws enacted or substantively enacted at the balance sheet date. Taxable profit differs from
''profit before tax'' as reported in the statement of profit and loss because of items of income or expense that are
taxable or deductible in other years and items that are never taxable or deductible. Management periodically
evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to
interpretation. It establishes provisions, where appropriate, on the basis of amounts expected to be paid to the tax
authorities using a weighted average probability.

Deferred tax

Deferred tax liabilities are recognised for all taxable temporary differences. Deferred tax assets are recognised
for all deductible temporary differences to the extent that it is probable that taxable profits will be available
against which those deductible temporary differences can be utilised. Such assets and liabilities are not
recognised if the temporary difference arises from initial recognition (other than in a business combination)
of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit.
Deferred tax on the deductible temporary difference and taxable temporary differences in respect of carrying value
of right of use assets and lease liability and their respective tax bases are recognised separately. The measurement
of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which
the Company expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities.

The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it
is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.

33. Income tax (Contd.)

Minimum Alternative Tax (MAT) is recognized as an asset only when and to the extent there is convincing evidence
that the Company will pay normal income tax during the specified period. MAT Credits are in the form of unused
tax credits that are carried forward by the Company for a specified period of time, hence it is grouped with
Deferred Tax Asset.

Current and deferred tax for the period

Current and deferred tax are recognised in the statement of profit and loss, except when they relate to items that
are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax are
also recognised in other comprehensive income or directly in equity, respectively.

B. The Company has established a comprehensive system of maintenance of information and documents as
required by the transfer pricing regulations under Sections 92-92F of the Income-tax Act, 1961. Since the law
requires existence of such information and documentation to be contemporaneous in nature, the Company
continuously updates its documents for the international transactions entered into with the associated
enterprises during the financial year. The management is of the opinion that its international transactions
are at arm''s length so that the aforesaid legislation will not have any impact on the Standalone financial
statements, particularly on the amount of tax expense for the year and that of provision for taxation.

a) Deferred tax assets is not recognised on certain items [such as investment impairment, loss allowances
on advances and capital loss] due to lack of reasonable certainty.

b) MAT credit entitlement is the amount which is available for set off in subsequent years against income
tax liabilities as per the provisions of the Income-tax Act, 1961.

c) Section 115 BAA of the Income-tax Act, 1961, introduced by the Taxation Laws (Amendment) Act, 2019
gives a one-time irreversible option for payment of income-tax at reduced rate with effect from financial
year commencing 1 April 2019 subject to certain conditions. The Company had assessed the impact of
the above amendment and decided to continue with the existing tax structure till the current financial
year 2024-25 to utilise the accumulated Minimum Alternative Tax (''MAT'') and to migrate to new tax
regime from next financial year 2025-26. Accordingly the Company has re-assessed the deferred tax
assets / liability that is expected to reverse on exercising the option on the future date as per Ind AS 12
''Income Taxes'' and thus reversal of net deferred tax liability of J 301.10 Lakhs (31 March 2024: H 1,025.00
Lakhs) has been recognised during the financial year. The unutlised balance of MAT of J 356.67 Lakhs
has been charged to deferred tax expense in the standalone statement of profit and loss for the year
ended 31 March 2025.

34. Earnings per equity share (EPS)

Accounting Policy

Basic earnings per share is computed by dividing profit or loss attributable to equity shareholders of the Company
by the weighted average number of equity shares outstanding during the year. For the purpose of calculating diluted
earnings per share, the net profit or loss for the year attributable to equity shareholders and the weighted average
number of shares outstanding during the year are adjusted for the effects of all dilutive potential equity shares.

35. Contingent liability and commitments

(to the extent not provided for)

Accounting Policy

Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of
which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not
wholly within the control of the Company or a present obligation that arises from past events where it is either not
probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount
cannot be made. Contingent assets are neither recognised nor disclosed in the standalone financial statements.

35. Contingent liability and commitments (Contd.)

Note:

(i) Cash outflows for the above are determinable only on receipt of final judgments pending at various
forums/ authorities. The Company has reviewed all its pending litigations and proceedings and has
adequately provided for where provisions are required and disclosed as contingent liabilities where
applicable, in its Standalone financial statements. The Company does not expect the outcome of these
proceedings to have a materially adverse effect on its financial position.

(ii) Others represents dispute with a lessor in respect of arrear dues. The Company based on independent
legal opinion, does not foresee any significant financial liability on this account.

(c) Leases (ind AS 116)

Accounting Policy

The Company assesses whether a contract is or contains a lease, at inception of the contract. The Company
recognises a right-of-use asset and a corresponding lease liability with respect to all lease arrangements in
which it is the lessee, except for short-term leases (defined as leases with a lease term of 12 months or less)
and leases of low value assets. For these leases, the Company recognises the lease payments as an operating
expense on a straight-line basis over the lease term, unless another systematic basis is more representative of
the time pattern in which economic benefits from the leased assets are consumed. Contingent and variable
rentals are recognized as expense in the periods in which they are incurred.

The lease payments that are not paid at the commencement date are discounted using the interest rate
implicit in the lease. If that rate cannot be readily determined, which is generally the case for leases in the
Company, the lessee''s incremental borrowing rate is used, being the rate that the individual lessee would have
to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar
economic environment with similar terms, security and conditions.

To determine the incremental borrowing rate, the company uses a build-up approach that starts with a risk¬
free interest rate adjusted for credit risk and makes adjustments specific to the lease, e.g. term, security etc.

38. Share based payments

A. Description of share-based payment arrangement

Himadri Employees Stock Option Plan 2016 (equity-settled)

The Company at its 28th Annual General Meeting held on 24 September 2016, has approved “Himadri
Employees Stock Option Plan 2016” (ESOP 2016 or Plan) for granting 40,00,000 Employees Stock Options
to certain "eligible employees". The Plan is administered by the Nomination and Remuneration Committee
of the Board (“the Committee”) in compliance with the provisions of SEBI (Share Based Employee Benefits
and Sweat Equity) Regulations, 2021 and other applicable provisions of the Companies Act. 2013 for the time
being in force. The option granted to certain eligible employees including certain key management personnel
on vesting condition of time basis, Company performance and individual performance as specified in the
grant letter issued to each employee.

Expected volatility has been based on an evaluation of the historical volatility of the Company''s share price,
particularly over the historical period commensurate with the expected term. The expected term of the
instruments has been based on historical experience and general option holder behaviour.

Expected life of the options has been calculated on the assumption that options would exercise within one
year from the date of vesting.

The fair value of option on the date of grant have been done by an independent valuer appointed by the
management using the Black Scholes Merton Model.

* Expected volatility on the Company''s stock price on National Stock Exchange of India Ltd based on the data commensurate with
the expected life of the options up to the date of grant.

** Expected dividend on underlying shares is taken as 10% on market price as on the date of grant.

39. Related party disclosure (Contd.)

E. Terms and conditions of transactions with related parties

All related party transactions entered during the year were in ordinary course of business and are on arm''s
length basis. Outstanding balances at the year-end is unsecured and settlement occurs in cash.

40. Financial Instrument

Accounting Policy

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date, regardless of whether that price is directly observable or
estimated using another valuation technique.

The Company has an established control framework with respect to the measurement of fair values. In estimating
the fair value of an asset or a liability, the Company takes into account the characteristics of the asset or liability
if market participants would take those characteristics into account when pricing the asset or liability at the
measurement date. The management has overall responsibility for overseeing all significant fair value measurements
and it regularly reviews significant unobservable inputs and valuation adjustments. If third party information,
such as broker quotes or pricing services, is used to measure fair values, then the valuation team assesses the
evidence obtained from the third parties to support the conclusion that these valuations meet the requirements
of Ind AS, including the level in the fair value hierarchy in which the valuations should be classified. Fair value for
measurement and/or disclosure purposes in the financial statement is determined on such a basis, except for
share-based payment transactions, leasing transactions and measurements that have some similarities to fair value
but are not fair value, such as net realisable value in Inventories or value in use in Impairment of Assets.

The estimated fair value of the Company''s financial instruments is based on market prices and valuation techniques.
Valuations are made with the objective to include relevant factors that market participants would consider in setting
a price, and to apply accepted economic and financial methodologies for the pricing of financial instruments.
References for less active markets are carefully reviewed to establish relevant and comparable data.

B. Fair value hierarchy

The Company has established the following fair value hierarchy that categories the value into 3 levels. The
inputs to valuation techniques used to measure fair value of financial instruments are:

Level 1: The hierarchy uses quoted (adjusted) prices in active markets for identical assets or liabilities. The
fair value of all bonds which are traded in the stock exchanges is valued using the closing price or dealer
quotations as at the reporting date.

Level 2: The fair value of financial instruments that are not traded in an active market (for example traded
bonds, over the counter derivatives) is determined using valuation techniques which maximise the use of
observable market data and rely as little as possible on company specific estimates. Unquoted mutual fund
units are valued using the closing net asset value. 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.

The following methods and assumptions were used to estimate the fair values:

(a) The fair value of the quoted investments are based on market price at the respective reporting date.

(b) The fair value of the unquoted investments included in level 2 has been determined using valuation
techniques with market observable inputs. The model incorporate various inputs including prevailing
market value of investments in listed company.

(c) The fair value of the quoted /unquoted investments included in level 3 are based on the cost approach to
arrive at their fair value. The cost of unquoted investments approximate the fair value because there is a
range of possible fair value measurements and the cost represents estimate of fair value within that range.

(d) The fair value of forward foreign exchange contracts is calculated as the present value determined using
forward exchange rates and interest rate curve of the respective currencies.

(e) The fair value of currency swap is calculated as the present value determined using forward exchange
rates, currency basis spreads between the respective currencies and interest rate curves.

40. Financial Instrument (Contd.)

(f) The fair value of the remaining financial instruments is determined using discounted cash flow analysis.
The discount rate used is based on the Company''s estimates.

(g) The fair value of the commodity hedge is determined using the commodity rates existing as at the end
of the reporting period.

The significant observable inputs used in the fair value measurement of the fair value hierarchy of level 3
inputs like discounted cash flows, market multiple method, option pricing model etc.

There were no transfer of financial assets or liabilities measured at fair value between level 1 and level 2, or
transfer into or out of level 3 during the year ended 31 March 2025 and 31 March 2024.

Calculation of fair values

The fair values of the financial assets and liabilities are defined as the price that would be received on sale of an

asset or paid to transfer a liability in an orderly transaction between market participants at the measurement

date. Methods and assumptions used to estimate the fair values are consistent with those used for the year

ended 31 March 2024.

Financial assets and liabilities measured at fair value as at Standalone Balance Sheet date

1. The fair values of investments in mutual fund units is based on the net asset value (''NAV'') as stated by the
issuers of these mutual fund units in the published statements as at Balance Sheet date. NAV represents
the price at which the issuer will issue further units of mutual fund and the price at which issuers will
redeem such units from the investors.

2. The fair values of the derivative financial instruments has been determined using valuation techniques
with market observable inputs. The models incorporate various inputs including the credit quality of
counter-parties and foreign exchange forward rates.

Other financial assets and liabilities

- Cash and Cash equivalents, trade receivables, investments in term deposits, other financial assets (except
derivative financial instruments), trade payables, and other financial liabilities (except derivative financial
instruments) have fair values that approximate to their carrying amounts due to their short-term nature.

- Loans have fair values that approximate to their carrying amounts as it is based on the net present value
of the anticipated future cash flows using rates currently available for debt on similar terms, credit risk
and remaining maturities.

40. Financial Instrument (Contd.)

Significant unobservable inputs used in level 3 fair values

Certain investments are valued using level 3 techniques. A change in one or more of the inputs to reasonably
possible alternative assumptions would not change the value significantly.

41. Financial risk management

The Company has exposure to the following risks arising from financial instruments:

(i) Credit risk

(ii) Liquidity risk

(iii) Market risk

Risk management framework

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

The Company''s activities expose it to a variety of financial risks, including market risk, credit risk and liquidity
risk. The Company''s primary risk management focus is to minimise potential adverse effects of market risk on its
financial performance. The Company uses derivative financial instruments to mitigate foreign exchange related
risk exposures. The Company''s exposure to credit risk is influenced mainly by the individual characteristic of
each customer and the concentration of risk from the top few customers. The Company''s risk management
assessment and policies and processes are established to identify and analyse the risks faced by the Company, to
set appropriate risk limits and controls, and to monitor such risks and compliance with the same. Risk assessment
and management policies and processes are reviewed regularly to reflect changes in market conditions and the
Company''s activities.

This note presents information about the Company''s exposure to each of the above risks, the Company''s objectives,
policies and processes for measuring and managing risk, and the Company''s management of capital. The key risks
and mitigating actions are also placed before the audit committee of the Company.

41. Financial risk management (Contd.)

(i) Credit risk

Credit risk is the risk of financial loss of the Company if a customer or counterparty to a financial instrument
fails to meet its contractual obligations, and arises principally from the Company''s receivables from customers
and loans. Credit arises when a customer or counterparty does not meet its obligations under a financial
instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its
operating activities (primarily trade receivables) and from its financing/investing activities, including deposits
with bank, investments in debt securities and foreign exchange transactions. The carrying amount of financial
assets represent the maximum credit risk exposure.

Trade receivable

The Company has established a credit policy under which each new customer is analysed individually for
creditworthiness before the Company''s standard payment and delivery terms and conditions are offered.
All trade receivables are reviewed and assessed for default on a quarterly basis. Our historical experience of
collecting receivables indicate a low credit risk.

Exposure to credit risks

The Company''s exposure to credit risk is influenced mainly by the individual characteristics of each customer.
However the Company also considers the factors that may influence the credit risk of its customer base,
including the default risk associated with the industry and country in which customer operates. The Company
limits its exposure to credit risk from trade receivables by establishing a maximum payment period of three
months for customers.

Trade receivables are primarily unsecured and are derived from revenue earned from customers. Credit
risk is managed through credit approvals, establishing credit limits and by continuously monitoring the
creditworthiness of customers to which the Company grants credit terms in the normal course of business. As
per simplified approach, the Company makes provision of expected credit losses on trade receivables using a
provision matrix to mitigate the risk of default payments and makes appropriate provisions at each reporting
date whenever is for longer period and involves higher risk. The Company uses expected credit loss model to
assess the impairment loss or gain. The Company uses a provision matrix to compute the credit loss allowance
for trade receivables.

Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time
or at reasonable price. Prudent liquidity risk management implies maintaining sufficient cash and marketable
securities and the availability of funding through an adequate amount of credit facilities to meet obligations
when due. The Company''s finance team is responsible for liquidity, finding as well as settlement management.
In addition, processes and policies related to such risks are overseen by senior management. Management
monitors the Company''s liquidity position through rolling forecasts on the basis of expected cash flows.

The Company''s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient
liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring
unacceptable losses or risking damage to the Company''s reputation.

Market risk is the risk of loss of future earnings, fair value or future cash flows that may result from a change in
the price of a financial instrument. The value of a financial instrument may change as a result of changes in the
interest rates, foreign currency exchange rates, commodity prices, equity prices and other market changes
that effect market risk sensitive instruments. Market risk is attributable to all market risk sensitive financial
instruments including investments and deposits, foreign currency receivables, payables and borrowings.

All such transactions are carried out within the guidelines set by the management. Generally, the Company
seeks to apply hedge accounting to manage volatility in other comprehensive income.

(a) Currency risk

Foreign currency risk is the risk impact related to fair value or future cash flows of an exposure in foreign
currency, which fluctuate due to changes in foreign exchange rates. The Company''s exposure to the risk
of changes in foreign exchange rates relates primarily to the foreign currency borrowings, import of raw
materials and spare parts, capital expenditure, exports of finished goods. The currency in which these
transactions are primarily denominated is USD. The Company manages currency exposures within prescribed
limits, through use of forward exchange contracts and cross currency swap. Foreign exchange transactions
are covered with strict limits placed on the amount of uncovered exposure, if any, at any point of time.

The Company evaluates exchange rate exposure arising from foreign currency transactions. The Company
follows established risk management policies and standard operating procedures. It uses derivative
instruments like foreign currency swaps and forwards to hedge exposure to foreign currency risk. When
a derivative is entered into for the purpose of being a hedge, the Company negotiates the terms of those
derivatives to match the terms of the hedged exposure.

41. Financial risk management (Contd.)

(b) 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''s exposure to the risk of changes in market
interest rates related primarily to the Company''s current borrowings with floating interest rates. For all
non-current borrowings with floating rates, the risk of variation in the interest rates in mitigated through
interest rate swaps. The Company constantly monitors the credit markets and rebalances its financing
strategies to achieve an optimal maturity profile and financing cost.

Interest rate sensitivity has been calculated assuming the borrowings outstanding at the reporting date
have been outstanding for the entire reporting period and all other variables, in particulars foreign
currency exchange rates, remain constant. Further, the calculation for the unhedged floating rate
borrowing have been done on the notional value of the foreign currency.

(c) Equity price risks

The Company''s quoted and unquoted equity instruments are susceptible to market price risk arising
from uncertainties about future values of the investment securities. The reports on the equity portfolio
are submitted to the Company''s senior management on a regular basis. The senior management reviews
and approves all equity investment decisions.

Sensitivity analysis

Investment in equity instruments made by the Company are listed on the BSE Ltd (BSE), National
Stock Exchange of India Ltd (NSE) and Calcutta Stock Exchange (CSE) in India. There is no significant
investment outstanding as at 31 March 2025. Hence, sensitivity analysis is not given.

42. Capital management

The Company''s policy is to maintain a strong capital base so as to maintain investor, creditor and market
confidence and to sustain future development of the business. The management monitors the return on capital,
as well as the level of dividends to equity shareholders. The Company''s objective when managing capital are to:

(a) maximise shareholders value and provide benefits to other stakeholders and (b) maintain an optimal capital
structure to reduce the cost of capital. The Company may take appropriate steps in order to maintain or adjust its
capital structure.

42. Capital management (Contd.)

For the purpose of the Company''s capital management

(a) Borrowings include as non-current borrowings, current borrowings and current maturities of non-current
borrowings as described in note 19

(b) Equity includes issued, subscribed and fully paid-up equity share capital and other equity attributable to the
equity holders of the Company as described in note 17 and 18.

(c) Cash and bank balances include cash and cash equivalents, mutual funds and Bank balances other than cash
and cash equivalents (refer note 9 and 10)

43. Segment information

The Company has presented segment information in the Consolidated financial statements which are presented

in the same annual report. Accordingly, in terms of paragraph 4 of Ind AS 108 ''Operating segment'', no disclosures

related to segments are presented in these Standalone financial statements.

(ii) Details of benami property held

No proceedings have been initiated on or are pending against the Company for holding benami property
under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and Rules made thereunder.

(iii) Borrowing secured against current assets

The Company has taken working capital borrowings from banks and financial institutions on the basis of
security of current assets. The quarterly statement filed to the banks and financial institutions are in agreement
with the books of accounts.

(iv) Willful defaulter

The Company has not been declared willful defaulter by any bank or financial institution or government or any
government authority.

(vi) Compliance with number of layers of companies

The Company has complied with the number of layers prescribed under the Companies Act, 2013.

(vii) Compliance with approved scheme(s) of arrangements

The Company has not entered into any scheme of arrangement which has an accounting impact on current
or previous financial year.

(viii) Utilisation of borrowed funds and share premium

No funds have been advanced or loaned or invested funds (either 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 to or on behalf of the Ultimate Beneficiaries.

(ix) Undisclosed income

The Company do not have any such transactions which are not recorded in the books of accounts that has
been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act,
1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).

(x) Details of crypto currency or virtual currency

The Company has not traded or invested in crypto currency or virtual currency during the current
or previous year.

(xi) Valuation of PP&E, intangible asset and investment property

The Company has not revalued its property, plant and equipment (including right-of-use assets) or intangible
assets or both during the current or previous year.

(xii) Registration of charges or satisfaction with Registrar of Companies

There are no charges or satisfaction which are yet to be registered with the Registrar of Companies beyond
the statutory period.

(xiii) Utilisation of borrowings availed from banks and financial institutions

The borrowings obtained by the Company from banks and financial institutions have been applied for the
purposes for which such loans were taken.

44. Other Additional Regulatory Information (Contd.)

(xiv) The Company has used accounting software for maintaining its books of account which has a feature
of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant
transactions recorded in the software. Further, there are no instance of audit trail feature being tampered and
the audit trail has been preserved by the company as per the statutory requirements for record retention.

45. The management has evaluated all activities of the Company till 21 April 2025 and concluded that there were no
additional subsequeent events required to be reflected in the Group''s financial statements except the following
Companies which become subsidiary Companies:
** The Company holds 49% of paid-up equity share capital of Himadri Birla Tyre Manufacturer Private Limited ("HBTMPL”) w.e.f. 01 April
2025. However, based on contractual rights (including potential voting right combined with 49% voting right), the Company has the power
to make decisions concerning relevant activities and thus has control over HBTMPL as per IND AS 110: "Consolidated Financial Statements.

As per our report of even date attached

For Singhi & Co. For and on behalf of the Board of Directors of

Chartered Accountants Himadri Speciality Chemical Ltd

Firm''s Registration Number: 302049E CIN: L27106WB1987PLC042756

Sd/- Sd/- Sd/-

Navindra Kumar Surana Anurag Choudhary Shyam Sundar Choudhary

Partner Chairman cum Managing Director & Executive Director

Membership No. 053816 Chief Executive Officer DIN: 00173732

DIN: 00173934

Sd/- Sd/-

Kamlesh Kumar Agarwal Monika Saraswat

Chief Financial Officer Company Secretary &

Compliance Officer

Place: Kolkata Place: Kolkata

Date: 21 April 2025 Date: 21 April 2025


Mar 31, 2024

(b) As at 31 March 2024, Property, plant and equipment with net carrying amount of D 1,38,572.66 lakhs (31 March 2023: H 1,37,715.69 lakhs) are subject to first charge to secure borrowings (refer note 19).

(c) Gross carrying amount includes Research and development assets (Building, Plant and equipment, Furniture and fixtures and Office equipment) of D 2,488.59 lakhs (31 March 2023: H 2,043.30 lakhs) and net carrying amount of D 1,334.07 lakhs (31 March 2023: H 1,127.33 lakhs). Additions to the Research and development assets during the year 2023-2024 is D 445.29 lakhs (2022-2023: H 168.99 lakhs).

(d) The title deeds of leasehold Land are duly registered with appropriate authorities and title deeds of Freehold land amounting to D 518.86 lakhs, which were transferred to the Company pursuant to the Scheme of Amalgamation, are in the process of transfer in the name of the Company.

(e) For contractual commitment with respect to Property, plant and equipment, refer note 35(b).

(f) The Company has performed an assessment of its property plant and equipment for possible triggering events or circumstances for an indication of impairment and has concluded that there were no triggering events or circumstances that would indicate the property plant and equipment are impaired.

4B. Capital work-in-progress

Accounting Policy

Capital work-in-progress assets in the course of construction for production or/and supply of goods or services or administrative purposes, or for purposes not yet determined, which are not ready for intended use as on the date of Balance Sheet are disclosed as Capital work-in-progress and are carried at cost, less any recognised impairment loss, if any. Temporarily suspended projects do not include those projects where temporary suspension is a necessary part of the process of getting an asset ready for its intended use.

Directly attributable expenditure (including finance costs relating to borrowed funds/general borrowings for construction or acquisition of property, plant and equipment) incurred on project under implementation are treated as Pre-operative expenses pending allocation to the asset and are shown under CWIP.

The Company has performed an assessment of its Capital work in progress for possible triggering events or circumstances for an indication of impairment and has concluded that there were no triggering events or circumstances that would indicate the Capital work in progress are impaired.

5. Right of use assets

Accounting Policy

The Company recognises right of use assets at the commencement date of the lease (i.e., the date the underlying asset is available for use). Right of use assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of right of use assets includes the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date. Right of use assets are depreciated on a straight-line basis over the shorter of the lease term and the estimated useful lives of the assets.

If ownership of the leased asset transfers to the Company at the end of the lease term or the cost reflects the exercise of a purchase option, depreciation is calculated using the estimated useful life of the asset.

Intangible assets acquired are reported at cost less accumulated amortization and accumulated impairment losses, if any. The estimated useful life and amortization method are reviewed at the end of each annual reporting period, with the effect of any changes in estimate being accounted for on a prospective basis.

Intangible assets are amortized over their estimated useful life using straight line method which reflects the pattern in which the economic benefits are expected to be consumed and have a useful life of 3 to 5 years.

Intangible assets with indefinite useful lives and intangible assets not yet available for use are tested for impairment annually, and whenever there is an indication that the asset may be impaired.

Intangible assets under development - Nil

The Company has performed an assessment of its Intangible assets for possible triggering events or circumstances for an indication of impairment and has concluded that there were no triggering events or circumstances that would indicate the Capital work in progress are impaired.

All financial assets are recognised on trade date when the purchase of a financial asset is under a contract whose term requires delivery of the financial asset within the timeframe established by the market concerned. Financial assets are initially measured at fair value, plus transaction costs, except for those financial assets which are classified at fair value through profit or loss (FVTPL) at inception. All recognised financial assets are subsequently measured in their entirety at either amortised cost or fair value.

The Company derecognises a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another entity.

Classification of financial assets

Financial assets are classified as ''equity instrument'' if it is a non-derivative and meets the definition of ''equity'' for the issuer (under Ind AS 32 Financial Instruments: Presentation). All other non-derivative financial assets are ''debt instruments''.

Initial Recognition and Subsequent Recognition

(i) Amortised Cost

Financial assets are subsequently measured at amortised cost using the effective interest method, if these financial assets are held within a business whose objective is to hold these assets in order to collect contractual cash flows and the contractual terms of the financial assets give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

The Company may irrevocably elect at initial recognition to classify a debt instrument that meets the amortised cost criteria above as at FVTPL if that designation eliminates or significantly reduces an accounting mismatch had the financial asset been measured at amortised cost.

Financial assets classified at amortised cost comprise trade receivables, loans, investments in preference shares, debentures, government securities etc.

(ii) Fair value through other comprehensive income (FVTOCI)

Financial assets are measured at fair value through other comprehensive income if these financial assets are held within a business whose objective is achieved by both collecting contractual cash flows on specified dates that are solely payments of principal and interest on the principal amount outstanding and selling financial assets.

Investments in equity instruments at FVTOCI are subsequently measured at fair value with gains and losses arising from changes in fair value recognised in other comprehensive income and accumulated in other Equity. Where the asset is disposed of, the cumulative gain or loss previously accumulated in the other Equity is directly reclassified to retained earnings.

On intial recognition, the Company has an irrevocable option to present changes in the fair value of equity investments not held for trading in OCI. This option is made on an investment-by-investment basis.

(iii) Fair value through profit and loss (FVTPL)

Financial assets are measured at fair value through profit or loss unless they are measured at amortised cost or at fair value through other comprehensive income on initial recognition. The transaction costs directly attributable to the acquisition of financial assets and liabilities at fair value through profit or loss are immediately recognised in statement of profit and loss.

Disclosure related to Fair value measurement of financial instruments (refer note 40).

Impairment

Financial assets, other than those at FVTPL, are assessed for indicators of impairment at the end of each reporting period. Ind AS 109 requires expected credit losses to be measured through a loss allowance.

The Company had made investments in equity shares and given loans and advances to its wholly owned subsidiary, AAT Global Limited (''AAT''), Hongkong. AAT, in turn, invested in equity shares and had given loans and advances to its subsidiary, Shandong Dawn Himadri Chemical Industry Limited (''SDHCIL''), China. There had been shortfall in the business performance of both AAT and SDHCIL as compared with budgets and further changes in the technology, market, economic environment have had adverse impact on the value of the investments and recoverability of loans and advances given. Due to the on-going size of operations and cost-benefit trend, both AAT and SDHCIL had been incurring losses and their net worth are fully eroded. Accordingly, the Company''s investments in equity shares of AAT, amounting to H 5,244.64 lakhs, had been fully impaired and loans and advances given to AAT, amounting to H 7,554.01 lakhs, had been fully provided during the year ended 31 March 2020.

(a) Non-cumulative optionally convertible Preference shares (OCPS) of Modern HI-Rise Private Limited are convertible/ redeemable at any time before the expiry of 20 years from the date of allotment (i.e. 1 March 2019) at the option of the Issuer. Each OCPS, if not opted for conversion shall be redeemable at value equal to fair market value (post considering the market value of underlying assets) of the proportionate equity shares of the Issuer (if it were converted) as on 1 June 2018 (i.e. amalgamation appointed dated). The outstanding OCPS, if not redeemed, would be converted into equity shares at any time at the option of the Issuer, but not later than 20 years from the date of allotment at the option of the Issuer in a manner that the Company would obtain same proportion of equity shareholding (ownership) of the Issuer as on 1 June 2018 i.e. 7.7% of the total outstanding as on 1 June 2018 and would be subject to any dilution thereof pursuant to fresh allotment by MHPL. In case conversion is made by the Issuer, the OCPS will be converted into 6,253 equity shares (i.e. fixed number of equity shares) whenever converted.

(b) Optionally Convertible Debentures (OCDs) issued by Birla Tyres Limited (Issuer) are Convertible into equal number of equity shares at the option of the Debenture Holder any time within 5 years from the date of allotment. OCDs shall be redeemed upon expiry of 5 years from the date of allotment, if not converted by Debenture Holder, at a premium as may be fixed by the Issuer at the time of redemption.

(c) Optionally Convertible Debentures (OCDs) issued by Himadri Birla Tyre Manufacturer Private Limited (Issuer) are Convertible into equal number of equity shares at the option of the Debenture Holder any time within 5 years from the date of allotment. OCDs shall be redeemed upon expiry of 5 years from the date of allotment, if not converted by Debenture Holder, at a premium as may be fixed by the Issuer at the time of redemption.

(d) Redeemable Non-Convertible Debentures (NCDs) issued by Dalmia Bharat Refractories Limited (Issuer) are redeemable on expiry of 5 years from the date of Allotment unless mutually extended by the Issuer and Debenture Holder. However, both parties may mutually agree for part redemption of debentures. NCDs shall be subject to such other terms and conditions (including redemption premium, if any) as may be agreed between the Issuer and Debenture Holder.

Information about the Company''s fair value measurement and exposure to credit and market risks are disclosed in note 40 and 41.

(c) For trade receivables given as security for borrowings, refer note 19.

(d) Non-current trade receivables represent an amount of D 1,018.41 lakhs (31 March 2023: H 1,008.49 lakhs) due from a customer which is currently under arbitration proceedings. Based on the merits of the case and independent legal opinion obtained by the Company, the Company continues to believe that the outcome of the said proceedings would be in favour of the Company.

(e) No trade receivables are due from directors of the Company either severally or jointly with any other person. Nor any trade receivables are due from firms or private companies respectively in which any director is a partner, a director or a member.

(f) Information about the Company''s exposure to credit, market and currency risks, and loss allowances related to trade receivables are disclosed in note 41.

9. Cash and cash equivalents

Accounting Policy

The Company considers all highly liquid investments, which are readily convertible into known amounts of cash that are subject to an insignificant risk of change in value, and have maturities of less than 3 months from the date of such deposits, to be cash equivalents. Cash and cash equivalents consist of balances with banks which are unrestricted for withdrawal and usage.

Balances with banks on current accounts includes earmarked balances of D 142.19 lakhs (31 March 2023: H 643.67 lakhs) lying in CSR account.

Bank deposits of D Nil (31 March 2023: H 812.50 lakhs) have been pledged with the banks against various credit facilities availed by the Company.

(a) Bank deposits of D 51,110.68 lakhs (31 March 2023: H 41,158.81 lakhs) have been pledged with various banks against various credit facilities availed by the Company.

(b) Earmarked balances with banks of D 0.27 lakh (31 March 2023: H 0.27 lakh) is held as security against various credit facilities availed by the Company.

15. Inventories

Accounting Policy

(Valued at the lower of cost and net realisable value)

Inventories are measured at the lower of cost and net realisable value. The cost of inventories is based on the first-in first-out (FIFO) cost basis. Cost of raw material and traded goods comprises of Cost of purchases and also include all other costs incurred in bringing the inventories to their present location and condition and are net of rebates and discounts. The cost of finished goods and work in progress includes raw materials, direct labour, other direct costs and related production overheads. The comparison of cost and net realisable value is made on an item-by-item basis.

Raw materials held for use in the production of finished products are not written down below cost except in cases where material prices have declined and it is estimated that the cost of the finished products will exceed their net realisable value.

(b) Advances to suppliers includes D 833.93 lakhs (31 March 2023: H 833.93 lakhs) as advance given in earlier years to a supplier against supply of raw materials which is currently under arbitration proceedings. Based on the merits of the case and independent legal opinion obtained, the Company continues to believe that the outcome of the said proceedings would be in favour of the Company.

(c) For financial instrument details refer note 40 & for details of financial risk management refer note 41.

B. Rights, preferences and restrictions attached to equity shares

The Company has a single class of equity shares with par value of H 1 per share. Accordingly, all equity shares rank equally with regard to dividends and share in the Company''s residual assets on winding up. The equity shareholders are entitled to receive dividend as declared by the Company from time to time. The voting rights of an equity shareholder on a poll (not on show of hands) are in proportion to its share of the paid-up equity capital of the Company.

On winding up of the Company, the holders of equity shares will be entitled to receive the residual assets of the Company, remaining after distribution of all preferential amounts, in proportion to the number of equity shares held.

G. Aggregate number of shares issued for consideration other than cash during the period of five years immediately preceding the reporting date

No equity shares have been allotted as fully paid up pursuant to contracts for consideration other than cash during the period of five years immediately preceeding the reporting date.

H. Equity Shares issued on conversion of warrants

During the previous year, the Company had issued and allotted 7,25,50,000 warrants, each convertible into one equity share of H 1 each, on Preferential allotment basis at an issue price of H 70 per warrant, to the Promoter/ Promoter Group of the Company and certain identified non-promoter persons / entity, upon receipt of 25% of the issue price (i.e. H 17.50 per warrant) as warrant subscription money. Balance 75% of the issue price (i.e. H 52.50 per warrant) was payable within 18 months from the date of allotment i.e.22 August 2022, at the time of exercising the option to apply for fully paid-up equity share of H 1 each of the Company, against each warrant held by the warrant holder. Subsequently during the previous year the Company upon receipt of balance 75% of the issue price (i.e., H 52.50 per warrant) for 1,33,00,000 warrants, had allotted equal no. of fully paid-up equity shares against conversion of said warrants exercised by the warrant holder. As a result of such allotment, the paid-up equity share capital of the Company had increased by 1,33,00,000 equity shares of face value of H 1 each.

During the financial year 2023-24 the Company upon receipt of balance 75% of the issue price (i.e., H 52.50 per warrant) for remaining 5,92,50,000 warrants, has allotted equal no. of fully paid-up equity shares against conversion of said warrants exercised by the warrant holders. As a result of such allotment, the paid-up equity share capital of the Company has increased by 5,92,50,000 equity shares of face value of H 1 each.

Financial liabilities are recognised when the Company becomes a party to the contractual provisions of the instrument. Financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the acquisition of financial liabilities (other than financial liabilities at fair value through profit or loss) are deducted from the fair value measured on initial recognition of financial liability. They are measured at amortised cost using the effective interest method.

The Company derecognises financial liabilities when, and only when, the Company''s obligations are discharged, cancelled, or have expired.

Disclosure related to Fair value measurement of financial instruments (refer Note 40).

B. Details of security

(i) Rupee term loans are secured by way of pari passu first charge on the movable fixed assets and equitable mortgage of the Mahistikry Unit of the Company situated in West Bengal.

(ii) Loans against vehicles and equipments are secured by way of hypothecation of the respective underlying asset financed.

(iii) Current borrowings from Axis Bank Ltd amounting to D 19,240 lakhs (31 March 2023: H Nil) is secured by way of pari passu first charge on the movable fixed assets, both present and future, of the Company, and current borrowings from other banks aggregating to D 37,330.19 lakhs (31 March 2023: H 72,967.35 lakhs) are secured by hypothecation of currents assets of the Company both present and future on pari passu basis.

Trade payables represent liabilities for goods and services provided to the Company and are unpaid at the reporting period. The amounts are unsecured and usually paid within time limits as contracted. Trade and other payables are presented as current liabilities unless the payment is not due within 12 months after the reporting period.

(c) Information about the Company''s exposure to currency and liquidity risks related to trade payables are disclosed in note 41.

21. Derivatives

Accounting Policy

Derivative financial instruments and hedge accounting

The Company holds derivative financial instruments, such as foreign currency forward contracts, interest rate swaps, cross currency swap and option contracts to hedge its foreign currency and interest rate risk exposures. Embedded derivatives are separated from the host contract and accounted for separately, if the host contract is not a financial asset and certain criteria are met.

Derivatives are initially measured at fair value. Subsequent to initial recognition, derivatives are measured at fair value, and changes therein are recognised in Standalone Statement of Profit and Loss. Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is negative.

24. Provisions

Accounting Policy

(a) Employee benefits - refer note 30

(b) Other Provisions

The amount recognised as a provision is the best estimate of the consideration required to settle the present obligation at the balance sheet date, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the estimated cash flows to settle the present obligation, its carrying amount is the present value of those cash flows. The discount rate used is a pre-tax rate that reflects current market assessments of the time value of money in that jurisdiction and the risks specific to the liability.

The amortisation or “unwinding” of the discount applied in establishing the provision is charged to the income statement in each accounting period. The amortisation of the discount is shown within finance costs in the Statement of profit or loss.

The Company has clasified the various benefits provided to employees as under:

A. Defined contribution plan

The Company makes contributions, determined as a specified percentage of employee salaries, in respect of qualifying employees towards Provident and Pension Fund and Employee State Insurance (''ESI'') which are defined contribution plans. The Company has no obligations other than to make the specified contributions. The contributions are recognised in the Standalone Statement of Profit and Loss as they accrue.

The expense for defined contribution plans amounts to D 371.60 lakhs (31 March 2023: H 324.30 lakhs). Out of these, D 358.06 lakhs (31 March 2023: H 305.78 lakhs) pertains to provident fund plan and D 13.54 lakhs (31 March 2023: H 18.52 lakhs) pertains to ESI.

B. Defined benefits - Gratuity

The Company''s gratuity benefit scheme for its employees in India is a defined benefit plan (funded).

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 recognised funds in India.

Inherent risk

The plan is defined benefit in nature which is sponsored by the Company and hence it underwrites all the risk pertaining to the plan. In particular, this exposes the Company, to actuarial risk such as adverse salary growth, change in demographic experience, inadequate return on underlying plan assets. This may result in an increase in cost of providing these benefits to employees in future. Since the benefits are lump sum in nature, the plan is not subject to longevity risk. These defined benefit plans expose the Company to actuarial risks, such as interest rate risk, salary inflation risk, demographic risk and market (investment) risk.

The following tables analyse present value of defined benefit obligations, expense recognised in Standalone Statement of Profit and Loss, actuarial assumptions and other information.

The above sensitivity analysis have been determined based on reasonable possible changes of the respective assumptions occurring at the end of the year and may not be representative of the actual change. It is based on a change in the key assumption while holding all other assumptions constant. When calculating the sensitivity to the assumption, the same method is used to calculate the liability recognised in the Standalone Balance Sheet. The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the previous year.

(vii) Actuarial assumptions

With the objective of presenting the plan assets and plan obligations of the defined benefits plans at their fair value on the Standalone Balance Sheet, assumptions under Ind AS 19 are set by reference to market conditions at the valuation date.

(x) The Company expects to pay D 476.29 lakhs in contribution to its defined benefit plans during the year 2024-2025.

(xi) Asset liability matching strategy:

The defined benefit plans are funded with insurance companies of India. The Company does not have any liberty to manage the funds provided to insurance companies. Thus, the composition of each major category of plan assets has not been disclosed.

There is no compulsion on the part of the Company to fully prefund the liability of the plan. The Company''s philosophy is to fund these benefits based on its own liquidity and the level of underfunding of the plan.

Movement of provision for litigation during the year as required by Ind AS 37: "Provisions, Contingent Liabilities and Contingent Asset" specified under Section 133 of the Companies Act, 2013, the Company as a prudent measure had made provisions in the earlier year amounting to H 78.42 lakhs representing estimates made mainly for probable claims arising out of disputes pending with the sales tax authorities. The probability and timing of the outflow with regard to these matters depend upon the ultimate settlement with the relevant authorities.

26. Revenue from operations

Accounting Policy

The Company''s revenue primarily from sale of Carbon materials and chemicals, and power (generation and distribution). Revenue excludes any taxes and duties collected on behalf of the Government.

Revenue from sale of products is recognised at the point in time when control of the goods is transferred to the customer, generally on delivery of the products.

At contract inception, the Company assess the goods promised in a contract with a customer and identifies as a performance obligation of each promise to transfer to the customer. Revenue from contracts with customers is recognized when control of goods is transferred to customers and the Company retains neither continuing managerial involvement to the degree usually associated with ownership nor effective control over the goods sold. Revenue from the sale of goods is measured at the fair value of the consideration received or receivables, net of returns and allowances and trade discounts.

30. Employee benefits expense

Accounting Policy

Retirement benefit costs and termination benefits

A defined contribution plan is a post-employment benefit plan under which an entity pays fixed contributions into a separate entity and will have no legal or constructive obligation to pay further amounts. Payments to defined contribution retirement benefit plans are recognised as an expense when employees have rendered service entitling them to the contributions.

For defined benefit retirement plans, the cost of providing benefits is determined using the projected unit credit method, with actuarial valuations being carried out at the end of each annual reporting period. The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows using market yields of government bonds having terms approximating to the terms of related obligation. The gratuity fund is being managed by Life Insurance Corporation of India.

Remeasurement, comprising actuarial gains and losses, the effect of the changes to the asset ceiling (if applicable) and the return on plan assets (excluding interest), is reflected in the balance sheet with a charge or credit recognised in other comprehensive income in the period in which they occur. Remeasurement recognised in other comprehensive income is reflected immediately in retained earnings and will not be reclassified to the statement of profit and loss. Past service cost is recognised in the statement of profit and loss in the period of a plan amendment. Net interest is calculated by applying the discount rate at the beginning of the period to the net defined benefit liability or asset.

The retirement benefit obligation recognised in the balance sheet represents the actual deficit or surplus in the Company''s defined benefit plans. Any surplus resulting from this calculation is limited to the present value of any economic benefits available in the form of refunds from the plans or reductions in future contributions to the plans.

The Company has a policy on compensated absences which are both accumulating and non-accumulating in nature. The expected cost of accumulating compensated absences is determined by actuarial valuation performed by an independent actuary at each Balance Sheet date using projected unit credit method on the additional amount expected to be paid / availed as a result of the unused entitlement that has accumulated at the Balance Sheet date. Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions are charged or credited to the statement of profit and loss in the period in which they arise. Expense on non-accumulating compensated absences is recognized in the period in which they arise. Compensated absences which are not expected to occur within twelve months after the end of the period in which the employee renders the related service are recognised based on actuarial valuation at the present value of the obligation as on the reporting date.

Short-term employee benefits

A liability is recognised for benefits accruing to employees in respect of wages and salaries, Bonus etc. in the period the related service is rendered at the undiscounted amount of the benefits expected to be paid in exchange for that service.

Salaries, wages and bonus includes D 672.46 lakhs (31 March 2023: H 606.83 lakhs) relating to outsource manpower cost.

31. Finance costs

Accounting Policy

Borrowing costs are interest and other costs (including exchange differences relating to foreign currency borrowings to the extent that they are regarded as an adjustment to interest costs) incurred in connection with the borrowing of funds. Borrowing costs directly attributable to acquisition or construction of an asset which necessarily take a substantial period of time to get ready for their intended use are capitalised as part of the cost of that asset. Other borrowing costs are recognised as an expense in the period in which they are incurred. Where there is an unrealised exchange loss which is treated as an adjustment to interest and subsequently there is a realised or unrealised gain in respect of the settlement or translation of the same borrowing, the gain to the extent of the loss previously recognised as an adjustment is recognised as an adjustment to interest.

(c) Expenditure on corporate social responsibility (CSR)

As per Section 135 of the Act, a Company meeting the applicability threshold, is required to spend at least 2% of its average net profit for the immediate preceeding three financial years on CSR activities. The area of CSR activities are eradicating hunger, poverty and malnutrition, promoting education, promoting healthcare including preventive healthcare. A CSR committee has been formed by the Company under the Act.

(d) Miscellaneous expenses

It includes loss of D Nil (31 March 2023: H 290.91 lakhs) on account of sale of two windmill assets of the Company situated at Dhule, Maharashtra. The sale of aforesaid windmills had no material impact on the operations of the Company as the aggregate revenue generated by it forms a negligible part of the turnover of the Company.

33. Income tax

Accounting Policy

Income tax expense represents the sum of the tax currently payable and deferred tax.

Current tax

The tax currently payable is based on taxable profit for the year. The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet date. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions, where appropriate, on the basis of amounts expected to be paid to the tax authorities using a weighted average probability.

Deferred tax

Deferred tax liabilities are recognised for all taxable temporary differences. Deferred tax assets are recognised for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Company expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities.

Minimum Alternative Tax (MAT) is recognized as an asset only when and to the extent there is convincing evidence that the Company will pay normal income tax during the specified period. MAT Credits are in the form of unused tax credits that are carried forward by the Company for a specified period of time, hence it is grouped with Deferred Tax Asset.

Current and deferred tax for the period

Current and deferred tax are recognised in the statement of profit and loss, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognised in other comprehensive income or directly in equity, respectively.

B. The Company has established a comprehensive system of maintenance of information and documents as required by the transfer pricing regulations under Sections 92-92F of the Income-tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company continuously updates its documents for the international transactions entered into with the associated enterprises during the financial year. The management is of the opinion that its international transactions are at arm''s length so that the aforesaid legislation will not have any impact on the Standalone financial statements, particularly on the amount of tax expense for the year and that of provision for taxation.

a) Deferred tax assets is not recognised on certain items [such as investment impairment, loss allowances on advances and capital loss] due to lack of reasonable certainty.

b) MAT credit entitlement is the amount which is available for set off in subsequent years against income tax liabilities as per the provisions of the Income-tax Act, 1961.

c) Section 115 BAA of the Income-tax Act, 1961, introduced by the Taxation Laws (Amendment) Act, 2019 gives a one-time irreversible option for payment of income-tax at reduced rate with effect from financial year commencing 1 April 2019 subject to certain conditions. The Company had made an assessment of the impact of the above amendment and decided to continue with the existing tax structure until utilisation of accumulated Minimum Alternative Tax (''MAT''). The Company has re-assessed the deferred tax assets / liability that is expected to reverse on exercising the option on the future date as per Ind AS 12 ''Income Taxes'' and thus reversal of net deferred tax liability of D 1,025 lakhs (31 March 2023: H Nil) has been recognised during the current year.

34. Earnings per equity share (EPS)

Accounting Policy

Basic earnings per share is computed by dividing profit or loss attributable to equity shareholders of the Company by the weighted average number of equity shares outstanding during the year. For the purpose of calculating diluted earnings per share, the net profit or loss for the year attributable to equity shareholders and the weighted average number of shares outstanding during the year are adjusted for the effects of all dilutive potential equity shares.

35. Contingent liability and commitments

(to the extent not provided for)

Accounting Policy

Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company or a present obligation that arises from past events where it is either not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount cannot be made. Contingent assets are neither recognised nor disclosed in the standalone financial statements.

(a) Contingent liabilities

Amount in D lakhs

31 March 2024

31 March 2023

Claim against the Company not acknowledged as debts

Sales tax/VAT matters in dispute/ under appeal

3,088.47

5,030.85

GST matters in dispute/ under appeal

177.75

105.61

Excise/ Service Tax matters in dispute/under appeal

175.46

2,112.22

Custom duty matter in dispute/ under appeal

28.83

28.83

Entry tax in dispute/ under appeal - West Bengal

-

5,028.82

Entry tax in dispute/ under appeal - Chhattisgarh

503.60

511.88

Income tax in dispute/ under appeal

1,337.30

463.24

Others [refer note (ii) below]

266.71

266.71

Note:

(i) Cash outflows for the above are determinable only on receipt of final judgments pending at various forums/ authorities. The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liabilities where applicable, in its Standalone financial statements. The Company does not expect the outcome of these proceedings to have a materially adverse effect on its financial position.

(ii) Others represents dispute with a lessor in respect of arrear dues. The Company based on independent legal opinion, does not foresee any significant financial liability on this account.

(b) Commitments

Capital and other commitments

Amount in D lakhs

31 March 2024

31 March 2023

Estimated amount of contracts in capital account remaining to be executed and not provided for (net of capital advance)

2,782.98

1,582.38

(c) Leases (Ind AS 116)

Accounting Policy

The Company assesses whether a contract is or contains a lease, at inception of the contract. The Company recognises a right-of-use asset and a corresponding lease liability with respect to all lease arrangements in which it is the lessee, except for short-term leases (defined as leases with a lease term of 12 months or less) and leases of low value assets. For these leases, the Company recognises the lease payments as an operating expense on a straight-line basis over the lease term, unless another systematic basis is more representative of the time pattern in which economic benefits from the leased assets are consumed. Contingent and variable rentals are recognized as expense in the periods in which they are incurred.

The lease payments that are not paid at the commencement date are discounted using the interest rate implicit in the lease. If that rate cannot be readily determined, which is generally the case for leases in the Company, the lessee''s incremental borrowing rate is used, being the rate that the individual lessee would have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar economic environment with similar terms, security and conditions.

To determine the incremental borrowing rate, the company uses a build-up approach that starts with a riskfree interest rate adjusted for credit risk and makes adjustments specific to the lease, e.g. term, security etc.

Carrying value of right of use assets at the end of the reporting period by class (refer note 5).

Amount in D lakhs

Year ended 31 March 2023

1 Land 1 Buildings 1 Amount 1

Land Buildings Amount

Balance at the beginning of the year

1,872.93 91.40

1,964.33

2,072.59 :

255.49 2,328.08

Addition during the year

- -

-

-

- -

Amortisation during the year

(199.65) (37.73)

(237.38)

(199.66) (164.09) (363.75)

Balance at the end of the year

| 1,673.28 53.67

1,726.95

1,872.93

91.40 1,964.33

Movement in lease liabilities

Amount in D lakhs

Year ended 31 March 2024

Year ended 31 March 2023

Balance at the beginning of the year

179.33

348.98

Additions during the year

-

-

Finance cost accrued during the year (refer note 31)

12.58

19.04

Payment of lease liabilities during the year (including interest)

(57.22)

(188.69)

Balance at the end of the year

134.69

179.33

Lease liabilities - Non-current

80.45

122.10

Lease liabilities - Current

54.24

57.23

Maturity analysis of lease liabilities

Amount in D lakhs

Maturity analysis - contractual undiscounted cash flows

31 March 2024

31 March 2023

Less than one year

54.24

57.23

One to five years

68.90

111.92

More than five years

54.72

65.94

Total undiscounted lease liabilities at the end of the year

177.86

235.09

Amount recognised in Standalone Statement of Profit and Loss

Amount in D lakhs

Year ended 31 March 2024

Year ended 31 March 2023

Interest on lease liabilities

12.58

19.04

Amortisation during the year

237.38

363.75

Expenses relating to short-term leases and low value assets

1,665.23

547.74

Amount recognised in the Standalone Statement of Cash Flows

Amount in D lakhs

Year ended 31 March 2024

Year ended 31 March 2023

Interest expenses recognised during the year (refer note 31)

12.58

19.04

Lease payments reflected in Standalone Statement of Cash Flows

44.64

169.65

37. Research and development expenses

Research and development expenses aggregating to D 3,206.38 lakhs (31 March 2023: H 3,071.43 lakhs) in the nature of revenue expenditure and addition of D 445.29 lakhs (31 March 2023: H 168.99 lakhs) in the nature of capital expenditure during the year have been included under the relevant account heads.

A. Description of share-based payment arrangement

Himadri Employees Stock Option Plan 2016 (equity-settled)

The Company at its 28th Annual General Meeting held on 24 September 2016, has approved “Himadri Employees Stock Option Plan 2016” (ESOP 2016 or Plan) for granting 40,00,000 Employees Stock Options to certain "eligible employees". The Plan is administered by the Nomination and Remuneration Committee of the Board (“the Committee”) in compliance with the provisions of SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 and other applicable provisions of the Companies Act. 2013 for the time being in force. The option granted to certain eligible employees including certain key management personnel on vesting condition of time basis, Company performance and individual performance as specified in the grant letter issued to each employee.

Expected volatility has been based on an evaluation of the historical volatility of the Company''s share price, particularly over the historical period commensurate with the expected term. The expected term of the instruments has been based on historical experience and general option holder behaviour.

Expected life of the options has been calculated on the assumption that options would exercise within one year from the date of vesting.

The fair value of option on the date of grant have been done by an independent valuer appointed by the management using the Black Scholes Merton Model.

*Expected volatility on the Company''s stock price on National Stock Exchange of India Ltd based on the data commensurate with the expected life of the options up to the date of grant.

“Expected dividend on underlying shares is taken as 10% on market price as on the date of grant.

40. Financial Instrument

Accounting Policy

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique.

The Company has an established control framework with respect to the measurement of fair values. In estimating the fair value of an asset or a liability, the Company takes into account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurement date. The management has overall responsibility for overseeing all significant fair value measurements and it regularly reviews significant unobservable inputs and valuation adjustments. If third party information, such as broker quotes or pricing services, is used to measure fair values, then the valuation team assesses the evidence obtained from the third parties to support the conclusion that these valuations meet the requirements of Ind AS, including the level in the fair value hierarchy in which the valuations should be classified. Fair value for measurement and/or disclosure purposes in the financial statement is determined on such a basis, except for share-based payment transactions, leasing transactions and measurements that have some similarities to fair value but are not fair value, such as net realisable value in Inventories or value in use in Impairment of Assets.

The estimated fair value of the Company''s financial instruments is based on market prices and valuation techniques. Valuations are made with the objective to include relevant factors that market participants would consider in setting a price, and to apply accepted economic and financial methodologies for the pricing of financial instruments. References for less active markets are carefully reviewed to establish relevant and comparable data.

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

B. Fair value hierarchy

The Company has established the following fair value hierarchy that categories the value into 3 levels. The inputs to valuation techniques used to measure fair value of financial instruments are:

Level 1: The hierarchy uses quoted (adjusted) prices in active markets for identical assets or liabilities. The fair value of all bonds which are traded in the stock exchanges is valued using the closing price or dealer quotations as at the reporting date.

Level 2: The fair value of financial instruments that are not traded in an active market (for example traded bonds, over the counter derivatives) is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on company specific estimates. The mutual fund units are valued using the closing net asset value. 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.

The following methods and assumptions were used to estimate the fair values:

(a) The fair value of the quoted investments are based on market price at the respective reporting date.

(b) The fair value of the unquoted investments included in level 2 has been determined using valuation techniques with market observable inputs. The model incorporate various inputs including prevailing market value of investments in listed company.

(c) The fair value of the quoted /unquoted investments included in level 3 are based on the cost approach to arrive at their fair value. The cost of unquoted investments approximate the fair value because there is a range of possible fair value measurements and the cost represents estimate of fair value within that range.

(d) The fair value of forward foreign exchange contracts is calculated as the present value determined using forward exchange rates and interest rate curve of the respective currencies.

(e) The fair value of currency swap is calculated as the present value determined using forward exchange rates, currency basis spreads between the respective currencies and interest rate curves.

(f) The fair value of the remaining financial instruments is determined using discounted cash flow analysis. The discount rate used is based on the Company''s estimates.

(g) The fair value of the commodity hedge is determined using the commodity rates existing as at the end of the reporting period.

The significant observable inputs used in the fair value measurement of the fair value hierarchy of level 3 inputs like discounted cash flows, market multiple method, option pricing model etc.

There were no transfer of financial assets or liabilities measured at fair value between level 1 and level 2, or transfer into or out of level 3 during the year ended 31 March 2024 and 31 March 2023.

Calculation of fair values

The fair values of the financial assets and liabilities are defined as the price that would be received on sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Methods and assumptions used to estimate the fair values are consistent with those used for the year ended 31 March 2023.

Financial assets and liabilities measured at fair value as at Standalone Balance Sheet date

1. The fair values of investments in mutual fund units is based on the net asset value (''NAV'') as stated by the issuers of these mutual fund units in the published statements as at Balance Sheet date. NAV represents the price at which the


Mar 31, 2023

(i) Capital reserve: Capital reserve represents profit or loss on purchase, sale, issue or cancellation of the Company''s own equity instruments.

(ii) Securities premium: Securities premium is credited when shares are issued at premium. It is utilised in accordance with the provisions of the Act, to issue bonus shares, to provide for premium on redemption of shares or debentures, write-off equity related expenses like underwriting costs etc. In case of equity settled share based payment transactions, the difference between fair value on grant date and nominal value of share is accounted as securities premium.

(iii) General reserve: It represents a portion of the net profit of the Company before declaring dividend to general reserve pursuant to the earlier provisions of the Companies Act, 1956. Transfer of profit to general reserve is not mandatory under the Companies Act, 2013.

(iv) Share option outstanding reserve: The Company has a stock option scheme under which options to subscribe for the Company''s share have been granted to certain executives and senior employees. The share option outstanding reserve is used to recognise the value of equity-settled share based payments provided to employees, including certain key management personnel, as part of their remuneration. Refer note 39 for further details of these plans.

(v) Retained earnings: Retained earnings are the profits that the Company has earned till date, less any transfers to general reserve, dividends or other distributions paid to shareholders.

(vi) Equity instruments through other comprehensive income: The Company has elected to recognise changes in the fair value of certain investments in equity instruments through other comprehensive income (OCI). These changes are accumulated within the equity instruments through OCI shown under the head other equity. The Company transfers amounts therefrom to retained earnings when the relevant equity instruments are derecognised.

(vii) Money received against share warrants: The Company has issued and allotted warrants, each convertible into one equity share of H 1 each, on Preferential allotment basis to the Promoter/ Promoter Group of the Company and certain identified non-promoter persons / entity, upon receipt of 25% of the issue price as warrant subscription money. Balance 75% of the issue price shall be payable within 18 months from the date of allotment at the time of exercising the option to apply for fully paid-up equity share of H 1 each of the Company, against each warrant held by the warrant holder. On conversion of such warrants into equity shares, the Company transfers the amount therefrom to securities premium and share capital.

(b) As at 31 March 2023, Property, plant and equipment with net carrying amount of J 137,715.69 lakhs (31 March 2022: H 140,176.22 lakhs) are subject to first charge to secure borrowings (refer note 19).

(c) Gross carrying amount includes Research and development assets (Building, Plant and equipment, Furniture and fixtures and Office equipment) of J 2,043.30 lakhs (31 March 2022: H 1,874.31 lakhs) and net carrying amount of J 1,127.33 lakhs (31 March 2022: H 1,033.96 lakhs). Additions to the Research and development assets during the year 2022-2023 is J 168.99 lakhs (2021-2022: H 26.90 lakhs).

(d) The title deeds of leasehold Land are duly registered with appropriate authorities and title deeds of Freehold land amounting to J 518.86 lakhs, which were transferred to the Company pursuant to the Scheme of Amalgamation, are in the process of transfer in the name of the Company.

(e) For contractual commitment with respect to Property, plant and equipment, refer note 35(b).

(f) No indicator of impairment were identified during the current year, hence Property, plant and equipment including Capital work-in-Progress were not tested for impairment.

The Company had made investments in equity shares and given loans and advances to its wholly owned subsidiary, AAT Global Limited (''AAT''), Hongkong. AAT, in turn, invested in equity shares and had given loans and advances to its subsidiary, Shandong Dawn Himadri Chemical Industry Limited (''SDHCIL''), China. There had been shortfall in the business performance of both AAT and SDHCIL as compared with budgets and further changes in the technology, market, economic environment have had adverse impact on the value of the investments and recoverability of loans and advances given. Due to the on-going size of operations and cost-benefit trend, both AAT and SDHCIL had been incurring losses and their net worth are fully eroded. Accordingly, the Company''s investments in equity shares of AAT, amounting to H 5,244.64 lakhs, had been fully impaired and loans and advances given to AAT, amounting to H 7,554.01 lakhs, had been fully provided during the year ended 31 March 2020.

(a) OCPS are convertible/ redeemable at any time before the expiry of 20 years from the date of allotment (i.e. 1 March 2019) at the option of the Issuer. Each OCPS, if not opted for conversion shall be redeemable at value equal to fair market value (post considering the market value of underlying assets) of the proportionate equity shares of the Issuer (if it were converted) as on 1 June 2018 (i.e. amalgamation appointed dated). The outstanding OCPS, if not redeemed, would be converted into equity shares at any time at the option of the Issuer, but not later than 20 years from the date of allotment at the option of the Issuer in a manner that the Company would obtain same proportion of equity shareholding (ownership) of the Issuer as on 1 June 2018 i.e. 7.7% of the total outstanding as on 1 June 2018 and would be subject to any dilution thereof pursuant to fresh allotment by MHPL. In that case conversion is made by the Issuer, the OCPS will be converted into 6,253 equity shares (i.e. fixed number of equity shares) whenever converted.

Information about the Company''s fair value measurement and exposure to credit and market risks are disclosed in note 42 and 43.

(c) For trade receivables given as security for borrowings, refer note 19.

(d) Non-current trade receivables represent an amount of J 1,008.49 lakhs (31 March 2022: H 1,003.87 lakhs) due from a customer which is currently under arbitration proceedings. Based on the merits of the case and independent legal opinion obtained by the Company, the Company continues to believe that the outcome of the said proceedings would be in favour of the Company.

(e) No trade receivables are due from directors of the Company either severally or jointly with any other person. Nor any trade receivables are due from firms or private companies respectively in which any director is a partner, a director or a member.

(f) Information about the Company''s exposure to credit, market and currency risks, and loss allowances related to trade receivables are disclosed in note 43.

(b) Advances to suppliers includes J 833.93 lakhs (31 March 2022: H 833.93 lakhs) as advance given in earlier years to a supplier against supply of raw materials which is currently under arbitration proceedings. Based on the merits of the case and independent legal opinion obtained, the Company continues to believe that the outcome of the said proceedings would be in favour of the Company.

B. Rights, preferences and restrictions attached to equity shares

The Company has a single class of equity shares with par value of H 1 per share. Accordingly, all equity shares rank equally with regard to dividends and share in the Company''s residual assets on winding up. The equity shareholders are entitled to receive dividend as declared by the Company from time to time. The voting rights of an equity shareholder on a poll (not on show of hands) are in proportion to its share of the paid-up equity capital of the Company.

On winding up of the Company, the holders of equity shares will be entitled to receive the residual assets of the Company, remaining after distribution of all preferential amounts, in proportion to the number of equity shares held.

* Change in percentage is due to increase in equity share capital of the Company during the year.

# The Board of Directors at its meeting held on 8 July 2022 took a note that the Promoters of the Company have inter-se entered into a Family Settlement Agreement (“FSA”) pursuant to which Mr. Bankey Lal Choudhary, Mr. Vijay Kumar Choudhary, Mr. Tushar Choudhary, Ms. Sushila Devi Choudhary, Ms. Saroj Devi Choudhary, Ms. Kanta Devi Choudhary and Ms. Swaty Choudhary (''Outgoing Promoters'') have applied for reclassification from ''Promoter/Promoter Group'' to ''Public Category'' in accordance with Regulation 31A of SEBI Listing Regulations (“Reclassification'')

Thereafter, the shareholders of the Company at the Extraordinary General Meeting held on 8 August 2022 has approved the reclassification. Further, the Company has received approval from National Stock Exchange of India Limited and BSE Limited (“Stock Exchanges”) on 24 February 2023 for re-classification of the outgoing promoters from ''Promoter/Promoter Group'' to ''Public Category'' in accordance with Regulation 31A of SEBI Listing Regulations. Accordingly no disclosure has been made for the current financial year in respect of shares held by outgoing promoters.

Post reclassification as on 31 March 2023, the Promoters shareholding stands at 45.62%.

Information of stock options granted to employees are disclosed in note 39 regarding share based payments.

G. Aggregate number of shares issued for consideration other than cash during the period of five years immediately preceding the reporting date

No equity shares have been allotted as fully paid up pursuant to contracts for consideration other than cash during the period of five years immediately preceeding the reporting date.

H. Equity Shares issued on conversion of warrants

During the year, the Company has issued and allotted 72,550,000 warrants, each convertible into one equity share of H 1 each, on Preferential allotment basis at an issue price of H 70 per warrant, to the Promoter/ Promoter Group of the Company and certain identified non-promoter persons / entity, upon receipt of 25% of the issue price (i.e. H 17.50 per warrant) as warrant subscription money. Balance 75% of the issue price (i.e. H 52.50 per warrant) shall be payable within 18 months from the date of allotment i.e. 22 August 2022, at the time of exercising the option to apply for fully paid-up equity share of H 1 each of the Company, against each warrant held by the warrant holder. Subsequently, the Company upon receipt of balance 75% of the issue price (i.e., H 52.50 per warrant) for 13,300,000 warrants, has allotted equal no. of fully paid-up equity shares against conversion of said warrants exercised by the warrant holder. As a result of such allotment, the paid-up equity share capital of the Company has increased by 13,300,000 equity shares of face value of H 1 each. For the remaining 59,250,000 warrants, the respective allottees have not yet exercised their option for conversion of the warrants into equity shares and accordingly, balance 75% money towards such remaining warrants is yet to be received.

(ii) Loans against vehicles and equipments are for a period of three to seven years and repayable by way of equated monthly instalments.

B. Details of security

(i) Rupee term loans from HDFC Bank Limited and Kotak Mahindra Bank Limited are secured by way of pari passu first charge on the movable fixed assets of the Company and equitable mortgage on the Mahistikry Unit of the Company situated in West Bengal.

(ii) Loans against vehicles and equipments are secured by way of hypothecation of the underlying asset financed.

(iii) Current borrowings from banks aggregating to J 72,967.35 lakhs (31 March 2022: H 33,085.09 lakhs) are secured by hypothecation of currents assets of the Company both present and future on pari passu basis. Further, working capital loan from banks aggregating to J Nil (31 March 2022: J 758.66 lakhs) is also secured by subservient charge on moveable Property, plant and equipment of the Company.

Movement of provision for litigation during the year as required by Ind AS 37: "Provisions, Contingent Liabilities and Contingent Asset" specified under Section 133 of the Companies Act, 2013, the Company as a prudent measure had made provisions in the earlier year amounting to H 78.42 lakhs representing estimates made mainly for probable claims arising out of disputes pending with the sales tax authorities. The probability and timing of the outflow with regard to these matters depend upon the ultimate settlement with the relevant authorities.

(d) Miscellaneous expenses

It includes loss of J 290.91 lakhs (31 March 2022: H Nil) on account of sale of two windmill assets of the Company situated at Dhule, Maharashtra. The sale of aforesaid windmills will have no material impact on the operations of the Company as the aggregate revenue generated by it forms a negligible part of the turnover of the Company.

a) Deferred tax assets is not recognised on certain items [such as investment impairment, loss allowances on advances and capital loss] due to lack of reasonable certainty.

b) MAT credit entitlement is the amount which is available for set off in subsequent years against income tax liabilities as per the provisions of the Income-tax Act, 1961.

c) Section 115 BAA of the Income-tax Act, 1961, introduced by the Taxation Laws (Amendment) Act, 2019 gives a one-time irreversible option for payment of income-tax at reduced rate with effect from financial year commencing 1 April 2019 subject to certain conditions. The Company had made an assessment of the impact of the above amendment and decided to continue with the existing tax structure until utilisation of accumulated Minimum Alternative Tax (''MAT''). The Company has re-assessed the deferred tax assets / liability that is expected to reverse on exercising the option on the future date as per Ind AS 12 ''Income Taxes'' and thus, no reversal of net deferred tax liability has been recognised during the current year and previous year.

(i) Cash outflows for the above are determinable only on receipt of final judgments pending at various forums/ authorities. The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liabilities where applicable, in its Standalone financial statements. The Company does not expect the outcome of these proceedings to have a materially adverse effect on its financial position.

(ii) The Company had filed Writ petition on 7 January 2013 before the Hon''ble High Court of Calcutta and challenged the constitutional validity of Entry Tax levied by the Government of West Bengal (''Government''). The Hon''ble High Court of Calcutta during the earlier year, passed an order on 24 June 2013 declaring The West Bengal tax on Entry of Goods into Local Areas Act, 2012 as unconstitutional against which the Government filed an appeal which is still pending to be disposed off. In the opinion of the Company and on the basis of independent legal opinion obtained, there is a strong merit of the case. Hence, the Company has not made provision for entry tax liability in the books for the current year and for the earlier years.

(iii) Others represents dispute with a lessor in respect of arrear dues. The Company based on independent legal opinion, does not foresee any significant financial liability on this account.

35. Contingent liability and commitments (Contd.)

Amount recognised in the Standalone Statement of Cash Flows

Amount in J Lakhs

Year ended

Year ended

31 March 2023

31 March 2022

Interest expenses recognised during the year (refer note 31)

19.04

29.23

Lease payments reflected in Standalone Statement of Cash Flows

169.65

195.03

36. Exceptional items represent compensation for non-compete fees paid to the outgoing promoters of the Company. The Board, at its meeting held on 8 July 2022, took on record that the promoters of the Company entered into the Family Settlement Agreement. Pursuant to the family settlement agreement, the Company entered into a noncompete agreement at a consideration of H 3,000.00 lakhs with the outgoing promoters.

37. Research and development expenses

See accounting policy in note 3(d) and 3(e)

Research and development expenses aggregating to J 3,071.43 lakhs (31 March 2022: H 585.03 lakhs) in the nature of revenue expenditure and addition of J 168.99 lakhs (31 March 2022: H 26.90 lakhs) in the nature of capital expenditure during the year have been included under the relevant account heads.

38. Employee benefits

See accounting policy in note 3(g)

Defined contribution plan

The Company makes contributions, determined as a specified percentage of employee salaries, in respect of qualifying employees towards Provident and Pension Fund and Employee State Insurance (''ESI'') which are defined contribution plans. The Company has no obligations other than to make the specified contributions. The contributions are recognised in the Standalone Statement of Profit and Loss as they accrue.

The expense for defined contribution plans amounts to J 324.30 lakhs (31 March 2022: H 289.36 lakhs). Out of these, J 305.78 lakhs (31 March 2022: H 264.81 lakhs) pertains to provident fund plan and J 18.52 lakhs (31 March 2022: H 24.55 lakhs) pertains to ESI.

Defined benefits - Gratuity

The Company''s gratuity benefit scheme for its employees in India is a defined benefit plan (funded).

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 recognised funds in India.

Inherent risk

The plan is defined benefit in nature which is sponsored by the Company and hence it underwrites all the risk pertaining to the plan. In particular, this exposes the Company, to actuarial risk such as adverse salary growth, change in demographic experience, inadequate return on underlying plan assets. This may result in an increase in cost of providing these benefits to employees in future. Since the benefits are lump sum in nature, the plan is not subject to longevity risk. These defined benefit plans expose the Company to actuarial risks, such as interest rate risk, salary inflation risk, demographic risk and market (investment) risk.

The above sensitivity analysis have been determined based on reasonable possible changes of the respective assumptions occurring at the end of the year and may not be representative of the actual change. It is based on a change in the key assumption while holding all other assumptions constant. When calculating the sensitivity to the assumption, the same method is used to calculate the liability recognised in the Standalone Balance Sheet. The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the previous year.

(vii) Actuarial assumptions

With the objective of presenting the plan assets and plan obligations of the defined benefits plans at their fair value on the Standalone Balance Sheet, assumptions under Ind AS 19 are set by reference to market conditions at the valuation date.

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

Demographic assumptions

Assumptions regarding future mortality experience are set in accordance with the published rates under Indian Assured Lives Mortality (2006-2008).

(xi) Asset liability matching strategy:

The defined benefit plans are funded with insurance companies of India. The Company does not have any liberty to manage the funds provided to insurance companies. Thus, the composition of each major category of plan assets has not been disclosed.

There is no compulsion on the part of the Company to fully prefund the liability of the plan. The Company''s philosophy is to fund these benefits based on its own liquidity and the level of underfunding of the plan.

39. Share based payments

See accounting policy in note 3(g)(ii)

A. Description of share-based payment arrangement

Himadri Employees Stock Option Plan 2016 (equity-settled)

The Company at its 28th Annual General Meeting held on 24 September 2016, has approved “Himadri Employees Stock Option Plan 2016” (ESOP 2016 or Plan) for granting 4,000,000 Employees Stock Options to certain "eligible employees". The Plan is administered by the Nomination and Remuneration Committee of the Board (“the Committee”) in compliance with the provisions of SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 and other applicable provisions of the Companies Act, 2013 for the time being in force. The option granted to certain eligible employees including certain key management personnel on vesting condition of time basis, Company performance and individual performance as specified in the grant letter issued to each employee.

Expected volatility has been based on an evaluation of the historical volatility of the Company''s share price, particularly over the historical period commensurate with the expected term. The expected term of the instruments has been based on historical experience and general option holder behaviour.

Expected life of the options has been calculated on the assumption that options would exercise within one year from the date of vesting.

The fair value of option on the date of grant have been done by an independent valuer appointed by the management using the Black Scholes Merton Model.

* Expected volatility on the Company''s stock price on National Stock Exchange of India Ltd based on the data commensurate with the expected life of the options up to the date of grant.

** Expected dividend on underlying shares is taken as 10% on market price as on the date of grant.

41. Disclosures pursuant to Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Section 186 of the Companies Act, 2013 (Contd.)

The Company has neither given any loan or has advanced any amount in the nature of loan either during the year ended 31 March 2023 or year ended 31 March 2022.

(b) Details of investments:

Particulars of investments as required under Section 186(4) of the Companies Act, 2013 have been disclosed in note 7.

42. Fair value measurement

See accounting policy in note 3(y)

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

The Company assessed that fair value of trade receivables, cash and cash equivalent, bank balances other than cash and cash equivalent, loans, trade payable and other financial assets and liabilities except derivative financial instruments approximate their carrying amounts largely due to the short term maturities of these instruments. The Company''s borrowings have been contracted at market rates of interest. Accordingly, the carrying value of such borrowings approximate fair value.

B. Fair value hierarchy

The Company has established the following fair value hierarchy that categories the value into 3 levels. The inputs to valuation techniques used to measure fair value of financial instruments are:

Level 1: The hierarchy uses quoted (adjusted) prices in active markets for identical assets or liabilities. The fair value of all bonds which are traded in the stock exchanges is valued using the closing price or dealer quotations as at the reporting date.

Level 2: The fair value of financial instruments that are not traded in an active market (for example traded bonds, over the counter derivatives) is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on company specific estimates. The mutual fund units are valued using the closing net asset value. 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.

The following methods and assumptions were used to estimate the fair values:

(a) The fair value of the quoted investments are based on market price at the respective reporting date.

(b) The fair value of the unquoted investments included in level 2 has been determined using valuation techniques with market observable inputs. The model incorporate various inputs including prevailing market value of investments in listed company.

(c) The fair value of the quoted /unquoted investments included in level 3 are based on the cost approach to arrive at their fair value. The cost of unquoted investments approximate the fair value because there is a range of possible fair value measurements and the cost represents estimate of fair value within that range.

(d) The fair value of forward foreign exchange contracts is calculated as the present value determined using forward exchange rates and interest rate curve of the respective currencies.

(e) The fair value of currency swap is calculated as the present value determined using forward exchange rates, currency basis spreads between the respective currencies and interest rate curves.

(f) The fair value of the remaining financial instruments is determined using discounted cash flow analysis. The discount rate used is based on the Company''s estimates.

(g) The fair value of the commodity hedge is determined using the commodity rates existing as at the end of the reporting period.

The significant observable inputs used in the fair value measurement of the fair value hierarchy of level 3 inputs like

discounted cash flows, market multiple method, option pricing model etc.

There were no transfer of financial assets or liabilities measured at fair value between level 1 and level 2, or transfer

into or out of level 3 during the year ended 31 March 2023 and 31 March 2022.

Calculation of fair values

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

Financial assets and liabilities measured at fair value as at Standalone Balance Sheet date

1. The fair values of investments in mutual fund units is based on the net asset value (''NAV'') as stated by the issuers of these mutual fund units in the published statements as at Balance Sheet date. NAV represents the price at which the issuer will issue further units of mutual fund and the price at which issuers will redeem such units from the investors.

2. The fair values of the derivative financial instruments has been determined using valuation techniques with market observable inputs. The models incorporate various inputs including the credit quality of counter-parties and foreign exchange forward rates.

Other financial assets and liabilities

- Cash and Cash equivalents, trade receivables, investments in term deposits, other financial assets (except derivative financial instruments), trade payables, and other financial liabilities (except derivative financial instruments) have fair values that approximate to their carrying amounts due to their short-term nature.

- Loans have fair values that approximate to their carrying amounts as it is based on the net present value of the anticipated future cash flows using rates currently available for debt on similar terms, credit risk and remaining maturities.

Significant unobservable inputs used in level 3 fair values

Certain investments are valued using level 3 techniques. A change in one or more of the inputs to reasonably possible alternative assumptions would not change the value significantly.

43. Financial risk management

The Company has exposure to the following risks arising from financial instruments:

(i) Credit risk

(ii) Liquidity risk

(iii) Market risk

Risk management framework

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

The Company''s activities expose it to a variety of financial risks, including market risk, credit risk and liquidity risk. The Company''s primary risk management focus is to minimise potential adverse effects of market risk on its financial performance. The Company uses derivative financial instruments to mitigate foreign exchange related risk exposures. The Company''s exposure to credit risk is influenced mainly by the individual characteristic of each customer and the concentration of risk from the top few customers. The Company''s risk management assessment and policies and processes are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls, and to monitor such risks and compliance with the same. Risk assessment and management policies and processes are reviewed regularly to reflect changes in market conditions and the Company''s activities.

This note presents information about the Company''s exposure to each of the above risks, the Company''s objectives, policies and processes for measuring and managing risk, and the Company''s management of capital. The key risks and mitigating actions are also placed before the audit committee of the Company.

Credit risk is the risk of financial loss of the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company''s receivables from customers and loans. Credit arises when a customer or counterparty does not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing/investing activities, including deposits with bank, investments in debt securities and foreign exchange transactions. The carrying amount of financial assets represent the maximum credit risk exposure.

Trade receivable

The Company has established a credit policy under which each new customer is analysed individually for creditworthiness before the Company''s standard payment and delivery terms and conditions are offered. All trade receivables are reviewed and assessed for default on a quarterly basis. Our historical experience of collecting receivables indicate a low credit risk.

Exposure to credit risks

The Company''s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However the Company also considers the factors that may influence the credit risk of its customer base, including the default risk associated with the industry and country in which customer operates. The Company limits its exposure to credit risk from trade receivables by establishing a maximum payment period of three months for customers.

Trade receivables are primarily unsecured and are derived from revenue earned from customers. Credit risk is managed through credit approvals, establishing credit limits and by continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. As per simplified approach, the Company makes provision of expected credit losses on trade receivables using a provision matrix to mitigate the risk of default payments and makes appropriate provisions at each reporting date whenever is for longer period and involves higher risk. The Company uses expected credit loss model to assess the impairment loss or gain. The Company uses a provision matrix to compute the credit loss allowance for trade receivables.

(ii) Liquidity risk

Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at reasonable price. Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of credit facilities to meet obligations when due. The Company''s finance team is responsible for liquidity, finding as well as settlement management. In addition, processes and policies related to such risks are overseen by senior management. Management monitors the Company''s liquidity position through rolling forecasts on the basis of expected cash flows.

The Company''s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation.

Market risk is the risk of loss of future earnings, fair value or future cash flows that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in the interest rates, foreign currency exchange rates, commodity prices, equity prices and other market changes that effect market risk sensitive instruments. Market risk is attributable to all market risk sensitive financial instruments including investments and deposits, foreign currency receivables, payables and borrowings.

All such transactions are carried out within the guidelines set by the management. Generally, the Company seeks to apply hedge accounting to manage volatility in other comprehensive income.

(a) Currency risk

Foreign currency risk is the risk impact related to fair value or future cash flows of an exposure in foreign currency, which fluctuate due to changes in foreign exchange rates. The Company''s exposure to the risk of changes in foreign exchange rates relates primarily to the foreign currency borrowings, import of raw materials and spare parts, capital expenditure, exports of finished goods. The currency in which these transactions are primarily denominated is USD. The Company manages currency exposures within prescribed limits, through use of forward exchange contracts and cross currency swap. Foreign exchange transactions are covered with strict limits placed on the amount of uncovered exposure, if any, at any point of time.

The Company evaluates exchange rate exposure arising from foreign currency transactions. The Company follows established risk management policies and standard operating procedures. It uses derivative instruments like foreign currency swaps and forwards to hedge exposure to foreign currency risk. When a derivative is entered into for the purpose of being a hedge, the Company negotiates the terms of those derivatives to match the terms of the hedged exposure.

(b) 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''s exposure to the risk of changes in market interest rates related primarily to the Company''s current borrowings with floating interest rates. For all non-current borrowings with floating rates, the risk of variation in the interest rates in mitigated through interest rate swaps. The Company constantly monitors the credit markets and rebalances its financing strategies to achieve an optimal maturity profile and financing cost.

Interest rate sensitivity has been calculated assuming the borrowings outstanding at the reporting date have been outstanding for the entire reporting period and all other variables, in particulars foreign currency exchange rates, remain constant. Further, the calculation for the unhedged floating rate borrowing have been done on the notional value of the foreign currency.

(c) Equity price risks

The Company''s quoted and unquoted equity instruments are susceptible to market price risk arising from uncertainties about future values of the investment securities. The reports on the equity portfolio are submitted to the Company''s senior management on a regular basis. The senior management reviews and approves all equity investment decisions.

Sensitivity analysis

Investment in equity instruments made by the Company are listed on the BSE Ltd (BSE), National Stock Exchange of India Ltd (NSE) and Calcutta Stock Exchange (CSE) in India. There is no significant investment outstanding as at 31 March 2023. Hence, sensitivity analysis is not given.

45. Capital management

The Company''s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. The management monitors the return on capital, as well as the level of dividends to equity shareholders. The Company''s objective when managing capital are to: (a) maximise shareholders value and provide benefits to other stakeholders and (b) maintain an optimal capital structure to reduce the cost of capital. The Company may take appropriate steps in order to maintain or adjust its capital structure.

For the purpose of the Company''s capital management

(a) Borrowings include as non-current borrowings, current borrowings and current maturities of non-current borrowings as described in note 19.

(b) Equity includes issued, subscribed and fully paid-up equity share capital and other equity attributable to the equity holders of the Company as described in note 17 and 18.

(c) Liquid investments include cash and cash equivalents, mutual funds (refer note 9).

46.Segment information

See accounting policy in note 3(u)

The Company has presented segment information in the Consolidated financial statements which are presented in the same annual report. Accordingly, in terms of paragraph 4 of Ind AS 108 ''Operating segment'', no disclosures related to segments are presented in these Standalone financial statements.

47. The Company has established a comprehensive system of maintenance of information and documents as required by the transfer pricing regulations under Sections 92-92F of the Income-tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company continuously updates its documents for the international transactions entered into with the associated enterprises during the financial year. The management is of the opinion that its international transactions are at arm''s length so that the aforesaid legislation will not have any impact on the Standalone financial statements, particularly on the amount of tax expense for the year and that of provision for taxation.

50 . Balances in the accounts of Trade Receivables, Trade Payable, advances to suppliers, Contract Liabilities, security deposits and other advances are under confirmation / reconciliation. Adjustments, if any will be made on completion of such review / reconciliation / receipt of confirmations. However, in the opinion of the management, the Trade Receivable, trade payables, security deposits and advances are realisable / payable in the ordinary course of the business.

51. Other Statutory information

(i) Details of benami property held

No proceedings have been initiated on or are pending against the Company for holding benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and Rules made thereunder.

(ii) Borrowing secured against current assets

The Company has taken working capital borrowings from banks and financial institutions on the basis of security of current assets. The quarterly statement filed to the banks and financial institutions are in agreement with the books of accounts.

(iii) Willful defaulter

The Company have not been declared willful defaulter by any bank or financial institution or government or any government authority.

(v) Compliance with number of layers of companies

The Company has complied with the number of layers prescribed under the Companies Act, 2013.

(vi) Compliance with approved scheme(s) of arrangements

The Company has not entered into any scheme of arrangement which has an accounting impact on current or previous financial year.

(vii) Utilisation of borrowed funds and share premium

No funds have been advanced or loaned or invested funds (either 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 to or on behalf of the Ultimate Beneficiaries.

(viii) Undisclosed income

The Company do not have any such transactions which are not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).

(ix) Details of crypto currency or virtual currency

The Company has not traded or invested in crypto currency or virtual currency during the current or previous year.

(x) Valuation of PP&E, intangible asset and investment property

The Company has not revalued its property, plant and equipment (including right-of-use assets) or intangible assets or both during the current or previous year.

(xi) Registration of charges or satisfaction with Registrar of Companies

There are no charges or satisfaction which are yet to be registered with the Registrar of Companies beyond the statutory period.

(xii) Utilisation of borrowings availed from banks and financial institutions

The borrowings obtained by the Company from banks and financial institutions have been applied for the purposes for which such loans were taken.

52. Previous year figures have been regrouped / reclassified/ rearranged wherever necessary to correspond with current year classification / disclosure.


Mar 31, 2022

(b) As at 31 March 2022, Property, plant and equipment with net carrying amount of '' 140,176.22 lakhs (31 March 2021: '' 130,179.83 lakhs) are subject to first charge to secure borrowings (refer note 19).

(c) Gross carrying amount includes Research and development assets (Building, Plant and equipment, Furniture and fixtures and Office equipment) of '' 1,874.31 lakhs (31 March 2021: '' 1,84741 lakhs) and net carrying amount of '' 1,033.96 lakhs (31 March 2021: '' 1,075.07 lakhs). Additions to the Research and development assets during the year 2021-2022 is '' 26.90 lakhs (2020-2021: '' 82.72 lakhs).

(d) Net foreign exchange loss/ (gain) amounting to '' Nil capitalised during the year (2020-2021: '' 5.38 lakhs).

(e) The title deeds of leasehold Land are duly registered with appropriate authorities and title deeds of Freehold land amounting to '' 518.86 lakhs, which were transferred to the Company pursuant to the Scheme of Amalgamation, are in the process of transfer in the name of the Company.

(f) For contractual commitment with respect to Property, plant and equipment, refer note 34(b)(I)(i).

(g) No indicator of impairment were identified during the current year, hence Property, plant and equipment including Capital work-in-Progress were not tested for impairment.

(h) The carbon black expansion project, which had started commercial production in the 4th quarter of 201920, was set up under an EPC contract executed by a related party, as approved by the Board of Directors and the shareholders. The Company, during the year ended 31 March 2021 had received final additional claim of '' 53.02 crores from the EPC contractor for enhancements/additional work which had not been considered in the books of account for the year then ended. Further, the Company had issued final purchase/ job orders amounting to '' 22.32 crores to various third-party contractors for certain works. The Board of Directors, in its meeting held on 22 October 2020, decided to appoint an independent engineering firm and a financial firm to conduct a technical reconciliation and financial reconciliation respectively for examining the justification of these additional claims and purchase/job orders, on which some of the directors had raised concerns. Subsequently, the Company had received the final technical report of the independent engineering firm, dated 20 May 2021 as per which there were some overlap in the scope of the original EPC contract, additional work (not covered under the original scope of work) executed by EPC contractor. The findings of this report were discussed and taken on record by the Audit Committee in its meeting held on 10 June 2021 and the Board of Directors of the Company in its meetings held on 10 June and 22 June 2021. Post receipt and consideration of the technical report, pursuant to its earlier decision of 22 October 2020, the Board of Directors, in its meeting held on 22 June 2021, had approved the appointment of an independent financial firm to carry out the financial reconciliation.

The Company has received multiple emails from National Stock Exchange of India Ltd (NSE) and Securities and Exchange Board of India (SEBI) seeking clarification from the Company regarding a complaint filed by one of the Independent Director of the Company alleging certain irregularities relating to inter-alia the above

stated EPC contract, insider trading provisions, compliance with laws and regulations relating to related party transactions, etc. The Company has submitted its response to NSE and SEBI. There is no regulatory action from NSE and SEBI yet in this regard. The management is of the view that, as detailed response has been submitted to NSE and SEBI, this will not have any significant impact on the financial statements of the current or previous years of the Company.

Subsequent to the year ended 31 March 2022, the Company has received the financial reconciliation report from the financial consultant. The Board of Directors and Audit committee has considered both the technical and the financial report in tandem and has approved a net additional claim of '' 39.85 crores, subject to shareholders approval. Necessary accounting adjustments (including depreciation impact of '' 1.00 crore) have been made in the financial statements for the current year as adjusting events post balance sheet date. Further, the Directors (including the Independent Director) who had earlier raised concerns relating to the above mentioned EPC contract, have written back to the Company and other relevant authorities (including NSE, SEBI etc.), that they have satisfactorily received necessary responses to all the queries / concerns raised over the past period and therefore have withdrawn their complaints and they do not wish to pursue the same any further. The management believes that with the withdrawal of complaint as well as providing adequate responses to the authorities, no further action is currently needed and is of the view that the above matters will not have any additional significant impact on the financial statements of the Company. The Company had also received a notice from an adjudicating authority of a dispute between the promoter shareholders/ promoter directors which has been subsequently withdrawn by the petitioner. The promoters shareholders / promoter directors have also entered into family settlement agreement to settle their disputes.

The Company had made investments in equity shares and given loans and advances to its wholly owned subsidiary, AAT Global Limited (''AAT''), Hongkong. AAT, in turn, invested in equity shares and had given loans and advances to its subsidiary, Shandong Dawn Himadri Chemical Industry Limited (''SDHCIL''), China. There had been shortfall in the business performance of both AAT and SDHCIL as compared with budgets and further changes in the technology, market, economic environment have had adverse impact on the value of the investments and recoverability of loans and advances given. Due to the on-going size of operations and cost-benefit trend, both AAT and SDHCIL had been incurring losses and their net worth are fully eroded. Accordingly, the Company''s investments in equity shares of AAT, amounting to '' 5,244.64 lakhs, had been fully impaired and loans and advances given to AAT, amounting to '' 7,554.01 lakhs, had been fully provided during the year ended 31 March 2020.

(a) OCPS are convertible/ redeemable at any time before the expiry of 20 years from the date of allotment (i.e. 1 March 2019) at the option of the Issuer. Each OCPS, if not opted for conversion shall be redeemable at value equal to fair market value (post considering the market value of underlying assets) of the proportionate equity shares of the Issuer (if it were converted) as on 1 June 2018 (i.e. amalgamation appointed dated). The outstanding OCPS, if not redeemed, would be converted into equity shares at any time at the option of the Issuer, but not later than 20 years from the date of allotment at the option of the Issuer in a manner that the Company would obtain same proportion of equity shareholding (ownership) of the Issuer as on 1 June 2018 i.e. 77% of the total outstanding as on 1 June 2018 and would be subject to any dilution thereof pursuant to fresh allotment by MHPL. In that case conversion is made by the Issuer, the OCPS will be converted into 6,253 equity shares (i.e. fixed number of equity shares) whenever converted.

Information about the Company''s fair value measurement and exposure to credit and market risks are disclosed in note 41 and 42.

(c) For trade receivables, secured against borrowings, refer note 19.

(d) Non-current trade receivables represent an amount of '' 1,003.87 lakhs (31 March 2021: '' 1,004.25 lakhs) due from a customer which is currently under arbitration proceedings. Based on the merits of the case and independent legal opinion obtained by the Company, the Company continues to believe that the outcome of the said proceedings would be in favour of the Company.

(e) No trade receivables are due from directors of the Company either severally or jointly with any other person. Nor any trade receivables are due from firms or private companies respectively in which any director is a partner, a director or a member.

(f) Information about the Company''s exposure to credit, market and currency risks, and loss allowances related to trade receivables are disclosed in note 42.

B. Rights, preferences and restrictions attached to equity shares

The Company has a single class of equity shares with par value of '' 1 per share. Accordingly, all equity shares rank equally with regard to dividends and share in the Company''s residual assets on winding up. The equity shareholders are entitled to receive dividend as declared by the Company from time to time. The voting rights of an equity shareholder on a poll (not on show of hands) are in proportion to its share of the paid-up equity capital of the Company.

On winding up of the Company, the holders of equity shares will be entitled to receive the residual assets of the Company, remaining after distribution of all preferential amounts, in proportion to the number of equity shares held.

(i) Rupee term loans from Axis Bank Limited is secured by way of mortgage of immovable properties situated at Mahistikry Unit (Leasehold Land), Liluah Unit, and Vishakhapatnam Unit and hypothecation of all movable Property, plant and equipment on pari passu basis with other lenders.

Rupee term loans from HDFC Bank Limited is secured by way of pari passu first charge on the movable fixed assets of the Company and equitable mortgage on the Mahistikry Unit of the Company situated in West Bengal.

Rupee term loans from Kotak Mahindra Bank Limited is secured by way of pari passu first charge on the movable fixed assets of the Company and equitable mortgage on the Mahistikry Unit of the Company situated in West Bengal.

(ii) Loans against vehicles and equipments are secured by way of hypothecation of the underlying asset financed.

(iii) Current borrowings from banks aggregating to '' 33,085.09 lakhs (31 March 2021: '' 46,392.93 lakhs) are secured by hypothecation of currents assets of the Company both present and future on pari passu basis. Further, working capital loan from banks aggregating to '' 758.66 lakhs (31 March 2021: '' 13,002.83 lakhs) is also secured by subservient charge on moveable Property, plant and equipment of the Company.

a) Deferred tax assets is not recognised on certain items [such as investment impairment, loss allowances on advances and capital loss] due to lack of reasonable certainty.

b) MAT credit entitlement is the amount which is available for set off in subsequent years against income tax liabilities as per the provisions of the Income-tax Act, 1961.

c) Section 115 BAA of the Income-tax Act, 1961, introduced by the Taxation Laws (Amendment) Act, 2019 gives a one-time irreversible option for payment of income-tax at reduced rate with effect from financial year commencing 1 April 2019 subject to certain conditions. The Company had made an assessment of the impact of the above amendment and decided to continue with the existing tax structure until utilisation of accumulated Minimum Alternative Tax (''MAT''). However, the Company has re-measured the deferred tax assets / liability that is expected to reverse on exercising the option on the future date as per Ind AS 12 ''Income Taxes'' and thus, reversal of net deferred tax liability of '' Nil (31 March 2021: '' 800.00 lakhs) has been recognised during the year.

(i) Cash outflows for the above are determinable only on receipt of final judgments pending at various forums/ authorities. The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liabilities where applicable, in its Standalone financial statements. The Company does not expect the outcome of these proceedings to have a materially adverse effect on its financial position.

(ii) The Company had filed Writ petition on 7 January 2013 before the Hon''ble High Court of Calcutta and challenged the constitutional validity of Entry Tax levied by the Government of West Bengal (''Government''). The Hon''ble High Court of Calcutta during the earlier year, passed an order on 24 June 2013 declaring The West Bengal tax on Entry of Goods into Local Areas Act, 2012 as unconstitutional against which the Government filed an appeal which is still pending to be disposed off. In the opinion of the Company and on the basis of independent legal opinion obtained, there is a strong merit of the case. Hence, the Company has not made provision for entry tax liability in the books for the current year and for the earlier years.

(iii) Others represents dispute with a lessor in respect of arrear dues. The Company based on independent legal opinion, does not foresee any significant financial liability on this account.

35. The disclosures regarding details of specified bank notes held and transacted during 8 November 2016 to 30 December 2016 has not been made in these Standalone financial statements since the requirement does not pertain to financial year ended 31 March 2022.

36. | Research and development expenses

See accounting policy in note 3(d) and 3(e)

Research and development expenses aggregating to '' 585.03 lakhs (31 March 2021: '' 494.93 lakhs) in the nature of revenue expenditure and addition of '' 26.90 lakhs (31 March 2021: '' 82.72 lakhs) in the nature of capital expenditure during the year have been included under the relevant account heads.

37. Employee benefits

See accounting policy in note 3(g)

Defined contribution plan

The Company makes contributions, determined as a specified percentage of employee salaries, in respect of qualifying employees towards Provident and Pension Fund and Employee State Insurance (''ESI'') which are defined contribution plans. The Company has no obligations other than to make the specified contributions. The contributions are recognised in the Standalone Statement of Profit and Loss as they accrue.

The expense for defined contribution plans amounts to '' 289.36 lakhs (31 March 2021: '' 260.77 lakhs). Out of these, '' 264.81 lakhs (31 March 2021: '' 237.04 lakhs) pertains to provident fund plan and '' 24.55 lakhs (31 March 2021: '' 23.73 lakhs) pertains to ESI.

Defined benefits - Gratuity

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 recognised funds in India.

Inherent risk

The plan is defined benefit in nature which is sponsored by the Company and hence it underwrites all the risk pertaining to the plan. In particular, this exposes the Company, to actuarial risk such as adverse salary growth, change in demographic experience, inadequate return on underlying plan assets. This may result in an increase in cost of providing these benefits to employees in future. Since the benefits are lump sum in nature, the plan is not subject to longevity risk. These defined benefit plans expose the Company to actuarial risks, such as interest rate risk, salary inflation risk, demographic risk and market (investment) risk.

The following tables analyse present value of defined benefit obligations, expense recognised in Standalone Statement of Profit and Loss, actuarial assumptions and other information.

The above sensitivity analysis have been determined based on reasonable possible changes of the respective assumptions occurring at the end of the year and may not be representative of the actual change. It is based on a change in the key assumption while holding all other assumptions constant. When calculating the sensitivity to the assumption, the same method is used to calculate the liability recognised in the Standalone Balance Sheet. The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the previous year.

(vii) Actuarial assumptions

With the objective of presenting the plan assets and plan obligations of the defined benefits plans at their fair value on the Standalone Balance Sheet, assumptions under Ind AS 19 are set by reference to market conditions at the valuation date.

(x) The Company expects to pay '' 354.18 lakhs in contribution to its defined benefit plans during the year 20222023.

(xi) Asset liability matching strategy:

The defined benefit plans are funded with insurance companies of India. The Company does not have any liberty to manage the funds provided to insurance companies. Thus, the composition of each major category of plan assets has not been disclosed.

There is no compulsion on the part of the Company to fully prefund the liability of the plan. The Company''s philosophy is to fund these benefits based on its own liquidity and the level of underfunding of the plan.

A. Description of share-based payment arrangementHimadri Employees Stock Option Plan 2016 (equity-settled)

The Company at its 28th Annual General Meeting held on 24 September 2016, has approved “Himadri Employees Stock Option Plan 2016” (ESOP 2016 or Plan) for granting 4,000,000 Employees Stock Options to certain “eligible employees”. The plan is administered by the Nomination and Remuneration Committee of the Board (“the Committee”) in compliance with the provisions of SEBI (Share Based Employee Benefits) Regulations, 2014 and other applicable provisions of the Companies Act. 2013 for the time being in force. The option granted to certain eligible employees including certain key management personnel on vesting condition of time basis, Company performance and individual performance as specified in the grant letter issued to each employee.

Expected life of the options has been calculated on the assumption that options would exercise within one year from the date of vesting.

The fair value of option on the date of grant have been done by an independent valuer appointed by the management using the Black Scholes Merton Model.

* Expected volatility on the Company''s stock price on National Stock Exchange based on the data commensurate with the expected life of the options up to the date of grant.

** Expected dividend on underlying shares is taken as 10% on market price as on the date of grant.

A weighted average remaining contractual life of 3.91 years (31 March 2021: 4.91 years).

The weighted average share price at the date of exercise for share options exercised during the year 20212022 was '' Nil (2020-2021: '' 43.20).

Weighted average fair value of the options granted during the year 2021-2022 was '' Nil (2020-2021: '' Nil).

D. Expense recognised in Standalone Statement of Profit and Loss

During the year ended 31 March 2022, the Company has charged '' 30.23 lakhs (31 March 2021: '' 50.86 lakhs) as share based payment equity-settled expenses, refer note 29.

The Company assessed that trade receivables, cash and cash equivalent, bank balances other than cash and cash equivalent, loans, trade payable and other financial assets and liabilities except derivative financial instruments approximate their carrying amounts largely due to the short term maturities of these instruments. The Company''s borrowings have been contracted at market rates of interest. Accordingly, the carrying value of such borrowings approximate fair value.

B. Fair value hierarchy

The Company has established the following fair value hierarchy that categories the value into 3 levels. The inputs to valuation techniques used to measure fair value of financial instruments are:

Level 1: The hierarchy uses quoted (adjusted) prices in active markets for identical assets or liabilities. The fair value of all bonds which are traded in the stock exchanges is valued using the closing price or dealer quotations as at the reporting date.

Level 2: The fair value of financial instruments that are not traded in an active market (for example traded bonds, over the counter derivatives) is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on Company specific estimates. The mutual fund units are valued using the closing net asset value. 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.

The following methods and assumptions were used to estimate the fair values:

(a) The fair value of the quoted investments are based on market price at the respective reporting date.

(b) The fair value of the unquoted investments included in level 2 has been determined using valuation techniques with market observable inputs. The model incorporate various inputs including prevailing market value of investments in listed Company.

(c) The fair value of the quoted /unquoted investments included in level 3 are based on the cost approach to arrive at their fair value. The cost of unquoted investments approximate the fair value because there is a range of possible fair value measurements and the cost represents estimate of fair value within that range.

(d) The fair value of forward foreign exchange contracts is calculated as the present value determined using forward exchange rates and interest rate curve of the respective currencies.

(e) The fair value of currency swap is calculated as the present value determined using forward exchange rates, currency basis spreads between the respective currencies and interest rate curves.

(f) The fair value of the remaining financial instruments is determined using discounted cash flow analysis. The discount rate used is based on the Company''s estimates.

(g) The fair value of the commodity hedge is determined using the commodity rates existing as at the end of the reporting period.

The significant observable inputs used in the fair value measurement of the fair value hierarchy of level 3 inputs like discounted cash flows, market multiple method, option pricing model etc.

There were no transfer of financial assets or liabilities measured at fair value between level 1 and level 2, or transfer into or out of level 3 during the year ended 31 March 2022 and 31 March 2021.

Calculation of fair values

The fair values of the financial assets and liabilities are defined as the price that would be received on sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Methods and assumptions used to estimate the fair values are consistent with those used for the year ended 31 March 2021.

Financial assets and liabilities measured at fair value as at Standalone Balance Sheet date

1. The fair values of investments in mutual fund units is based on the net asset value (''NAV'') as stated by the issuers of these mutual fund units in the published statements as at Balance Sheet date. NAV represents the price at which the issuer will issue further units of mutual fund and the price at which issuers will redeem such units from the investors.

2. The fair values of the derivative financial instruments has been determined using valuation techniques with market observable inputs. The models incorporate various inputs including the credit quality of counter-parties and foreign exchange forward rates.

Other financial assets and liabilities

- Cash and Cash equivalents, trade receivables, investments in term deposits, other financial assets (except derivative financial instruments), trade payables, and other financial liabilities (except derivative financial instruments) have fair values that approximate to their carrying amounts due to their short-term nature.

- Loans have fair values that approximate to their carrying amounts as it is based on the net present value of the anticipated future cash flows using rates currently available for debt on similar terms, credit risk and remaining maturities.

Significant unobservable inputs used in level 3 fair values

Certain investments are valued using level 3 techniques. A change in one or more of the inputs to reasonably possible alternative assumptions would not change the value significantly.

Risk management framework

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

The Company''s activities expose it to a variety of financial risks, including market risk, credit risk and liquidity risk. The Company''s primary risk management focus is to minimise potential adverse effects of market risk on its financial performance. The Company uses derivative financial instruments to mitigate foreign exchange related risk exposures. The Company''s exposure to credit risk is influenced mainly by the individual characteristic of each customer and the concentration of risk from the top few customers. The Company''s risk management assessment and policies and processes are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls, and to monitor such risks and compliance with the same. Risk assessment and management policies and processes are reviewed regularly to reflect changes in market conditions and the Company''s activities.

This note presents information about the Company''s exposure to each of the above risks, the Company''s objectives, policies and processes for measuring and managing risk, and the Company''s management of capital. The key risks and mitigating actions are also placed before the audit committee of the Company

Credit risk is the risk of financial loss of the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally form the Company receivables from customers and loans. Credit arises when a customer or counterparty does not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing/investing activities, including deposits with bank, investments in debt securities and foreign exchange transactions. The carrying amount of financial assets represent the maximum credit risk exposure.

Trade receivable

The Company has established a credit policy under which each new customer is analysed individually for creditworthiness before the Company standard payment and delivery terms and conditions are offered. All trade receivables are reviewed and assessed for default on a quarterly basis. Our historical experience of collecting receivables indicate a low credit risk.

Exposure to credit risks

The Company''s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However the Company also considers the factors that may influence the credit risk of its customer base, including the default risk associated with the industry and country in which customer operates. The Company limits its exposure to credit risk from trade receivables by establishing a maximum payment period of three months for customers.

Trade receivables are primarily unsecured and are derived from revenue earned from customers. Credit risk is managed through credit approvals, establishing credit limits and by continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. As per simplified approach, the Company makes provision of expected credit losses on trade receivables using a provision matrix to mitigate the risk of default payments and makes appropriate provisions at each reporting date whenever is for longer period and involves higher risk. The Company uses expected credit loss model to assess the impairment loss or gain. The Company uses a provision matrix to compute the credit loss allowance for trade receivables.

Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at reasonable price. Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of credit facilities to meet obligations when due. The Company''s finance team is responsible for liquidity, finding as well as settlement management. In addition, processes and policies related to such risks are overseen by senior management. Management monitors the Company''s liquidity position through rolling forecasts on the basis of expected cash flows.

The Company''s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation.

(iii) Market risk

Market risk is the risk of loss of future earnings, fair value or future cash flows that may result from a change in the price of a financial instrument. The value of a financial instrument may change as a result of changes in the interest rates, foreign currency exchange rates, commodity prices, equity prices and other market changes that effect market risk sensitive instruments. Market risk is attributable to all market risk sensitive financial instruments including investments and deposits, foreign currency receivables, payables and borrowings.

All such transactions are carried out within the guidelines set by the management. Generally, the Company seeks to apply hedge accounting to manage volatility in other comprehensive income.

Foreign currency risk is the risk impact related to fair value or future cash flows of an exposure in foreign currency, which fluctuate due to changes in foreign exchange rates. The Company''s exposure to the risk of changes in foreign exchange rates relates primarily to the foreign currency borrowings, import of raw materials and spare parts, capital expenditure, exports of finished goods. The currency in which these transactions are primarily denominated is US$. The Company manages currency exposures within prescribed limits, through use of forward exchange contracts and cross currency swap. Foreign exchange transactions are covered with strict limits placed on the amount of uncovered exposure, if any, at any point of time.

The Company evaluates exchange rate exposure arising from foreign currency transactions. The Company follows established risk management policies and standard operating procedures. It uses derivative instruments like foreign currency swaps and forwards to hedge exposure to foreign currency risk. When a derivative is entered into for the purpose of being a hedge, the Company negotiates the terms of those derivatives to match the terms of the hedged exposure.

(b) 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 exposure to the risk of changes in market interest rates related primarily to the Company''s current borrowing (excluding commercial paper and others) with floating interest rates. For all non-current borrowings with floating rates, the risk of variation in the interest rates in mitigated through interest rate swaps. The Company constantly monitors the credit markets and rebalances its financing strategies to achieve an optimal maturity profile and financing cost.

Interest rate sensitivity has been calculated assuming the borrowings outstanding at the reporting date have been outstanding for the entire reporting period and all other variables, in particulars foreign currency exchange rates, remain constant. Further, the calculation for the unhedged floating rate borrowing have been done on the notional value of the foreign currency.

(c) Equity price risks

The Company''s quoted and unquoted equity instruments are susceptible to market price risk arising from uncertainties about future values of the investment securities. The reports on the equity portfolio are submitted to the Company''s senior management on a regular basis. The senior management reviews and approves all equity investment decisions.

Sensitivity analysis

Investment in equity instruments made by the Company are listed on the Bombay Stock Exchange (BSE), National Stock Exchange (NSE) and Calcutta Stock Exchange (CSE) in India. There is no significant investment outstanding as at 31 March 2022. Hence, sensitivity analysis is not given.

44.| Capital management

The Company''s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. The management monitors the return on capital, as well as the level of dividends to equity shareholders. The Company''s objective when managing capital are to: (a) maximise shareholders value and provide benefits to other stakeholders and (b) maintain an optimal capital structure to reduce the cost of capital. The Company may take appropriate steps in order to maintain or adjust its capital structure.

45.| Segment information

See accounting policy in note 3(u)

The Company has presented segment information in the Consolidated financial statements which are presented in the same annual report. Accordingly, in terms of paragraph 4 of Ind AS 108 ''Operating segment'', no disclosures related to segments are presented in these Standalone financial statements.

46.| The Company has established a comprehensive system of maintenance of information and documents as required by the transfer pricing regulations under Sections 92-92F of the Income-tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company continuously updates its documents for the international transactions entered into with the associated enterprises during the financial year. The management is of the opinion that its international transactions are at arm''s length so that the aforesaid legislation will not have any impact on the Standalone financial statements, particularly on the amount of tax expense for the year and that of provision for taxation.

49.| Estimation of uncertainty due to COVID-19 pandemic

The Company has considered the possible risk that may result from the pandemic relating to COVID-19 on the carrying amounts of assets including inventories, receivables, investments and other financial and non-financial assets. As per the assessment carried out by the Company based on the internal and external information available up to the date of approval of these standalone financial statements, the Company does not foresee any uncertainty related to recoverability or liquidation of the aforesaid assets and also about the ability of the nonfinancial assets to generate future economic benefits.

However, the impact assessment of COVID-19 is a continuing process given the uncertainties associated with its nature and duration. The impact of the global health pandemic may be different from that estimated as at the date of approval of these Standalone financial statements and the Company will continue to closely monitor for any material changes to future economic conditions.

5Q.| Other Statutory information

(i) Details of benami property held

No proceedings have been initiated on or are pending against the company for holding benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and Rules made thereunder.

(ii) Borrowing secured against current assets

The Company has taken working capital borrowings from banks and financial institutions on the basis of security of current assets. The quarterly statement filed to the banks and financial institutions are in agreement with the books of accounts:

(iii) Willful defaulter

The company have not been declared willful defaulter by any bank or financial institution or government or any government authority.

(v) Compliance with number of layers of companies

The Company has complied with the number of layers prescribed under the Companies Act, 2013.

(vi) Compliance with approved scheme(s) of arrangements

The Company has not entered into any scheme of arrangement which has an accounting impact on current or previous financial year.

(vii) Utilisation of borrowed funds and share premium

No funds have been advanced or loaned or invested funds (either 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 to or on behalf of the Ultimate Beneficiaries.

(viii) Undisclosed income

The Company do not have not any such transactions which are not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961

(ix) Details of crypto currency or virtual currency

The company has not traded or invested in crypto currency or virtual currency during the current or previous year.

(x) Valuation of PP&E, intangible asset and investment property

The company has not revalued its property, plant and equipment (including right-of-use assets) or intangible assets or both during the current or previous year.

(xi) Registration of charges or satisfaction with Registrar of Companies

There are no charges or satisfaction which are yet to be registered with the Registrar of Companies beyond the statutory period.

(xii) Utilisation of borrowings availed from banks and financial institutions

The borrowings obtained by the company from banks and financial institutions have been applied for the purposes for which such loans were was taken.


Mar 31, 2018

Notes:

(a) As at 31 March 2018, Property, plant and equipment with carrying amount of Rs, 106,036.35 lakhs (31 March 2017: Rs, 106,423.43 lakhs) are subject to first charge to secure borrowings (refer note 19).

(b) Closing gross carrying amount includes Research and Development assets (Building, Plant and equipment, Furniture and fittings and Office equipment) of Rs, 1,446.01 lakhs (31 March 2017: Rs, 1,254.12 lakhs) and Net Block of Rs, 916.29 lakhs (31 March 2017: Rs, 815.95 lakhs). Additions for the Research and development assets during the year 2017-18 is Rs, 191.89 lakhs.

(c) During the previous year ended 31 March 2017, on the basis of technical report obtained from an independent valuer, the management had reassessed estimated useful life of Plant and equipment and Buildings with effect from 1 April 2016. As a result, the depreciation charge for the previous year ended 31 March 2017 was lower by Rs, 2,859.93 lakhs and profit before tax for the previous year ended 31 March 2017 was higher by Rs, 2,859.93 lakhs.

redeemable at par, in part or in full, anytime on or after 12 months from the date of allotment or convertible into equity shares at the end of 10 years from the date of allotment at a price equal to Net Asset Value as per the last audited Balance Sheet of Equal Commodeal Private Limited.

During the previous year ended 31 March 2017, the terms of the existing OCDs were amended and accordingly, by way of approval of the board of directors, passed at the meeting held on 31 March 2017, the above OCDs stand as Fully Convertible Debentures (FCD) into equity shares, at par, of full value of Rs, 8,000 lakhs, at the end of the maturity, with option with the FCD holder to opt for an early conversion at any time during the tenure of the FCD. The coupon payments of 1.5% p.a. compounded quarterly were also revised to be paid discretionarily at the discretion of the issuer company

Investments in mutual funds amounting to Rs, Nil (31 March 2017: Rs, 25.08 lakhs) are pledged with banks against various credit facilities availed by the Company

Information about the Company''s exposure to fair value measurement, credit and market risk and are included in note 42 and note 43.

C. Equity shares designated at fair value though other comprehensive income (FVOCI)

As at 1 April 2016, the Company designated the investments shown below as equity instruments at FVOCI because these equity instruments represent investments that the Company intends to hold for long-term for strategic purposes.

Equity shares of ACC Limited and New Delhi Television Limited were sold for Rs, Nil (31 March 2017: Rs, 19.31 lakhs).

(a) For receivables secured against borrowings, refer note 19.

(b) Non-current trade receivables include an amount of Rs, 798.79 lakhs (31 March 2017: Rs, 798.79 lakhs) due from a customer which is currently under arbitration. Based on the merits of the case, the management believes that the outcome of the said proceedings would be in favour of the Company

(c) No trade or other receivables are due from directors or other officers of the Company either severally or jointly with any other person. Nor any trade or other receivables are due from firms or private companies respectively in which any director is a partner, a director or a member

(d) Information about the Company''s exposure to credit and currency risks, and loss allowances related to trade receivables are disclosed in note 43.

B. Rights, preferences and restrictions attached to equity shares

The Company has a single class of equity shares with par value of Rs, 1 per share. Accordingly, all equity shares rank equally with regard to dividends and share in the Company''s residual assets on winding up. The equity shareholders are entitled to receive dividend as declared by the Company from time to time. The voting rights of an equity shareholder on a poll (not on show of hands) are in proportion to its share of the paid-up equity capital of the Company

On winding up of the Company, the holders of equity shares will be entitled to receive the residual assets of the Company, remaining after distribution of all preferential amounts, in proportion to the number of equity shares held.

C. Employee stock option

See accounting policy in note 3(g)(ii).

The terms attached to stock options granted to employees are described in note 39 regarding share based payment.

G. Aggregate number of shares issued for consideration other than cash during the period of five years immediately preceding the reporting date

During the year ended 31 March 2016, 32,675,297 equity shares of Rs, 1 each have been allotted as fully paid up pursuant to conversion of Deep Discount Debentures (DDD) into 32,675,297 equity shares of Rs, 1 each at a price of Rs, 19 per equity share (including a premium of Rs, 18 per equity share) on 25 March 2016 to Himadri Coke & Petro Limited, a related party, on preferential basis for consideration other than cash.

The description, nature and purpose of each reserve within equity are as follows:

(a) Capital reserve: Capital reserve represents profit or loss on purchase, sale, issue or cancellation of the Company''s own equity instruments.

(b) Security premium reserve: Security premium reserve is credited when shares are issued at premium. It is utilized in accordance with the provisions of the Act, to issue bonus shares, to provide for premium on redemption of shares or debentures, write-off equity related expenses like underwriting costs etc.

(c) Debenture redemption reserve (DRR): The Company has issued redeemable non-convertible debentures. Accordingly, the Companies (Share capital and Debentures) Rules, 2014 (amended), requires the Company to create DRR out of profits of the Company available for payment of dividend. DRR is required to be created for an amount which is equal to 25% of the value of debentures issued.

The movement is on account of following:

(i) On redemption of 9.6% redeemable non-convertible debentures, Rs, 1,750 lakhs (31 March 2017: Rs, Nil) lying in DRR was transferred to General reserve. The Company has complied with requisite provisions of the Act, as applicable.

(ii) Rs, 428.56 lakhs (31 March 2017: Rs, 678.56 lakhs) was transferred from Retained earnings to DRR for the purpose of redemption of debentures.

(d) General reserve: The general reserve is used from time to time to transfer profits from retained earnings for appropriation purposes.

On redemption of 9.6% redeemable non-convertible debentures, Rs, 1,750 lakhs (31 March 2017: Rs, Nil) lying in Debenture redemption reserve was transferred to General reserve.

(e) Share option outstanding reserve: The Company has a stock option scheme under which options to subscribe for the Company''s share have been granted to certain executives and senior employees. The share option outstanding reserve is used to recognize the value of equity-settled share based payments provided to employees, including certain key management personnel, as part of their remuneration. Refer note 39 for further details of these plans.

(f) Retained earnings

It comprise of accumulated profit/ (loss) of the Company. The movement is on account of following:

(i) Rs, 24,257.46 lakhs (31 March 2017: Rs, 8,117.37 lakhs) was on account of profit made by the Company

(ii) Rs, 428.56 lakhs (31 March 2017: Rs, 678.56 lakhs) was transferred to debenture redemption reserve for the purpose of redemption of debentures.

(iii) Rs, 13.58 lakhs (31 March 2017: Rs, 11.69 lakhs) was on account of remeasurement of defined benefit liability/ asset.

(iv) Rs, 503.59 lakhs (31 March 2017: Rs, 251.79) was on account of dividend distribution (inclusive of dividend distribution tax).

(g) Effective portion of cash flow hedge: This comprises the effective portion of the cumulative net change in the fair value of cash flow hedging instruments related to hedging transactions that have not matured.

(h) Equity instruments through OCI: The Company has elected to recognise changes in the fair value of certain investments in equity securities in other comprehensive income. These changes are accumulated within the equity instruments through OCI shown under the head other equity. The Company transfers amounts therefrom to retained earnings when the relevant equity securities are derecognized.

Information about the Company''s exposure to interest rate, currency and liquidity risks related to borrowings is disclosed in note 43.

A. Terms of repayment/ conversion/ redemption

(a) Bonds and Debentures

(i) The Company, on 29 October 2013, had issued 500 12.50% Redeemable non-convertible debentures of face value of Rs, 1,000,000 each aggregating Rs, 5,000 lakhs to be redeemed at par at the end of 7 years from the date of allotment on private placement basis to Life Insurance Corporation of India.

(ii) The Company, on 24 August 2010, had issued 2,500,000 10% Redeemable non-convertible debentures of face value of Rs, 400 each aggregating Rs, 10,000 lakhs to be redeemed at par at the end of 10 years from the date of allotment on private placement basis to Life Insurance Corporation of India.

(iii) The Company, on 28 June 2010, had issued 1,000 9.60% Redeemable non-convertible debentures of face value of Rs, 1,000,000 each aggregating Rs, 10,000 lakhs to be redeemed at par at the end of 10 years from the date of allotment on private placement basis to ICICI Bank Limited. These debentures can be redeemed at par on or after 7 years from the date of allotment, at the option of the either party. During the current year, the debenture holder has exercised its put option of redemption and accordingly these non-convertible debentures were redeemed on 28 June 2017.

(iii) The Company had been granted sales tax deferment by the Government of Andhra Pradesh under the “Target 2000 - New Industrial Policy”. The same is repayable from the end of the 14th year without payment of interest during the period from August 2014 to October 2017. During the current year, the Company has made repayment of Rs, 61.42 lakhs (31 March 2017: Rs, 102.46 lakhs).

(iv) Loans against vehicles and equipments are for a period of three to five years and repayable by way of equated monthly instalments.

B. Details of security

(i) 12.50% and 10% Redeemable non-convertible debentures issued to Life Insurance Corporation of India, aggregating to Rs, 15,000 lakhs are secured by way of Equitable Mortgage on land situated at Mouza Maharaj Pura Dist - Mahsana (Gujarat), First Pari Passu charge on immovable properties (Leasehold Land) situated at Mahistikry and hypothecation of all movable property, plant and equipment (including plant and equipment) of the Company in favour of Axis Trustee Services Limited, being the trustee of the debenture holders.

(ii) Rupee term loans from Axis Bank Limited is secured by way of mortgage of immovable properties situated at Mahistikry Unit (Leasehold Land), Liluah Unit, and Vishakhapatnam Unit and hypothecation of all movable property, plant and equipment on pari passu basis with other lenders.

Rupee term loans from IDFC Bank Limited is secured by way of mortgage of immovable properties situated at Mahistikry Unit (Leasehold Land), Liluah Unit, and Vishakhapatnam Unit and hypothecation of movable property, plant and equipment situated at Mahistikry Unit (Leasehold Land), Liluah Unit, and Vishakhapatnam Unit on pari passu basis with other lenders. Further rupee term loan from State Bank of India being personally guaranteed by the promoter directors of the Company

(iii) Foreign currency borrowings from ICICI Bank Limited is secured by way of mortgage of immovable properties (Leasehold Land) and hypothecation of movable property, plant and equipment situated at Mahistikry on pari passu basis with other secured lenders.

(iv) Loans against vehicles and equipment are secured by way of hypothecation of the underlying asset financed.

(v) Working capital loans from banks aggregating to Rs, 24,456.91 lakhs (31 March 2017: Rs, 29,595.64 lakhs) are secured by hypothecation of currents assets of the Company both present and future on pari passu basis. Further, working capital loan from bank aggregating to Rs, 12,848.15 lakhs (31 March 2017: Rs, 2,655.47 lakhs) is also secured by subservient charge on moveable property, plant and equipment of the Company. These loans include Rs, 1.90 lakhs (31 March 2017: Rs, 1,038.19 lakhs), being personally guaranteed by the promoter directors of the Company

Information about the Company''s exposure to interest rate and currency risks related to derivatives is disclosed in note 43.

Movement of provision for litigation during the year as required by Ind AS 37: “Provisions, Contingent Liabilities and Contingent Asset” specified under Section 133 of the Companies Act, 2013, the Company as a prudent measure had made provisions in the earlier year amounting to Rs, 78.42 lakhs representing estimates made mainly for probable claims arising out of disputes pending with the sales tax authorities. The probability and timing of the outflow with regard to these matters depend upon the ultimate settlement with the relevant authorities. The carrying amount at the beginning of the year was Rs, 78.42 lakhs, provision of Rs, Nil made during the year and the closing amount of Rs, 78.42 lakhs is carried forward at the end of the year and neither the amount has been used nor the used amount reversed during the year under audit.

* Upto 30 June 2017, Revenue from operations are gross of excise duty Effective 1 July 2017, Revenue from operations are net of Goods and Service Tax. Accordingly, the figures for the previous year is not comparable.

(c) Details of expenditure on corporate social responsibility (CSR)

As per section 135 of the Act, a Company meeting the applicability threshold, needs to spend at least 2% of its average net profit for the immediate preceeding three financial years on CSR activities. The area of CSR activity are eradicating hunger, poverty and malnutrition, promoting education, promoting healthcare including preventive healthcare. A CSR committee has been formed by the Company as per the Act.

Note:

(i) Cash outflows for the above are determinable only on receipt of judgments pending at various forums/ authorities. The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liabilities where applicable, in its financial statements. The Company does not expect the outcome of these proceedings to have a materially adverse effect on its financial position.

(ii) The Company had filed Writ petition on 7 January 2013 before the Hon''ble High Court of Calcutta and challenged the constitutional validity of Entry Tax levied by the Government of West Bengal. The Hon''ble High Court of Calcutta during the earlier year, passed an order on 24 June 2013 declaring The West Bengal tax on Entry of Goods into Local Areas Act, 2012 as unconstitutional against which the government filed an appeal which is still pending to be disposed off. In the opinion of the management, there is a strong merit of the case; hence the Company has not made provision for entry tax liability in the books for the current year and during the earlier years.

(iii) The Company had issued corporate guarantee in favour of banker on behalf of its one step down subsidiary

- AAT Global Limited for the purpose of availing working capital loan. This corporate guarantee was issued in USD.

(iv) A search u/s 132 of the Income Tax Act, 1961(“the Act”) was conducted by the Income Tax Department at all the premises/factories of the Company during the previous year ended 31 March 2017. As per the applicable provisions of the Act, the Income Tax Department will reassess the taxable income of the Company for the Assessment year 2011 -12 to 2016-17 by issuing notice u/s 153A of the Act. Notice has been received by the Company on 20 April 2017 and the Company filed all returns u/s 153A of the Act declaring the same income and income tax liability as was declared in the original return filed u/s 139(1). The management as per internal assessment and based on independent legal opinion, does not foresee any material financial liability on this account.

(b) The Company has taken various commercial premises and equipment under cancellable operating leases. These lease agreements are normally renewed on expiry. Lease payments recognized in Standalone Statement of Profit and Loss with respect to operating leases Rs, 167.50 lakhs (31 March 2017: Rs, 187.34 lakhs) has been included as rent in note 32 ''Other expenses''.

37. Research and development expenses

See accounting policy in note 3(e)

Research and development expenses aggregating to Rs, 326.22 lakhs (31 March 2017: Rs, 257.44 lakhs) in the nature of revenue expenditure and Rs, 191.89 lakhs (31 March 2017: Rs, 94.56 lakhs) in the nature of capital expenditure have been included under the relevant account heads.

For details about the related employee benefit expenses, refer note 30.

Defined contribution

The expense for defined contribution plans amounted to Rs, 168.64 lakhs (31 March 2017: Rs, 133.39 lakhs). Out of these, Rs, 125.71 lakhs (31 March 2017: Rs, 103.30 lakhs) pertains to provident fund plan and Rs, 42.93 lakhs (31 March 2017: Rs, 30.09 lakhs) pertains to superannuation fund plan.

Defined benefits - Gratuity

The Company''s gratuity benefit scheme for its employees in India is a defined benefit plan (funded).

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. The Company does not fully fund the liability and maintains a target level of funding to be maintained over a period of time based on estimation of expected gratuity payments.

Inherent risk

The plan is defined benefit in nature which is sponsored by the Company and hence it underwrites all the risk pertaining to the plan. In particular, this exposes the Company to actuarial risk such as adverse salary growth, change in demographic experience, inadequate return on underlying plan assets. This may result in an increase in cost of providing these benefits to employees in future. Since the benefits are lump sum in nature, the plan is not subject to longevity risk.

These defined benefit plans expose the Company to actuarial risks, such as interest rate risk, demographic risk, salary inflation risk and market (investment) risk.

The following tables analyse present value of defined benefit obligations, expense recognized in Standalone Statement of Profit and Loss, actuarial assumptions and other information.

39. Share based payments

See accounting policy in note 3(g)(ii)

A. Description of share-based payment arrangement

At 31 March 2018, the Company has the following share based payment arrangement: Himadri Employees Stock Option Plan 2016 (equity-settled)

The Company at its 28th Annual General Meeting held on 24 September 2016, has approved “Himadri Employees Stock Option Plan 2016” (ESOP 2016 or Plan) for granting 4,000,000 Employees Stock Options to certain “eligible employees”. The plan is administered by the Nomination and Remuneration Committee of the Board (“Committee”) in compliance with the provisions of SEBI (Share Based Employee Benefits) Regulations, 2014 and other applicable provisions of the Companies Act. 2013 for the time being in force. The Committee has granted 1,304,600 options to its employees on 5 January 2017 under the approved ESOP 2016 Plan to be exercised at a price of '' 19 per share. The options are vested after 1 year but not later than 5 years from the the date of grant of options, and the said options can be exercised any time within a period of 5 years from the date of vesting and will be settled by way of equity shares in accordance with the aforesaid plan. The quantum of options to be vested periodically are specified in grant letters issued to each employees. The key terms and conditions related to the grants under this plan are as follows; all options are to be settled by the delivery of shares.

B. Measurement of fair values

Equity-settled share based payment arrangements

The fair value of employee share options, see (A) above, has been measured using Black Scholes Merton Model.

Expected volatility has been based on an evaluation of the historical volatility of the Company''s share price, particularly over the historical period commensurate with the expected term. The expected term of the instruments has been based on historical experience and general option holder behavior Expected life of the Options has been calculated on the assumption that options would exercise within one year from the date of vesting.

The fair value of option on the date of grant have been done by an independent valuer appointed by the management using the Black Scholes Merton Model.

Weighted Average Fair value of the options granted during the year is Rs, Nil (31 March 2017: Rs, 325.40 lakhs).

* Expected volatility on the Company''s stock price on National Stock Exchange based on the data commensurate with the expected life of the options up to the date of grant.

** Expected dividend on underlying shares is taken as 10% on market price as on the date of grant.

The options outstanding at 31 March 2018 have an exercise price of Rs, 19 (31 March 2017: Rs, 19) per share and a weighted average remaining contractual life of 3.39 years (31 March 2017: 4.39 years).

D. Expense recognized in Standalone Statement of Profit and Loss

During the year ended 31 March 2018, the Company has charged Rs, 103.79 lakhs (31 March 2017: Rs, 25.40 lakhs) as share based payment equity-settled expenses and the first vesting date is 31 August 2018, refer note 30.

B. Other related parties with whom transactions have taken place during the year

i) Key Management Personnel (KMP) and their relatives

Name of the related parties Relationship

Mr. Bankey Lal Choudhary, Managing Director Key Management Personnel (KMP)

Mr. Shyam Sundar Choudhary, Executive Director Key Management Personnel (KMP)

Mr. Vijay Kumar Choudhary, Executive Director Key Management Personnel (KMP)

Mr. Anurag Choudhary, Chief Executive Officer Key Management Personnel (KMP)

Mr. Amit Choudhary, President - Projects Key Management Personnel (KMP)

Mr. Tushar Choudhary, President - Operations Key Management Personnel (KMP)

Mr. Kamlesh Kumar Agarwal - Chief Financial Officer Key Management Personnel (KMP)

Mr. Bajrang Lal Sharma - Company Secretary Key Management Personnel (KMP)

Mr. Damodar Prasad Choudhary, Chairman Emeritus Relative of KMPs

Mrs.Sushila Devi Choudhary Relative of KMPs (wife of Mr.Damodar Prasad

Choudhary)

Mrs.Sheela Devi Choudhary Relative of KMPs (wife of Mr.Shyam Sundar

Choudhary)

Mrs.Saroj Devi Choudhary Relative of KMPs (wife of Mr.Bankey Lal

Choudhary)

Mrs.Kanta Devi Choudhary Relative of KMPs (wife of MrVijay Kumar

Choudhary)

ii) Non-Executive Directors Name of the related parties

Mr. Sakti Kumar Banerjee, Non-Executive Independent Director Mr. Hardip Singh Mann, Non-Executive Independent Director Mr. Santimoy Dey, Non-Executive Independent Director Mr. Hanuman Mal Choraria, Non-Executive Independent Director Ms Rita Bhattacharya, Nominee Director (Non-Executive) of LICI Mr. Santosh Kumar Agrawala, Non-Executive Independent Director

Mr. Suryakant Balkrishna Mainak, Non-Executive Independent Director_

C. Enterprises controlled by the Key Managerial Personnel or their relatives

Himadri Credit & Finance Limited Himadri Coke & Petro Limited Himadri Industries Limited Sri Agro Himghar Limited Himadri e-Carbon Limited Nanhey Lal Mohini Devi Foundation Bharat Seva Nidhi

D. Entities with significant influence over the Company BC India Investments

Himadri Dyes & Intermediates Limited

As the future liability for gratuity is provided on an actuarial basis for the Company as a whole, the amount pertaining to the key management personnel is not ascertainable and, therefore, not included above. Based on the recommendation of the Nomination and Remuneration Committee, all decisions relating to the remuneration of the KMP''s are taken by the Board of Directors of the Company, in accordance with shareholders'' approval, wherever necessary.

H. Details of loans, investments and guarantee covered under Section 186(4) of the Companies Act, 2013

a. Details of loan: Loan given to Equal Commodeal Private Limited for business purpose, bears interest rate of 9% p.a. compounded quarterly and is repayable on or before 28 September 2023 (refer note 11).

b. Details of investments: Particulars of investments as required under Section 186(4) of the Companies Act, 2013 have been disclosed in note 7.

I. Terms and conditions of transactions with related parties

The purchase from a related parties is made in the ordinary course of business and on terms equivalent to those that prevail in arm''s length transactions with other vendors. Outstanding balances at the year-end is unsecured and settlement occurs in cash.

For the year ended 31 March 2018, the Company has not recorded any impairment of receivables relating to amounts owed by a related parties. This assessment is undertaken in each financial year through examining the financial position of the related parties and the market in which the related party operates.

42. Fair value measurement

See accounting policy in note 3(v)

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

A. Accounting classification and fair value

The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their level in the fair value hierarchy

The management assessed that trade receivables, cash and cash equivalent, bank balances other than cash and cash equivalent, trade payable and other financial assets and liabilities approximate their carrying amounts largely due to the short term maturities of these instruments. The Company''s borrowings have been contracted at market rates of interest. Accordingly, the carrying value of such borrowings approximate fair value.

B. Measurement of fair values

The Company has established the following fair value hierarchy that categories the value into 3 levels. The inputs to valuation techniques used to measure fair value of financial instruments are:

Level 1: The hierarchy uses quoted (adjusted) prices in active markets for identical assets or liabilities. The fair value of all bonds which are traded in the stock exchanges is valued using the closing price or dealer quotations as at the reporting date.

Level 2: The fair value of financial instruments that are not traded in an active market (for example traded bonds, over the counter derivatives) is determined using valuation techniques which maximize the use of observable market data and rely as little as possible on company specific estimates. The mutual fund units are valued using the closing net asset value. 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.

The following methods and assumptions were used to estimate the fair values:

(a) The fair value of the quoted investments/units of mutual fund schemes are based on market price/net asset value at the respective reporting date.

(b) The fair value of the quoted /unquoted investments included in level 3 are based on the cost approach to arrive at their fair value. The cost of unquoted investments approximate the fair value because there is a range of possible fair value measurements and the cost represents estimate of fair value within that range.

(c) The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.

(d) The fair value of forward foreign exchange contracts is calculated as the present value determined using forward exchange rates and interest rate curve of the respective currencies.

(e) The fair value of currency swap is calculated as the present value determined using forward exchange rates, currency basis spreads between the respective currencies and interest rate curves.

(f) The fair value of the remaining financial instruments is determined using discounted cash flow analysis. The discount rate used is based on management estimates.

The significant observable inputs used in the fair value measurement of the fair value hierarchy of level 3 inputs like discounted cash flows, market multiple method, option pricing model etc.

There were no transfer of financial assets or liabilities measured at fair value between level 1 and level 2, or transfer into or out of level 3 during the year ended 31 March 2018 and 31 March 2017 Reconciliation of level 3 fair value measurements

The following table shows a reconciliation from opening balances to closing balances for level 3 for fair values on a recurring basis.

43. Financial risk management

The Company has exposure to the following risks arising from financial instruments:

(i) Credit risk

(ii) Liquidity risk

(iii) Market risk

Risk management framework

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

The Company''s activities expose it to a variety of financial risks, including market risk, credit risk and liquidity risk. The Company''s primary risk management focus is to minimise potential adverse effects of market risk on its financial performance. The Company uses derivative financial instruments to mitigate foreign exchange related risk exposures. Foreign currency options contract are entered to hedge certain foreign currency risk exposures and interest rate swaps to hedge variable interest rate exposures. The Company''s exposure to credit risk is influenced mainly by the individual characteristic of each customer and the concentration of risk from the top few customers. The Company''s risk management assessment and policies and processes are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls, and to monitor such risks and compliance with the same. Risk assessment and management policies and processes are reviewed regularly to reflect changes in market conditions and the Company''s activities.

This note presents information about the Company''s exposure to each of the above risks, the Company''s objectives, policies and processes for measuring and managing risk, and the Company''s management of capital.

The Company has standard operating procedures and investment policy for deployment of surplus liquidity, which allows investment in debt securities and mutual fund schemes of debt categories only and restricts the exposure in equity markets.

(i) Credit risk

Credit risk is the risk of financial loss of the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally form the Company receivables from customers and loans. Credit arises when a customer or counterparty does not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing/investing activities, including deposits with bank, mutual fund investments, investments in debt securities, foreign exchange transactions and financial guarantees. The Company has no significant concentration of credit risk with any counterparty. The carrying amount of financial assets represent the maximum credit risk exposure.

Trade receivable

The management has established a credit policy under which each new customer is analysed individually for creditworthiness before the Company''s standard payment and delivery terms and conditions are offered. The Company''s export sales are backed by letters of credit . The Company bifurcates the Domestic Customers into Large Corporates, Distributors and others for Credit monitoring. The Company maintains adequate security deposits for sales made to its distributors. The Company''s review includes external ratings, if they are available, financial statements, credit agency information, industry information and in some cases bank references.

Exposure to credit risks

The Company''s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However management also considers the factors that may influence the credit risk of its customer base, including the default risk associated with the industry and country in which customer operates. The Company limits its exposure to credit risk from trade receivables by establishing a maximum payment period of three months for customers.

Trade receivables are primarily unsecured and are derived from revenue earned from customers. Credit risk is managed through credit approvals, establishing credit limits and by continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. As per simplified approach, the Company makes provision of expected credit lossed on trade receivables using a provision matrix to mitigate the risk of default payments and makes appropriate provisions at each reporting date whenever is for longer period and involves higher risk. On account of adoption of Ind AS 109, the Company uses expected credit loss model to assess the impairment loss or gain. The Company uses a provision matrix to compute the credit loss allowance for trade receivables.

(a) Currency risk

Foreign currency risk is the risk impact related to fair value or future cash flows of an exposure in foreign currency, which fluctuate due to changes in foreign exchange rates. The Company''s exposure to the risk of changes in foreign exchange rates relates primarily to the foreign currency borrowings, import of raw materials and spare parts, capital expenditure, exports of finished goods. The currency in which these transactions are primarily denominated as USD and JPY The Company manages currency exposures within prescribed limits, through use of forward exchange contracts. Foreign exchange transactions are covered with strict limits placed on the amount of uncovered exposure, if any, at any point of time.

The Company evaluates exchange rate exposure arising from foreign currency transactions. The Company follows established risk management policies and standard operating procedures. It uses derivative instruments like foreign currency swaps and forwards to hedge exposure to foreign currency risk. When a derivative is entered into for the purpose of being a hedge, the Company negotiates the terms of those derivatives to match the terms of the hedged exposure.

Sensitivity analysis

A reasonably possible strengthening (weakening) of the USD and JPY against Indian rupee at 31 March would have affected the measurement of financial instruments denominated in a foreign currency and affected equity and profit or loss by the amount shown below. This analysis assumes that all other variables, in particular interest rates , remain constant and ignores any impact of forecast sales and purchases.

(b) 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 exposure to the risk of changes in market interest rates related primarily to the Company''s current borrowing (excluding commercial paper and others) with floating interest rates. For all non-current with floating rates, the risk of variation in the interest rates in mitigated through interest rate swaps. The Company constantly monitors the credit markets and rebalances its financing strategies to achieve an optimal maturity profile and financing cost.

Sensitivity analysis

Fixed rate instruments that are carried at amortized cost are not subject to interest rate risk for the purpose of sensitivity analysis.

Interest rate sensitivity has been calculated assuming the borrowings outstanding at the reporting date have been outstanding for the entire reporting period and all other variables, in particulars foreign currency exchange rates, remain constant. Further, the calculation for the unhedged floating rate borrowing have been done on the notional value of the foreign currency

(c) Equity price risks

The Company''s quoted and unquoted equity instruments are susceptible to market price risk arising from uncertainties about future values of the investment securities. The reports on the equity portfolio are submitted to the Company''s senior management on a regular basis. The senior management reviews and approves all equity investment decisions.

Sensitivity analysis

Investment in equity instruments of the Company are listed on the Bombay Stock Exchange (BSE), National Stock Exchange (NSE) and Calcutta Stock Exchange (CSE) in India. The table below summarizes the impact of increase/decrease of the Nifty 50 index on the Company''s equity and profit for the period. The analysis is based on the assumption that the NSE nifty 50 equity index had increased/decreased by 10% with all other variables held constant, and that all the Company''s equity instruments moved in line with the index.

(d) Hedge accounting

Currency risk-Transactions in foreign currency

The Company is exposed to transactional foreign currency risk to the extent that there is a mismatch between the currencies in which sales and interest rate exposures are denominated. The currencies in which these transactions are primarily denominated are US dollars and JPY Yens. The Company buys and sells derivatives, and also incurs financial liabilities, in order to manage market risks. All such transactions are carried out as per the risk managemnet policy of the Company

The Company holds derivative financial instruments such as foreign currency forward, cross currency swaps, interest rate swaps and option contracts to mitigate the risk of changes in exchange rates on foreign currency exposures. The Company''s risk management policy is to hedge its foreign currency exposure in respect of firm commitments and highly probable forecasted transactions and interest rate risks. The counterparty for these contracts is generally a bank or a financial institution.

The Company determines the existence of an economic relationship between the hedging instrument and hedged item based on the currency, amount and timing of their respective cash flows. The Company assesses whether the derivative designated in each hedging relationship is expected to be and has been effective in offsetting changes in cash flows of the hedged item. In order to designate a derivative contract as an effective hedge, the management objectively evaluates and evidence with appropriate underlying documents of each contract whether the contract is effective in offsetting cash flow attributable to the hedged risk. The Company applies a hedge ratio of 1:1.

In these hedging relationships, the main sources of ineffectiveness are :

- the effect of the counterparty and the Company''s own credit risk on the fair value of the forward exchange contracts, which is not reflected in the change in the fair value of the hedged cash flows attributable to the change in exchange rates; and

- changes in the timing of the hedged transactions.

Interest rate risk

The Company adopts a policy of hedging its certain interest rate risk exposure is at a fixed rate. This is achieved partly by entering into fixed-rate instruments and partly by borrowing at a floating rate and using interest rate swaps as hedges of the variability in cash flows attributable to movements in interest rates. The Company applies a hedge ratio of 1:1.

The Company determines the existence of an economic relationship between the hedging instrument and hedged item based on the reference interest rates, tenors, repricing dates and maturities and the notional of hedging instruments or par amounts of hedged items.

In these hedging relationships, the main sources of ineffectiveness are:

- the effect of the counterparty and the Company''s own credit risk on the fair value of the swaps, which is not reflected in the change in the fair value of the hedged cash flows attributable to the change in interest rates; and

- differences in re-pricing dates between the swaps and the borrowings.

The following table gives details in respect of outstanding foreign currency forward, cross currency swaps, interest rate swaps and option contracts:

All derivative contracts outstanding as at year end are marked to market. The Company has applied hedge accounting principles. Hedge effectiveness is determined at the inception of the hedge relationship, and through periodic prospective effectiveness assessments to ensure that an economic relationship exists between the hedged item and hedging instrument, including whether the hedging instrument is expected to offset changes in cash flows of hedged items. If the hedge ratio for risk management purposes is no longer optimal but the risk management objective remains unchanged and the hedge continues to qualify for hedge accounting, the hedge relationship will be rebalanced by adjusting either the volume of the hedging instrument or the volume of the hedged item so that the hedge ratio aligns with the ratio used for risk management purposes. Any hedge ineffectiveness is calculated and accounted for in Statement of Profit and Loss at the time of the hedge relationship rebalancing.

Accordingly, net exchange fluctuation loss/ (gain) aggregating to Rs, (108.05) lakhs [31 March 2017: Rs, (168.36 lakhs)], being the effective portion of the contract designated as effective hedge for future cash flows has been recognized in the other comprehensive income.

The following table provides quantitative information about offsetting of derivative financial assets and derivative financial liabilities:

44. Capital management

The Company''s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. The management monitors the return on capital, as well as the level of dividends to equity shareholders. The Company''s objective when managing capital are to: (a) to maximize shareholders value and provide benefits to other stakeholders and (b) maintain an optimal capital structure to reduce the cost of capital.

The Company monitors capital using debt-equity ratio, which is total debt less investments divided by total equity

For the purpose of the Company''s capital management

(a) Debt is defined as non-current borrowings, current borrowings and current maturities of long-term debts as described in note 19 and 22.

(b) Equity includes Issued, subscribed and fully paid-up equity share capital and other equity attributable to the equity holders of the Company as described in note 17 and 18.

1 Segments information

See accounting policy in note 3(u)

In accordance with Ind AS 108 “Operating Segments”, segment information has been given in the Consolidated financial statements of the Company, and therefore, no separate disclosure on segment information is given in these standalone financial statements.

2. Government grant (Ind AS 20): Other operating revenues includes Incentives against capital investments, under State Investment Promotion Scheme of '' Nil (31 March 2017: '' 557.06 lakhs).

3. The Company has established a comprehensive system of maintenance of information and documents as required by the transfer pricing regulations under Sections 92-92F of the Income-Tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company continuously updates its documents for the international transactions entered into with the associated enterprises during the financial year. The management is of the opinion that its international transactions are at arm''s length so that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense for the year and that of provision for taxation.

Proposed dividends on equity shares are subject to approval at the annual general meeting and are not recognized as a liability (including dividend distribution tax thereon) as at 31 March 2018.

4. Disclosure on specified bank notes (SBNs)

The disclosures regarding details of specified bank notes held and transacted during 8 November 2016 to 30 December 2016 has not been made since the requirement does not pertain to financial year ended 31 March 2018. Corresponding amounts as appearing in the audited standalone financial statements for the period ended 31 March 2017 have been disclosed.

5. The Shareholders by way of special resolution dated 24 September 2016, at Annual General Meeting, have authorized the Nomination and Remuneration Committee (“the Committee”) to grant options to the employees under the Himadri Employee Stock Option Plan 2016 (“ESOP 2016”). Accordingly, the Committee has further granted 26,95,000 (Twenty six lakhs ninety five thousand only) options as Grant II on 8 May 2018, to its eligible employees (with each such option conferring a right upon the employee to apply for one equity share of the Company) under the ESOP 2016. The face value of each equity share is Rs, 1/- and exercise price per option/equity share is Rs, 140 per share, and the options shall vest after 1 year but within 5 years from the date of such grant.


Mar 31, 2017

1. Research and development expenses

See accounting policy in note 3(p)

Research and development expenses aggregating to Rs, 257.44 lakhs (31 March 2016: Rs, 238.20 lakhs) in the nature of revenue expenditure and Rs, 94.56 lakhs (31 March 2016: Rs, Nil) in the nature of capital expenditure have been included under the relevant account heads.

For details about the related employee benefit expenses, refer note 28 Defined contribution

The expense for defined contribution plans amounted to Rs, 133.39 lakhs and Rs, 116.20 lakhs for the year ended 31 March 2017 and 31 March 2016 respectively. Out of these, Rs, 103.30 lakhs (31 March 2016: Rs, 88 lakhs) pertains to provident fund plan and Rs, 30.09 lakhs (31 March 2016: Rs, 28.20 lakhs) pertains to superannuation fund plan.

Defined benefits - Gratuity

The Company''s gratuity benefit scheme for its employees in India is a defined benefit plan (funded).

The Company provides for gratuity from 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. The Company does not fully fund the liability and maintains a target level of funding to be maintained over a period of time based on estimation of expected gratuity payments.

These defined benefit plans expose the Company to actuarial risks, such as currency risk, interest risk and market (investment) risk.

The Company expects to pay Rs, 100.44 lakhs in contribution to its defined benefit plans during the year 2017-18.

Inherent risk

The plan is defined benefit in nature which is sponsored by the Company and hence it underwrites all the risk pertaining to the plan. In particular, this exposes the Company, to actuarial risk such as adverse salary growth, change in demographic experience, inadequate return on underlying plan assets. This may result in an increase in cost of providing these benefits to employees in future. Since the benefits are lump sum in nature, the plan is not subject to longevity risk.

The following tables analyse present value of defined benefit obligations, expense recognized in Standalone Statement of Profit and Loss, actuarial assumptions and other information.

2. Share based payments (Ind AS 102)

See accounting policy in note 3(g)(ii)

A. Description of share-based payment arrangement

At 31 March 2017, the Company has the following share based payment arrangement:

Himadri Employees Stock Option Plan 2016 (equity settled)

The Company at its 28th Annual General Meeting held on 24 September 2016, has approved "Himadri Employees Stock Option Plan 2016” (ESOP 2016 or Plan) for granting 4,000,000 Employees Stock Options to certain "eligible employees". The plan is administered by the Nomination and Remuneration Committee of the Board ("Committee”) in compliance with the provisions of SEBI (Share Based Employee Benefits) Regulations, 2014 and other applicable provisions of the Companies Act. 2013 for the time being in force. The Committee has granted 1,304,600 options to its employees on 5 January 2017 under the approved ESOP 2016 Plan to be exercised at a price of Rs, 19 per share. The options are vested after 1 year but not later than 5 years from the the date of grant of options, and the said options can be exercised any time within a period of 5 years from the date of vesting and will be settled by way of equity shares in accordance with the aforesaid plan. The quantum of options to be vested periodically are specified in grant letters issued to each employees. The key terms and conditions related to the grants under this plan are as follows; all options are to be settled by the delivery of shares.

B. Measurement of fair values

Equity settled share based payment arrangements

The fair value of employee share options, see (A) above, has been measured using Black Scholes Merton Model.

The fair value of the options and the inputs used in the measurement of the grant date fair values of the equity settled share based payment plans are as follows:

Expected volatility has been based on an evaluation of the historical volatility of the Company''s share price, particularly over the historical period commensurate with the expected term. The expected term of the instruments has been based on historical experience and general option holder behavior

Expected life of the Options has been calculated on the assumption that options would exercise within one year from the date of vesting.

The fair value of option on the date of grant have been done by an independent valuer appointed by the management using the Black Scholes Merton Model.

Weighted Average Fair value of the options granted during the year is Rs, 325.40 lakhs (31 March 2016: Rs, Nil).

* Expected volatility on the Company''s stock price on National Stock Exchange based on the data commensurate with the expected life of the options up to the date of grant.

** Expected dividend on underlying shares is taken as 10% on market price as on the date of grant.

The options outstanding at 31 March 2017 have an exercise price of '' 19 (31 March 2016: '' Nil) per share and a weighted average remaining contractual life of 4.15 years (31 March 2016: Nil).

D. Expense recognized in Statement of Profit and Loss

During the year ended 31 March 2017, the Company has charged Rs, 25.40 lakhs as share based payment equity settled expenses and the first vesting date will be 31 August 2018, refer note 28.

B. Other related parties with whom transactions have taken place during the year Name of the related parties Relationship

Mr. Bankey Lal Choudhary, Managing Director Key Management Personnel (KMP)

Mr. Shyam Sundar Choudhary, Executive Director Key Management Personnel (KMP)

Mr. Vijay Kumar Choudhary, Executive Director Key Management Personnel (KMP)

Mr. Pavninder Singh, Nominee Director (Non-Executive) of BC India Key Management Personnel (KMP)

Investments

(resigned effective 11 January 2017)

Ms Rita Bhattacharya, Nominee Director (Non-Executive) of LICI Key Management Personnel (KMP)

Mr. Anurag Choudhary, Chief Executive Officer Key Management Personnel (KMP)

Mr. Amit Choudhary, President - Projects Key Management Personnel (KMP)

Mr. Tushar Choudhary, President - Operations Key Management Personnel (KMP)

Mr. Kamlesh Kumar Agarwal - Chief Financial Officer Key Management Personnel (KMP)

Mr. Bajrang Lal Sharma - Company Secretary Key Management Personnel (KMP)

Mr. Damodar Prasad Choudhary, Chairman Emeritus Relative of KMPs

Mrs.Sushila Devi Choudhary Relative of KMPs (wife of Mr.Damodar Prasad Choudhary)

Mrs.Sheela Devi Choudhary Relative of KMPs (wife of Mr.Shyam Sundar Choudhary)

Mrs.Saroj Devi Choudhary Relative of KMPs (wife of Mr.Bankey Lal Choudhary)

Mrs.Kanta Devi Choudhary Relative of KMPs (wife of Mr.Vijay Kumar Choudhary)

C. Enterprises controlled by the Key Managerial Personnel or their relatives

Himadri Credit & Finance Limited Himadri Coke & Petro Limited Himadri Industries Limited Sri Agro Himghar Limited Himadri e-Carbon Limited

D. Entities with significant influence over the Company

BC India Investments

Himadri Dyes & Intermediates Limited

As the future liability for gratuity and compensated encashment is provided on an actuarial basis for the Company as a whole, the amount pertaining to the key management personnel is not ascertainable and, therefore, not included above. Based on the recommendation of the Nomination and Remuneration Committee, all decisions relating to the remuneration of the KMPs are taken by the Board of Directors of the Company, in accordance with shareholders'' approval, wherever necessary.

H. Details of loans, investments and guarantee covered under Section 186(4) of the Companies Act, 2013

a. Details of loan: Loan given to Equal Commodeal Private Limited bears interest rate of 9% p.a. compounded quarterly and is repayable on or before 28 September 2018 (refer note 10).

b. Details of investments: Particulars of investments as required under Section 186(4) of the Companies Act, 2013 have been disclosed in note 6.

I. Terms and conditions of transactions with related parties

The purchase from a related parties is made in the ordinary course of business and on terms equivalent to those that prevail in arm''s length transactions with other vendors. Outstanding balances at the year-end is unsecured and settlement occurs in cash.

For the year ended 31 March 2017, the Company has not recorded any impairment of receivables relating to amounts owed by a related parties. This assessment is undertaken in each financial year through examining the financial position of the related parties and the market in which the related party operates.

3. Accounting classifications and fair values (Ind AS 107)

See accounting policy in note 3(c)

Fair values versus carrying amounts

The fair values of financial assets and liabilities, together with the carrying amounts shown in the Standalone Balance Sheet as at 31 March 2017 are as follows:

4. Fair value measurement (Ind AS 113)

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

The Company has established the following fair value hierarchy that categories the value into 3 levels. The inputs to valuation techniques used to measure fair value of financial instruments are:

Level 1: The hierarchy uses quoted (adjusted) prices in active markets for identical assets or liabilities. The fair value of all bonds which are traded in the stock exchanges is valued using the closing price or dealer quotations as at the reporting date.

Level 2: The fair value of financial instruments that are not traded in an active market (for example traded bonds, over the counter derivatives) is determined using valuation techniques which maximize the use of observable market data and rely as little as possible on company specific estimates. The mutual fund units are valued using the closing net asset value. 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.

Financial assets and liabilities measured at fair value - recurring fair value measurements as at 31 March 2017

The management assessed that trade receivables, cash and cash equivalent, other bank balances, trade payable, cash credits, commercial papers and other financial assets and liabilities approximate their carrying amounts largely due to the short term maturities of these instruments.

The following methods and assumptions were used to estimate the fair values:

(a) The fair value of the quoted investments/units of mutual fund schemes are based on market price/net asset value at the respective reporting date.

(b) The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on observable yield curves.

(c) The fair value of forward foreign exchange contracts is calculated as the present value determined using forward exchange rates and interest rate curve of the respective currencies.

(d) The fair value of currency swap is calculated as the present value determined using forward exchange rates, currency basis spreads between the respective currencies and interest rate curves.

(e) The fair value of the remaining financial instruments is determined using discounted cash flow analysis. The discount rate used is based on management estimates.

The significant observable inputs used in the fair value measurement of the fair value hierarchy of level 3 inputs like discounted cash flows, market multiple method, option pricing model etc.

5. Financial risk management

The Company has exposure to the following risks arising from financial instruments:

(i) Credit risk

(ii) Liquidity risk

(iii) Market risk

Risk management framework

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

The Company''s activities expose it to a variety of financial risks, including market risk, credit risk and liquidity risk. The Company''s primary risk management focus is to minimize potential adverse effects of market risk on its financial performance. The Company uses derivative financial instruments to mitigate foreign exchange related risk exposures. Foreign currency options contract are entered to hedge certain foreign currency risk exposures and interest rate swaps to hedge variable interest rate exposures. The Company''s exposure to credit risk is influenced mainly by the individual characteristic of each customer and the concentration of risk from the top few customers. The Company''s risk management assessment and policies and processes are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls, and to monitor such risks and compliance with the same. Risk assessment and management policies and processes are reviewed regularly to reflect changes in market conditions and the Company''s activities.

This note presents information about the Company''s exposure to each of the above risks, the Company''s objectives, policies and processes for measuring and managing risk, and the Company''s management of capital.

The Company has standard operating procedures and investment policy for deployment of surplus liquidity, which allows investment in debt securities and mutual fund schemes of debt categories only and restricts the exposure in equity markets.

(i) Credit risk

Credit risk is the risk of financial loss of the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally form the Company receivables from customers and loans. Credit arises when a customer or counterparty does not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its financing/investing activities, including deposits with bank, mutual fund investments, investments in debt securities, foreign exchange transactions and financial guarantees. The Company has no significant concentration of credit risk with any counterparty. The carrying amount of financial assets represent the maximum credit risk exposure.

Trade receivable

The management has established a credit policy under which each new customer is analyzed individually for creditworthiness before the Company''s standard payment and delivery terms and conditions are offered. The Company''s review includes external ratings, if they are available, financial statements, credit agency information, industry information and in some cases bank references.

Exposure to credit risks

The Company''s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However management also considers the factors that may influence the credit risk of its customer base, including the default risk associated with the industry. Details of concentration percentage of revenue generated from top customer and top five customers are stated below:

Trade receivables are primarily unsecured and are derived from revenue earned from customers. Credit risk is managed through credit approvals, establishing credit limits and by continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. As per simplified approach, the Company makes provision of expected credit lossed on trade receivables using a provision matrix to mitigate the risk of default payments amd makes appropriate provisions at each reporting date whenever is for longer period and involves higher risk. On account of adoption of Ind AS 109, the Company uses expected credit loss model to assess the impairment loss or gain. The Company uses a provision matrix to compute the credit loss allowance for trade receivables.

(ii) Liquidity risk

Liquidity risk is defined as the risk that the Company will not be able to settle or meet its obligations on time or at reasonable price. Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of credit facilities to meet obligations when due. The Company''s finance team is responsible for liquidity, finding as well as settlement management. In addition, Processes and policies related to such risks are overseen by senior management. Management monitors the Company''s liquidity position through rolling forecasts on the basis of expected cash flows.

The Company''s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation.

(iii) Market risk

Market risk is the risk of loss of future earnings, fair value or future cash flows that may result from a change in the price of a financial instrument . The value of a financial instrument may change as a result of changes in the interest rates, foreign currency exchange rates, commodity prices, equity prices and other market changes that effect market risk sensitive instruments. Market risk is attributable to all market risk sensitive financial instruments including investments and deposits, foreign currency receivables, payables and borrowings.

The Company uses derivatives to manage market risks. All such transactions are carried out within the guidelines set by the management. Generally, the Company seeks to apply hedge accounting to manage volatility in other comprehensive income.

(a) Currency risk

Foreign currency risk is the risk impact related to fair value or future cash flows of an exposure in foreign currency, which fluctuate due to changes in foreign exchange rates. The Company''s exposure to the risk of changes in foreign exchange rates relates primarily to the foreign currency borrowings, import of raw materials and spare parts, capital expenditure, exports of finished goods. The currency in which these transaction are primarily denominated as USD and JPY The Company evaluates exchange rate exposure arising from foreign currency transactions. The Company follows established risk management policies and standard operating procedures. It uses derivative instruments like foreign currency swaps and forwards to hedge exposure to foreign currency risk. When a derivative is entered into for the purpose of being a hedge, the Company negotiates the terms of those derivatives to match the terms of the hedged exposure.

Sensitivity analysis

A reasonably possible strengthening (weakening) of the USD and JPY against Indian rupee at 31 March would have affected the measurement of financial instruments denominated in a foreign currency and affected equity and profit or loss by the amount shown below. This analysis assumes that all other variables, in particular interest rates , remain constant and ignores any impact of forecast sales and purchases.

(b) 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 exposure to the risk of changes in market interest rates related primarily to the Company''s short term borrowing (excluding commercial paper and others) with floating interest rates. For all long term borrowings with floating rates, the risk of variation in the interest rates in mitigated through interest rate swaps. The Company constantly monitors the credit markets and rebalances its financing strategies to achieve an optimal maturity profile and financing cost.

Interest rate sensitivity has been calculated assuming the borrowings outstanding at the reporting date have been outstanding for the entire reporting period and all other variables, in particulars foreign currency exchange rates, remain constant. Further, the calculation for the unheeded floating rate borrowing have been done on the notional value of the foreign currency.

(c) Equity price risks

The Company''s quoted and unquoted equity instruments are susceptible to market price risk arising from uncertainties about future values of the investment securities. The reports on the equity portfolio are submitted to the Company''s senior management on a regular basis. The senior management reviews and approves all equity investment decisions.

Sensitivity analysis

Investment in equity instruments of the Company are listed on the Bombay Stock Exchange (BSE), National Stock Exchange (NSE) and Calcutta Stock Exchange (CSE) in India. The table below summaries the impact of increase/decrease of the Nifty 50 index on the Company''s equity and profit for the period. The analysis is based on the assumption that the NSE nifty 50 equity index had increased/decreased by 10% with all other variables held constant, and that all the Company''s equity instruments moved in line with the index.

(d) Hedge accounting

Currency risk-Transactions in foreign currency

The Company is exposed to transactional foreign currency risk to the extent that there is a mismatch between the currencies in which sales and interest rate exposures are denominated. The currencies in which these transactions are primarily denominated are US dollars and JPY Yens. The Company buys and sells derivatives, and also incurs financial liabilities, in order to manage market risks. All such transactions are carried out as per the risk management policy of the Company

The Company holds derivative financial instruments such as foreign currency forward, cross currency swaps, interest rate swaps and option contracts to mitigate the risk of changes in exchange rates on foreign currency exposures. The Company''s risk management policy is to hedge its foreign currency exposure in respect of firm commitments and highly probable forecasted transactions and interest rate risks. The counterparty for these contracts is generally a bank or a financial institution.

The Company determines the existence of an economic relationship between the hedging instrument and hedged item based on the currency, amount and timing of their respective cash flows. The Company assesses whether the derivative designated in each hedging relationship is expected to be and has been effective in offsetting changes in cash flows of the hedged item. In order to designate a derivative contract as an effective hedge, the management objectively evaluates and evidence with appropriate underlying documents of each contract whether the contract is effective in offsetting cash flow attributable to the hedged risk. The Company applies a hedge ratio of 1:1.

In these hedging relationships, the main sources of ineffectiveness are :

- the effect of the counterparty and the Company''s own credit risk on the fair value of the forward exchange contracts, which is not reflected in the change in the fair value of the hedged cash flows attributable to the change in exchange rates; and

- changes in the timing of the hedged transactions.

Interest rate risk

The Company adopts a policy of hedging its certain interest rate risk exposure is at a fixed rate. This is achieved partly by entering into fixed-rate instruments and partly by borrowing at a floating rate and using interest rate swaps as hedges of the variability in cash flows attributable to movements in interest rates. The Company applies a hedge ratio of 1:1.

The Company determines the existence of an economic relationship between the hedging instrument and hedged item based on the reference interest rates, tenors, reprising dates and maturities and the notional of hedging instruments or par amounts of hedged items.

In these hedging relationships, the main sources of ineffectiveness are:

- the effect of the counterparty and the Company''s own credit risk on the fair value of the swaps, which is not reflected in the change in the fair value of the hedged cash flows attributable to the change in interest rates; and

- differences in re-pricing dates between the swaps and the borrowings.

The following table gives details in respect of outstanding foreign currency forward, cross currency swaps, interest rate swaps and option contracts:

All derivative contracts outstanding as at year end are marked to market. The Company has applied hedge accounting principles. Hedge effectiveness is determined at the inception of the hedge relationship, and through periodic prospective effectiveness assessments to ensure that an economic relationship exists between the hedged item and hedging instrument, including whether the hedging instrument is expected to offset changes in cash flows of hedged items. If the hedge ratio for risk management purposes is no longer optimal but the risk management objective remains unchanged and the hedge continues to qualify for hedge accounting, the hedge relationship will be rebalanced by adjusting either the volume of the hedging instrument or the volume of the hedged item so that the hedge ratio aligns with the ratio used for risk management purposes. Any hedge ineffectiveness is calculated and accounted for in Statement of Profit and Loss at the time of the hedge relationship rebalancing.

Accordingly, net exchange fluctuation loss/ (gain) aggregating to Rs, (168.36) lakhs (31 March 2016: Rs, 1,610.93 lakhs), being the effective portion of the contract designated as effective hedge for future cash flows has been recognized in the other comprehensive income.

The following table provides quantitative information about offsetting of derivative financial assets and derivative financial liabilities:

In addition the Company has financial covenants relating to the banking facilities that it has taken from all the lenders like interest service coverage ratio, Debt to EBITDA, current ratio etc. which is maintained by the Company.

6. Segments information (Ind AS 108)

In accordance with Ind AS 108 "Operating Segments”, segment information has been given in the Consolidated financial statements of the Company, and therefore, no separate disclosure on segment information is given in these financial statements.

7. The Company does not make any direct remittances of dividends in foreign currencies to non-residents shareholders. Dividend to non-resident shareholders has been deposited into their Rupee account in banks in India.

8. The Company has established a comprehensive system of maintenance of information and documents as required by the transfer pricing regulations under Sections 92-92F of the Income-Tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company continuously updates its documents for the international transactions entered into with the associated enterprises during the financial year. The management is of the opinion that its international transactions are at arm''s length so that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense for the year and that of provision for taxation.

9. Total expenditure incurred on Corporate Social Responsibility (CSR) activities during the year ended 31 March 2017 Rs, 14.70 lakhs (31 March 2016: Rs, 24.16 lakhs). This expenditure has been disclosed as expenditure on corporate social responsibility under in note 30, ''Other expenses''.

Detail of CSR expenditure during the financial year:

(a) Gross amount required to be spent by the Company during the year 31 March 2017: Rs, Nil (31 March 2016: Rs, Nil).

(b) Amount spent during the year on:

* For the purposes of this clause, the term ''Specified Bank Notes’ shall have the same meaning provided in the notification of the Government of India, in the Ministry of Finance, Department of Economic Affairs number S.O. 3407(E), dated the 8th November, 2016.

Proposed dividends on equity shares are subject to approval at the annual general meeting and are not recognized as a liability (including dividend distribution tax thereon) as at 31 March 2017

10. Government grant (Ind AS 20): Other operating revenues includes Incentives against capital investments, under State Investment Promotion Scheme of Rs, 557.06 lakhs (31 March 2016: Rs, Nil).

11. Explanation of transition to Ind AS

As stated in note 2A, these are the Company''s first Standalone financial statements prepared in accordance with Ind AS. For the year ended 31 March 2016, the Company had prepared its Standalone financial statements in accordance with Companies (Accounting Standards) Rules, 2006, notified under Section 133 of the Act and other relevant provisions of the Act (''previous GAAP'').

The accounting policies as set out in note 3 have been applied in preparing these Standalone financial statements for the year ended 31 March 2017 including the comparative information for the year ended 31 March 2016 and the opening Standalone Ind AS balance sheet as on the date of transition i.e. 1 April 2015.

In preparing its Standalone Ind AS balance sheet as at 1 April 2015 and in presenting the comparative information for the year ended 31 March 2016, the Company has adjusted amounts reported previously in Standalone financial statements prepared in accordance with previous GAAP. This note explains the principal adjustments made by the Company in restating its Standalone financial statements prepared in accordance with previous GAAP, and how the transition from previous GAAP to Ind AS has affected the Company''s financial position, financial performance and cash flows.

Optional exemptions availed and mandatory exceptions

In preparing these Standalone financial statements, the Company has applied the below mentioned optional exemptions and mandatory exceptions:

A. Optional exemptions availed

(a) Property, plant and equipment

As per Ind AS 101 an entity may elect to:

(i) measure an item of property, plant and equipment at the date of transition at its fair value and use that fair value as its deemed cost at that date

(ii)use a previous GAAP revaluation of an item of property, plant and equipment at or before the date of transition as deemed cost at the date of the revaluation, provided the revaluation was, at the date of the revaluation, broadly comparable to:

- fair value;

- or cost or depreciated cost under Ind AS adjusted to reflect, for example, changes in a general or specific price index.

The elections under (i) and (ii) above are also available for intangible assets that meets the recognition criteria in Ind AS 38, Intangible Assets, (including reliable measurement of original cost); and criteria in Ind AS 38 for revaluation (including the existence of an active market).

As permitted by Ind AS 101, the Company has elected to continue with the carrying values under previous GAAP for all the items of property, plant and equipment. There is no decommissioning liabilities to be incurred by the Company relating to property, plant and equipment.

(b) Determining whether an arrangement contains a lease

Ind AS 101 includes an optional exemption that permits an entity to apply the relevant requirements in Appendix C of Ind AS 17 for determining whether an arrangement existing at the date of transition contains a lease by considering the facts and circumstances existing at the date of transition (rather than at the inception of the arrangement).

The Company has elected to avail of above exemption.

(c) Designation of previously recognized financial instruments

Ind AS 101 permits an entity to designate particular equity investments (other than equity investments in subsidiaries, associates and joint arrangements) as at fair value through other comprehensive income (FVOCI) based on facts and circumstances at the date of transition to Ind AS (rather than at initial recognition). Other equity investments are classified at fair value through profit or loss (FVTPL).

The Company has opted to avail this exemption to designate certain equity investments as FVOCI on the date of transition i.e. 1 April 2015 on the basis of facts and circumstances existed at the date of transition to Ind AS.

(d) Cumulative translation difference

A first-time adopter may continue the policy adopted for accounting for exchange differences arising from translation of long-term foreign currency monetary items recognized in the financial statements for the period ending immediately before the beginning of the first Ind AS financial reporting period as per the previous GAAP

Accordingly, the Company has continued to follow the previous GAAP policy for foreign currency monetary item translation difference account (FCMITDA).

(e) Fair value measurement of financial assets or liabilities at initial recognition

The Company has applied the requirements of Ind AS 109, "Financial Instruments: Recognition and Measurement", wherever applicable."

12. Explanation of transition to Ind AS (Continued)

B. Mandatory exceptions

(a) Estimates

As per Ind AS 101, an entity''s estimates in accordance with Ind AS at the date of transition to Ind AS at the end of the comparative period presented in the entity''s first Ind AS financial statements, as the case may be, should be consistent with estimates made for the same date in accordance with the previous GAAP unless there is objective evidence that those estimates were in error

However, the estimates should be adjusted to reflect any differences in accounting policies.

As per Ind AS 101, where application of Ind AS requires an entity to make certain estimates that were not required under previous GAAP, those estimates should be made to reflect conditions that existed at the date of transition (for preparing opening Ind AS balance sheet) or at the end of the comparative period (for presenting comparative information as per Ind AS).

The Company''s estimates under Ind AS are consistent with the above requirement.

(b) Derecognition of financial assets and liabilities

As per Ind AS 101, an entity should apply the derecognition requirements in Ind AS 109, Financial Instruments, prospectively for transactions occurring on or after the date of transition to Ind AS. However, an entity may apply the derecognition requirements retrospectively from a date chosen by it if the information needed to apply Ind AS 109 to financial assets and financial liabilities derecognized as a result of past transactions was obtained at the time of initially accounting for those transactions.

The Company has elected to apply the derecognition principles of Ind AS 109 retrospectively as reliable information was available at the time of initially accounting for these transactions.

(c) 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.

* The Previous GAAP figures have been reclassified to conform to Ind AS presentation requirements for the purpose of this note.

E. There were no significant reconciliation items between cash flows prepared under previous GAAP and those prepared under Ind AS.

F. Notes to the reconciliations of equity as at 1 April 2015 and 31 March 2016 and total comprehensive income for the year ended 31 March 2016

(a) Actuarial gain and loss

Under Ind AS, all actuarial gains and losses are recognized in other comprehensive income. Under previous GAAP the Company recognized actuarial gains and losses in profit or loss. However, this has no impact on the total comprehensive income and total equity as on 1 April 2015 or as on 31 March 2016.

(b) Proposed dividend

Under previous GAAP, dividends proposed by the Board of Directors after the reporting date but before the approval of Standalone financial statements were considered to be adjusting event and accordingly recognized (along with related dividend distribution tax) as liabilities at the reporting date. Under Ind AS, dividends so proposed by the board are considered to be non-adjusting event. Accordingly, provision for proposed dividend and dividend distribution tax recognized under previous GAAP has been reversed.

(c) Excise duty

Under previous GAAP, revenue from sale of goods was presented net of the excise duty on sales. Under Ind AS, revenue from sale of goods is presented inclusive of excise duty. Excise duty is presented in the Statement of Profit and Loss as an expense. This has resulted in an increase in the revenue from operations and expenses for the year ended 31 March 2016. The total comprehensive income for the year ended and equity as at 31 March 2016 has remained unchanged.

(f) Fair valuation of investments

In accordance with Ind AS, financial assets representing investment in equity shares of entities other than subsidiaries have been fair valued. The Company has designated certain investments classified as fair value through profit or loss with certain others equity investments designated as at fair value through other comprehensive income as permitted by Ind AS 109. Under the previous GAAP, the application of the relevant accounting standard resulted in all these investments being carried at cost.

(g) Derivatives

Under Previous GAAP, the Company had classified amounts received from its investor as subscription towards Foreign currency convertible bonds under borrowings in accordance with the generally accepted accounting principles. Under Ind AS these financial instruments were separated into financial liability and embedded derivative components. The derivative component has been recognized and subsequently measured at fair value on reporting dates. The recognition and subsequent measurement of embedded derivatives resulted in decrease in equity by Rs, 608.66 lakhs as on 1 April 2015.

(h) Amortization of security deposits

Unlike in previous GAAP, Ind AS requires the financial asset to be measured at amortized costs if the financial asset is held within a business model whose objective is to hold financial assets in order to collect contractual cash flows and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.

(i) Financial guarantee

Under the previous GAAP, the guarantee fee received relating to financial guarantee given to bank on behalf of a subsidiary in connection with Stand by Letter of credit for working capital loan and term loan availed by the subsidiary for was recognized as per agreed terms of the agreement. Under Ind AS 109, the consideration for received is financial guarantee given to bank on behalf of a subsidiary is recognized at the fair value.


Mar 31, 2016

Note 1 - Employee benefits: Post employment benefit plans

1. Defined contribution plans

The Company makes contributions, determined as a specified percentage of employee salaries, in respect of qualifying employees towards Provident Fund and Superannuation Fund, which are defined contribution plans. The Company has no obligations other than to make the specified contributions. The contributions are charged to the Statement of Profit and Loss as they accrue. The amount recognized as an expense towards contribution to Provident Fund and Superannuation fund for the year aggregates to RS,88.00 lakhs (previous year RS,93.44 lakhs) and RS,28.20 lakhs (previous year RS,30.90 lakhs) respectively.

Note 2.- Employee benefits: Post employment benefit plans (contd.)

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

Discount rate is based on the prevailing market yield of Indian Government securities as at the yearend for the estimated term of the obligation.

Assumptions regarding future mortality are based on published statistics and mortality tables. The calculation of the defined benefit obligation is sensitive to the mortality assumptions.

Proposed contribution for next year

The Company expects to pay RS,50.92 lakhs as contribution to its defined benefit plan in the next year (previous year RS,62.84 lakhs).

Note 3. - Information in accordance with the requirements of Accounting Standard 18 on Related Party Disclosures

(i) List of related party and relationship where control exists (a) Enterprises over which the Company has control

Equal Commodeal Private Limited, India (ECPL) Wholly owned subsidiary

AAT Global Limited, Hongkong (AAT) Wholly owned subidiary of ECPL

Shandong Dawn Himadri Chemical Industry Limited, China (SDHCIL) Subsidiary of AAT

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

(a) Key Managerial Personnel

Mr. Bankey Lal Choudhary, Managing Director Mr. Shyam Sundar Choudhary, Executive Director Mr. Vijay Kumar Choudhary, Executive Director Mr. Anurag Choudhary, Chief Executive Officer Mr. Amit Choudhary, President - Projects Mr. Tushar Choudhary, President - Operations

(b) Relatives of Key Managerial Personnel

Mr. Damodar Prasad Choudhary, Chairman Emeritus Mrs. Sushila Devi Choudhary, wife of Mr.Damodar Prasad Choudhary Mrs. Sheela Devi Choudhary, wife of Mr.Shyam Sundar Choudhary Mrs. Saroj Devi Choudhary, wife of Mr.Bankey Lal Choudhary Mrs. Kanta Devi Choudhary, wife of Mr.Vijay Kumar Choudhary

Note 4.- Information in accordance with the requirements of Accounting Standard 18 on Related Party Disclosures (contd.)

(c) Enterprises owned or significantly influenced by the Key Managerial Personnel or their relatives

Himadri Credit & Finance Limited Himadri Coke & Petro Limited Himadri Industries Limited Sri Agro Himghar Limited Himadri e-Carbon Limited

(d) Associates

BC India Investments

Himadri Dyes & Intermediates Limited

* Details of loans, investments and guarantee covered under Section 186(4) of the Companies Act, 2013:

a. Details of loan - Loan given to Equal Commode Private Limited, bears interest rate of 9% p.a. compounded quarterly and is repayable on or before 28 September 2018. (refer note 15)

b. Details of investments - Particulars of investments as required under Section 186(4) of the Companies Act, 2013 have been disclosed under note 14.

In accordance with Accounting Standard 29 - ''Provisions, Contingent Liabilities and Contingent Assets'', the Group as a prudent measure had made provisions in the earlier year amounting to RS,78.42 lakhs representing estimates made mainly for probable claims arising out of disputes pending with the sales tax authorities. The probability and timing of the outflow with regard to these matters depend upon the ultimate settlement with the relevant authorities. The carrying amount at the beginning of the year was RS,78.42 lakhs, provision of Nil made during the year and the closing amount is RS,78.42 lakhs is carried forward at the end of the year and neither the amount has been used nor the used amount reversed during the year under audit.

Note 5.- Operating lease

a) The Company has taken various commercial premises and equipment under cancellable operating leases. These lease agreements are normally renewed on expiry. Lease payments recognized in Statement of Profit and Loss with respect to operating leases - RS,218.31 lakhs (previous year RS,153.05 lakhs) included under Rent under ''Other expenses'' (refer note 29).

Note 6. - Research and development expenses

Research and development expenses aggregating to RS,238.20 lakhs (previous year RS,239.92 lakhs) in the nature of revenue expenditure and Nil (previous year Nil) in the nature of capital expenditure have been included under the relevant account heads.

Note 7.- Segment information

In accordance with Accounting Standard 17 "Segment Reporting", segment information has been given in the consolidated financial statements of the Company, and therefore, no separate disclosure on segment information is given in these financial statements.

Note 8.

The Company does not make any direct remittances of dividends in foreign currencies to non-resident shareholders. Dividend to nonresident shareholders has been deposited into their Rupee account in banks in India.

The Company has established a comprehensive system of maintenance of information and documents as required by the transfer pricing regulations under Sections 92-92F of the Income-Tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company continuously updates its documents for the international transactions entered into with the associated enterprises during the financial year. The management is of the opinion that its international transactions are at arm’s length so that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense for the year and that of provision for taxation.

Note 9.

Total expenditure incurred on Corporate Social Responsibility activities during the year ended 31 March 2016 is RS,24.16 lakhs (previous year RS,27.99 lakhs). This expenditure has been included under miscellaneous expenses under ''Other expenses'' (refer note 29).

Details of CSR expenditure during the financial year:

(a) Gross amount required to be spent by the Company during the year: Nil

Note 10.

Previous year''s figures have been regrouped / reclassified wherever necessary to conform to current year''s classification/ disclosure.


Mar 31, 2015

1. COMPANY OVERVIEW

Himadri Chemicals & Industries Limited ("the Company") is a public company domiciled and headquartered in India. It was incorporated on 28 July 1987 and its shares are listed on the National Stock Exchange (NSE) and Bombay Stock Exchange (BSE). The Company is primarily engaged in the manufacturing of carbon materials and chemicals. The Company has operations in India and caters to both domestic and international markets. The Company also has a wholly-owned subsidiary in India in the name of Equal Commodeal Private Limited and step down subsidiary in the name of AAT Global Limited (previously known as Himadri Global Investment Limited), incorporated in Hong Kong and another subsidiary having 94% shareholding in Shandong Dawn Himadri Chemical Industry Limited incorporated in China.

a. Rights, preferences and restrictions attached to equity shares

The Company has a single class of equity shares with par value of Rs. 1 per share. Accordingly, all equity shares rank equally with regard to dividends and share in the Company's residual assets. The equity shareholders are entitled to receive dividend as declared by the Company from time to time. The voting rights of an equity shareholder on a poll (not on show of hands) are in proportion to its share of the paid-up equity capital of the Company. On winding up of the Company, the holders of equity shares will be entitled to receive the residual assets of the Company, remaining after distribution of all preferential amounts in proportion to the number of equity shares held.

b. Shares reserved for issue under options:

For details of equity shares reserved for issue on conversion of Foreign Currency Convertible Bonds (FCCB) which were issued by the Company on 13 April 2009, refer note 5 regarding terms of conversion/ redemption of Foreign Currency Convertible Bonds.

Amount in Rs. Lakhs

31 March 31 March 2015 2014

2. CONTINGENT LIABILITIES AND COMMITMENTS (to the extent not provided for)

a) Contingent Liabilities:

(i) Standby letter of credit issued on behalf of the Company to secure the financial assistance 3,805.52 3,654.07 to its subsidiary

(ii) Sales tax matters in dispute/ under appeal 3,319.73 3,972.14

(iii) Excise/ Service Tax matters in dispute/under appeal 535.29 517.37

(iv) Customs matters in dispute/ under appeal 28.83 28.83

(v) Entry Tax in dispute/ under appeal 2,587.58 1,468.64

(vi) Income Tax in dispute/ under appeal 59.54 -

Amount in Rs. Lakhs

31 March 31 March 2015 2014

b) Commitments:

i) Estimated amount of contracts remaining to be executed on capital account and 1,332.82 1,119.90 not provided for (net of advances)

ii) Estimated amount of export obligations to be fulfilled in respect of goods 1,333.65 7,246.49 imported under advance license/ Export Promotion Capital Goods Scheme (EPCG)

c) The Company had filed Writ petition on 7 January 2013 before the Hon'ble High Court of Calcutta and challanged the constitutional validity of Entry Tax levied by the Government of West Bengal. The Hon'ble High Court of Calcutta during the previous year, passed an order on 24 June 2013 declaring The West Bengal tax on Entry of Goods into Local Areas Act, 2012 as unconstitutional against which the government filed an appeal which is still pending to be disposed off. In the opinion of the management, there is a strong merit of the case ; hence the Company has not made provision for entry tax liability in the books for the current year and during the previous year. The liability relating to the period prior to 31 March 2013 amounting to Rs. 771.77 Lakhs was written back.

3. AMOUNTS RECEIVABLE/PAYABLE IN FOREIGN CURRENCY

(a) The Company enters into various forms of derivative instruments such as foreign exchange forward contracts, options, cross currency swaps and interest rate swaps to hedge its exposure to movements in foreign exchange and interest rates.

(c) All derivative contracts outstanding as at the year end are marked to market. The Company has applied the hedge accounting principles set out in the Accounting Standard (AS) 30 Financial Instruments: Recognition and Measurement as issued by The Institute of Chartered Accountants of India.

Accordingly, loss aggregating to Rs. 3,925.75 Lakhs (previous year Rs. 4,889.44 Lakhs), being the effective portion of the contracts designated as effective hedge for future cash flows has been recognised in the Hedging Reserve Account to be ultimately recognised in the Statement of Profit and Loss, depending on the exchange rate fluctuation till and when the underlying forecasted transactions occur.

Gain/(loss) on contracts not designated as effective hedge and ineffective portion of the contracts designated as effective hedge are included in foreign exchange fluctuation account, after adjustment of periodic premium received on cross currency/ interest rate swaps.

Trade receivables include an amount of Rs. 798.10 Lakhs (previous year Rs. 798.10 Lakhs) due from a customer which is currently under arbitration proceedings. Based on the merits of the case, the management believes that the outcome of the said proceedings would be in favour of the Company.

4. EMPLOYEE BENEFITS: POST EMPLOYMENT BENEFIT PLANS

1. Defined contribution plans

The Company makes contributions, determined as a specified percentage of employee salaries, in respect of qualifying employees towards Provident Fund and Superannuation Fund, which are defined contribution plans. The Company has no obligations other than to make the specified contributions. The contributions are charged to the Statement of Profit and Loss as they accrue. The amount recognised as an expense towards contribution to Provident Fund and Superannuation fund for the year aggregated to Rs. 93.44 Lakhs (previous year Rs. 75.11 Lakhs) and Rs. 30.90 Lakhs (previous year Rs. 24.23 Lakhs) respectively.

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

Discount rate is based on the prevailing market yield of Indian Government securities as at the year end for the estimated term of the obligation.

Assumptions regarding future mortality are based on published statistics and mortality tables. The calculation of the defined benefit obligation is sensitive to the mortality assumptions.

5. Information in accordance with the requirements of Accounting Standard 18 on Related Party Disclosures notified by the Companies (Accounting Standards) Rules, 2006

(i) List of related party and relationship where control exists

(a) Enterprises over which the Company has control

Equal Commodeal Private Limited, India (ECPL) Wholly owned subsidiary

AAT Global Limited, Hongkong (formerly Himadri Global Wholly owned subsidiary of ECPL Investment Limited) (AAT)

Shandong Dawn Himadri Chemical Industry Limited, China (SDHCIL) Subsidiary of AAT

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

(a) Key Managerial Personnel

Mr. Damodar Prasad Choudhary, Chairman (resigned w.e.f. 13.08.2013) Mr. Bankey Lal Choudhary, Managing Director Mr. Shyam Sundar Choudhary, Executive Director Mr. Vijay Kumar Choudhary, Executive Director Mr. Anurag Choudhary, Chief Executive Officer Mr. Amit Choudhary, President - Projects Mr. Tushar Choudhary, President - Operations

(b) Enterprises owned or significantly influenced by the Key Managerial Personnel or their relatives

Himadri Credit & Finance Limited Himadri Coke & Petro Limited Himadri Industries Limited Sri Agro Himghar Limited Himadri e-Carbon Limited

(c) Associate

BC India Investments Himadri Dyes & Intermediates Limited

6. In accordance with Accounting Standard 29 - 'Provisions, Contingent Liabilities and Contingent Assets', the Company as a prudent measure has made provisions in the earlier year amounting to Rs. 78.42 Lakhs representing estimates made mainly for probable claims arising out of disputes pending with the sales tax authorities. The probability and timing of the outflow with regard to these matters depend upon the ultimate settlement with the relevant authorities. The carrying amount at the beginning of the year was Rs. 78.42 Lakhs and provision of Rs. Nil made during the year is carried forward at the end of the year and neither the amount has been used nor the used amount reversed during the year under audit

a) The Company has taken various commercial premises and equipment under cancellable operating leases. These lease agreements are normally renewed on expiry.

7. EXCEPTIONAL ITEM

During the previous year, the Company had sold it's investments in equity shares of its wholly owned susbsidary, AAT Global Limited for a consideration of Rs. 5,202.60 Lakhs. Profit on sale of above investment was Rs. 704.99 Lakhs.

8. RESEARCH AND DEVELOPMENT EXPENSES

Research and development expenses aggregating to Rs. 239.92 Lakhs (previous year Rs. 268.43 Lakhs) in the nature of revenue expenditure and Rs. Nil (previous year Rs. 29.20 Lakhs) in the nature of capital expenditure have been included under the appropriate account heads.

9. SEGMENT INFORMATION

In accordance with Accounting Standard 17 "Segment Reporting", segment information has been given in the consolidated financial statements of the Company, and therefore, no separate disclosure on segment information is given in these financial statements.

The Company does not make any direct remittances of dividends in foreign currencies to non-resident shareholders. Dividend to non-resident shareholders has been deposited into their Rupee account in banks in India.

10. The Company has established a comprehensive system of maintenance of information and documents as required by the transfer pricing regulations under sections 92-92F of the Income-Tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company continuously updates its documents for the international transactions entered into with the associated enterprises during the financial year. The management is of the opinion that its international transactions are at arms length so that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense for the year and that of provision for taxation.

11. Total expenditure incurred on Corporate Social Responsibility activities during the year ended 31 March 2015 is Rs. 27.99 Lakhs (previous year Rs. 73.84 Lakhs) .

12. Previous year's figures have been regrouped / reclassified wherever necessary to correspond with the current year's classification / disclosure.


Mar 31, 2014

1. company overview

Himadri Chemicals & Industries Limited is a public company domiciled and headquartered in India. It is incorporated under the Companies Act, 1956 and its shares are listed on the National Stock Exchange (NSE) and Bombay Stock Exchange (BSE). The Company is primarily engaged in manufacturing of carbon materials and chemicals. The Company has operations in India and caters to both domestic and international markets. The Company also has a wholly-owned subsidiary in India in the name of Equal Commodeal Private Limited (w.e.f 8 March 2014) and step down subsidiary in the name of AAT Global Limited (previously known as Himadri Global Investment Limited) incorporated in Hong Kong, an another subsidiary having 94% shareholding in Shandong Dawn Himadri Chemical Industry Limited incorporated in China.

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

The Company has a single class of equity shares with par value of Rs. 1 per share. Accordingly, all equity shares rank equally with regard to dividends and share in the Company''s residual assets. The equity shareholders are entitled to receive dividend as declared by the Company from time to time. The voting rights of an equity shareholder on a poll (not on show of hands) are in proportion to its share of the paid-up equity capital of the Company. On winding up of the Company, the holders of equity shares will be entitled to receive the residual assets of the Company, remaining after distribution of all preferential amounts in proportion to the number of equity shares held.

b. Shares reserved for issue under options:

For details of equity shares reserved for issue on conversion of Foreign Currency Convertible Bonds (FCCB) which were issued by the Company on 13 April 2009, refer note 5 regarding terms of conversion/ redemption of Foreign Currency Convertible Bonds.

(A) Terms of repayment/ conversion

(i) Bonds / debentures

a) The Company on 24 September 2001 had issued Deep Discount Debentures of face value of Rs. 100,000 each aggregating Rs. 12,300.00 Lakhs at a discount of 90% on face value and are redeemable at par at the end of 20 years from the date of allotment. The Deep Discount Debentures carry an implicit rate of interest of approximately 12.18% compounded annually.

b) The Company on 29 October 2013 had issued 12.50% Redeemable Non-convertible Debentures of face value of Rs. 1,000,000 each aggregating Rs. 5,000.00 Lakhs to be redeemed at par at the end of 7 years from the date of allotment on private placement basis to Life Insurance Corporation of India.

c) The Company on 24 August 2010 had issued 10% Redeemable Non-convertible Debentures of face value of Rs. 400 each aggregating Rs. 10,000.00 Lakhs to be redeemed at par at the end of 10 years from the date of allotment on private placement basis to Life Insurance Corporation of India.

d) The Company on 28 June 2010 had issued 9.60% Redeemable Non-convertible Debentures of face value of Rs. 1,000,000 each aggregating Rs. 10,000.00 Lakhs to be redeemed at par at the end of 10 years from the date of allotment on private placement basis to ICICI Bank Limited. These debentures can be redeemed at par on or after 7 years from the date of allotment, at the option of the either party.

e) The Company on 13 April 2009 had issued 70 Foreign Currency Convertible Bonds (FCCB) of face value of USD 100,000 each aggregating USD 70 Lakhs to International Finance Corporation (IFC). As per the terms of the issue, the bond holder has an option of converting these bonds into equity shares within a period of 7 years from the date of issue at an initial conversion price of Rs. 13.50 per equity share of face value of Rs. 1 each at the foreign exchange rate prevailing on the date of conversion request. In case the conversion option is not exercised, the outstanding FCCBs would be redeemed at par together with interest accrued at the rate of 6 months LIBOR spread of 3.35% per annum accrued on a compounded 6 monthly basis. As at 31 March 2014, conversion option has not been exercised in respect of the above FCCBs. Till 31 March 2014, the Company made provision of Rs. 935.58 Lakhs (previous year Rs. 619.86 Lakhs) as interest on outstanding FCCBs.

a) The Company had been granted sales tax deferment by the Government of Andhra Pradesh under the "Target 2000 - New Industrial Policy". The same is repayable from the end of the 14th year without payment of interest during the period from August 2014 to October 2017.

b) Loans against vehicles and equipments are for a period of three years and repayable by way of equated monthly instalments.

(B) Details of security

i) 12.50% Redeemable Non-convertible Debentures and 10% Redeemable Non- convertible Debentures issued to Life Insurance Corporation of India and 9.60% Redeemable Non-convertible Debentures issued to ICICI Bank Limited, aggregating to Rs. 25,000.00 Lakhs are secured by way of Equitable Mortgage on land situated at Mouza Maharaj Pura Dist - Mahsana (Gujarat), First Pari Passu charge on immovable properties (Leasehold Land) situated at Mahistikry and hypothecation of all movable fixed assets (including plant and machinery) of the Company in favour of Axis Trustee Services Limited, being the trustee of the Debenture Holders.

ii) Rupee term loan from Axis Bank Limited, Foreign currency borrowings from International Finance Corporation (IFC), The Hongkong and Shanghai Banking Corporation Limited (HSBC) and DBS Bank Limited (DBS) are secured by way of mortgage of immovable properties situated at Mahistikry Unit (Leasehold Land), Liluah Unit, and Vishakhapatnam Unit and hypothecation of all movable fixed assets (including plant and machinery) on pari passu basis with other lenders.

iii) Foreign currency borrowings from DEG - Deutsche Investitionsund Entwicklungsgesellschaft MBH (DEG) and ICICI Bank Limited are secured by way of mortgage of immovable properties (Leasehold Land) and hypothecation of movable fixed assets (including plant and machinery) situated at Mahistikry on pari passu basis with other lenders.

iv) Foreign currency loan from Citibank N.A. and rupee term loan from The Hongkong and Shanghai Banking Corporation Limited and Deutsche Bank AG are secured by way of pledge of investments in mutual funds.

v) Loans against vehicles and equipment are secured by way of hypothecation of the underlying asset financed.

Details of security

Working capital loans from banks aggregating Rs. 54,850.19 Lakhs (previous year Rs. 53,893.74 Lakhs) are secured by hypothecation of currents assets of the Company both present and future on pari passu basis and Rs. Nil (previous year Rs. 2,845.99 Lakhs) are secured by pledge of investments in mutual funds. These loans include Rs. 4,494.36 Lakhs (previous year Rs. 6,677.47 Lakhs), being personally guaranteed by the promoter directors of the Company.

* There is no amount due and outstanding to be credited to Investor Education and Protection Fund as at 31 March 2014.

# Includes amount due towards employee benefits and security deposits.

b) Rs. Nil (previous year Rs. 383.50 Lakhs), being exchange differences recognised under Para 46A of Accounting Standard - 11 "The Effects of Changes in Foreign Exchange Rates".

* Includes consultancy charges, inspection charges, testing charges, etc.

* For the purpose of computation of dilutive EPS for the year ended 31 March 2014 and 31 March 2013, potential equity shares that could arise on conversion of Foreign Currency Convertible Bonds are not resulting in dilution of EPS. Hence, they have been considered as anti-dilutive.

Amount in Rs. Lakhs 31 March 2014 31 March 2013

NOTE 2 - CONTINGENT LIABILITIES AND COMMITMENTS (to the extent not provided for)

a) Contingent Liabilities:

(i) Standby letter of credit issued on behalf of the Company to secure 3,654.07 3,306.87 the financial assistance to its subsidiary

(ii) Sales tax matters in dispute/ 3,972.14 4,038.69 under appeal

(iii) Excise/ Service Tax matters 517.37 483.67 in dispute/under appeal

(iv) Customs matters in dispute/ 28.83 28.83 under appeal

c) The Company had filed Writ petition on 7 January 2013 before the Hon''ble High Court, Calcutta and challenged the constitutional validity of Entry Tax levied by the Government of West Bengal. The Hon''ble High Court, Calcutta during the current year, passed an order on 24 June 2013 declaring The West Bengal tax on Entry of Goods into Local Areas Act, 2012 as unconstitutional against which the government filed an appeal which is still pending to be disposed off. In the opinion of the management, there is remote possibility of any such liability on the Company. Hence the Company has not made any provision for entry tax liability in the books for the current year and the liability relating to the previous year has been written back.

NOTE 3 - AMOUNTS RECEIvABLE/ PAYABLE IN FOREIGN CURRENCY

(a) The Company uses various forms of derivative instruments such as foreign exchange forward contracts, options, cross currency swaps and interest rate swaps to hedge its exposure to movements in foreign exchange and interest rates.

(c) All derivative contracts outstanding as at the year end are marked to market. The Company has applied the hedge accounting principles set out in the Accounting Standard (AS) 30 Financial Instruments: Recognition and Measurement as issued by The Institute of Chartered Accountants of India.

Accordingly, loss aggregating to Rs. 4,889.44 Lakhs (previous year Rs. 2,634.80 Lakhs), being the effective portion of the contracts designated as effective hedges for future cash flows has been recognised in the Hedging Reserve Account to be ultimately recognised in the Statement of Profit and Loss, depending on the exchange rate fluctuation till and when the underlying forecasted transactions occur. Gain/(loss) on contracts not designated as effective hedges and ineffective portion of the contracts designated as effective hedges are included in foreign exchange fluctuation account, after adjustment of periodic premium received on cross currency/ interest rate swaps.

NOTE 4

Trade receivables include an amount of Rs. 798.10 Lakhs (Previous Year Rs. 798.10 Lakhs) due from a customer which is currently under arbitration proceedings. Based on the merits of the case, the management believes that the outcome of the said proceedings would be in favour of the Company.

NOTE 5 - EMPLOYEE BENEFITS: POST EMPLOYMENT BENEFIT PLANS

1. Defined contribution plans

The Company makes contributions, determined as a specified percentage of employee salaries, in respect of qualifying employees towards Provident Fund and Superannuation Fund, which are defined contribution plans. The Company has no obligations other than to make the specified contributions. The contributions are charged to the Statement of Profit and Loss as they accrue. The amount recognised as an expense towards contribution to Provident Fund and Superannuation fund for the year aggregated to Rs. 75.11 Lakhs (previous year Rs. 60.30 Lakhs) and Rs. 24.23 Lakhs (previous year Rs. 21.81 Lakhs) respectively.

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

Discount rate is based on the prevailing market yield of Indian Government securities as at the year end for the estimated term of the obligation.

Assumptions regarding future mortality are based on published statistics and mortality tables. The calculation of the defined benefit obligation is sensitive to the mortality assumptions.

Proposed contribution for next year

The Company expects to pay Rs. 5.57 Lakhs as contribution to its defined benefit plan in the next year (previous year : Rs. 11.80 Lakhs).

NOTE 6

Information in accordance with the requirements of Accounting Standard 18 on Related Party Disclosures notified by the Companies (Accounting Standards) Rules, 2006

NOTE 7

In accordance with Accounting Standard 29 - ''Provisions, Contingent Liabilities and Contingent Assets'', the Company as a prudent measure has made provisions amounting to Rs. 78.42 Lakhs representing estimates made mainly for probable claims arising out of disputes pending with the sales tax authorities. The probability and timing of the outflow with regard to these matters depend upon the ultimate settlement with the relevant authorities. The carrying amount at the beginning of the year was Rs. Nil and provision of Rs. 78.42 Lakhs made during the year is carried forward at the end of the year and neither the amount has been used nor the used amount reversed during the year under review.

NOTE 8 - OPERATING LEAsE

a) The Company has taken various commercial premises and equipment under cancellable operating leases. These lease agreements are normally renewed on expiry.

c) Lease payments recognized in Statement of Profit and Loss with respect to operating leases - Rs. 151.43 Lakhs (previous year Rs. 144.11 Lakhs) included under head Rent in "note 29".

NOTE 9 - EXCEPTIONAL ITEM

During the current year, the Company has sold it''s investments in equity shares of its wholly owned susbsidiary, AAT Global Limited on 8 June 2013 for a consideration of Rs. 5,202.60 Lakhs. Profit on sale of above investment is Rs. 704.99 Lakhs.

NOTE 10 - RESEARCH AND DEVELOPMENT EXPENSES

Research and development expenses aggregating to Rs. 268.43 Lakhs (previous year Rs. 215.60 Lakhs) in the nature of revenue expenditure and Rs. 29.20 Lakhs (previous year Rs. 90.84 Lakhs) in the nature of capital expenditure have been included under the appropriate account heads.

NOTE 11 - SEGMENT INFORMATION

In accordance with Accounting Standard 17 "Segment Reporting", segment information has been given in the consolidated financial statements of the Company, and therefore, no separate disclosure on segment information is given in these financial statements.

NOTE 12

The Company does not make any direct remittances of dividends in foreign currencies to non-resident shareholders. Dividend to non-resident shareholders has been deposited into their Rupee account in banks in India.

NOTE 13

The Company has established a comprehensive system of maintenance of information and documents as required by the transfer pricing regulations under sections 92-92F of the Income-Tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company continuously updates its documents for the international transactions entered into with the associated enterprises during the financial year. The management is of the opinion that its international transactions are at arms length so that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense for the year and that of provision for taxation.

NOTE 14

The Ministry of Corporate Affairs, Government of India, vide General Circular No. 2 and 3 dated 8th February 2011 and 21st February 2011 respectively read with General Circular No. 08/2014 dated 4th April has granted a general exemption from compliance with section 212 of the Companies Act, 1956, subject to fulfilment of conditions stipulated in the circular. The Company has satisfied the conditions stipulated in the circular and hence is entitled to the exemption. Necessary information relating to the subsidiaries has been included in the Consolidated Financial Statements.

NOTE 15

Previous year''s figures have been regrouped / reclassified wherever necessary to correspond with the current year''s classification/ disclosure.


Mar 31, 2013

Note 1 COMPANY OVERVIEW

Himadri Chemicals & Industries Limited is a public Company domiciled and headquartered in India. It is incorporated under the Companies Act, 1956 and its shares are listed on the National Stock Exchange (NSE) and Bombay Stock Exchange (BSE). The Company is primarily engaged in manufacturing of carbon materials and chemicals. The Company has operations in India and caters to both domestic and international markets. The Company also has a wholly-owned subsidiary in Hong Kong in the name of Himadri Global Investment Limited which has 94% shareholding in Shandong Dawn Himadri Chemical Industry Limited in China

Note 2 AMOUNTS RECEIVABLE/ PAYABLE IN FOREIGN CURRENCY

(a) The Company uses various forms of derivative instruments such as foreign exchange forward contracts, options, cross currency swaps and interest rate swaps to hedge its exposure to movements in foreign exchange and interest rates

(b) Forward contracts / hedging instruments outstanding as at balance sheet date:

Gain/ loss on contracts not designated as effective hedges and ineffective portion of the contracts designated as effective hedges are included in foreign exchange fluctuation account, after adjustment of periodic premium received on cross currency/ interest rate swaps.

Note 3

Trade receivables include an amount ofRs. 798.10 lakhs due from a customer which is currently under arbitration proceedings. Based on the merits of the case, the management believes that the outcome of the said proceedings would be in favour of the Company.

Note 4 EMPLOYEE BENEFITS: POST EMPLOYMENT BENEFIT PLANS

1. Defined contribution plans

The Company makes contributions, determined as a specified percentage of employee salaries, in respect of qualifying employees towards Provident Fund and Superannuation Fund, which are defined contribution plans. The Company has no obligations other than to make the specified contributions. The contributions are charged to the statement of profit and loss as they accrue. The amount recognised as an expense towards contribution to Provident Fund and Superannuation fund for the year aggregated to Rs. 64.73 lakhs (previous year Rs. 53.04 lakhs) and Rs. 21.81 lakhs (previous year Rs. 25.94 lakhs) respectively.

Note 5 RELATED PARTY DISCLOSURE

(i) List of related party and relationship where control exists

(a) Enterprise on which the Company has control

Himadri Global Investment Limited (HGIL) Wholly owned subsidiary

Shandong Dawn Himadri Chemical Industry Limited Subsidiary of HGIL

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

(a) Key Managerial Personnel

Mr. Bankey Lal Choudhary, Managing Director Mr. Shyam Sundar Choudhary, Executive Director Mr. Vijay Kumar Choudhary, Executive Director Mr. Anurag Choudhary, Chief Executive Officer Mr. Amit Choudhary, President - Projects Mr. Tushar Choudhary, President - Operations

(b) Relative of Key Managerial Personnel

Mr. Damodar Prasad Choudhary

(c) Enterprises owned or significantly influenced by the Key Managerial Personnel or their relatives

Himadri Credit & Finance Limited Himadri Dyes & Intermediates Limited Himadri Coke & Petro Limited Himadri Industries Limited Sri Agro Himghar Limited Himadri e-Carbon Limited

(d) Associate

BC India Investments

Note 6 OPERATING LEASE

a) The Company has taken various commercial premises and equipment under cancellable operating leases. These lease agreements are normally renewed on expiry.

b) The Company has also taken certain commercial premises under non-cancellable operating leases, the future minimum lease payments in respect of which are as follows

c) Lease payments recognized in Statement of Profit and Loss with respect to operating leases - Rs. 144.11 lakhs (previous year Rs. 135.50 lakhs) included under head "Rent in note 29"

Note 7 RESEARCH AND DEVELOPMENT EXPENSES

Research and Development expenses aggregating to

a. Rs. 215.60 lakhs (previous year Rs. 156.64 lakhs) in the nature of revenue expenditure and Rs. 90.84 lakhs (previous year Rs. 35.88

akhs) in the nature of capital expenditure have been included under the appropriate account heads.

b. Rs. Nil (previous year Rs. 724.72 lakhs) debited in earlier year to Capital work-in-progress has been capitalised

Note 8 SEGMENT INFORMATION

In accordance with Accounting Standard 17 "Segment Reporting", segment information has been given in the consolidated financial statements of the Company, and therefore, no separate disclosure on segment information is given in these financial statements

Note 9

The Company''s proposal for transfer of undertakings of Carbon Black including Power Plant situated at Mahistikry, Hooghly, West Bengal to its wholly owned subsidiary has been approved by the shareholders in terms of Section 293(1)(a) of the Companies Act, 1956 by means of postal ballot and the other approvals as required from the secured lenders including banks and financial institutions are under process. Post receiving all approvals, the Board of Directors of the Company and / or committee thereof may consider transfer of the said undertaking

Note 10

The Company does not make any direct remittances of dividends in foreign currencies to non-resident shareholders. Dividend to non-resident shareholders has been deposited into their Rupee account in banks in India

Note 11

The Company has established a comprehensive system of maintenance of information and documents as required by the transfer pricing regulations under sections 92-92F of the Income-Tax Act, 1961. Since the law requires existence of such information and documentation to be contemporaneous in nature, the Company continuously updates its documents for the international transactions entered into with the associated enterprises during the financial year. The management is of the opinion that its international transactions are at arms length so that the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense for the year and that of provision for taxation

Note 12

Previous year''s figures have been regrouped / reclassified wherever necessary to correspond with the current year''s classification/ disclosure.

Note 13

The financials statements of the previous year were audited by one of the joint auditors, M/s S. Jaykishan, Chartered Accountants.


Mar 31, 2012

A. Terms/Rights attached to equity shares

The Company has only one class of equity shares having a par value of Re 1/- each. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian Rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation of the Company, the holders of the equity shares will be entitled to receive the remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

b. Shares reserved for issue under options

For details of shares reserved for issue on conversion of Foreign Currency Convertible Bonds which were issued on 13th April,2009, please refer note 4A(i)(d) regarding terms of conversion/redemption of Foreign Currency Convertible Bonds.

c. During the year 2009-10, the Company had issued and alloted 63,10,000 Equity Shares of Rs. 10/- each on preferential basis to Bain Capital India Investments at a premium of Rs.390 per share, aggregating to Rs. 25,240 Lacs. The object of the issue was to part finance its ongoing projects, capacity expansion and to meet increased working capital requirements. The Company has utilised the entire proceeds on the objects of the issue.

(A) Terms of Repayment/Conversion

(i) Bonds / Debentures

a) Deep Discount Debentures are redeemable at par at the end of 20 years from the date of allotment i.e. 24th September, 2001, due date being 24th September, 2021.

b) 10% Non-convertible Debentures are redeemable at par at the end of 10 years from the date of allotment, i.e. 24th August, 2010, due date being 24th August, 2020.

c) 9-60% Non-convertible Debentures are redeemable at par on or after 28th June, 2017 and before 28th June, 2020.

d) In the year 2009-2010, the Company had issued to International Finance Corporation (IFC), 70 Foreign Currency Convertible Bonds (FCCB) having a face value of USD 1 Lac each aggregating USD 70 Lacs. The FCCBs are hybrid instruments with an option of conversion into Equity Shares and an underlying foreign currency liability with redemption in the event of non conversion at the end of the period.

The bondholder has an option of converting these bonds into Equity Shares at any time within a period of 7 years from the date of issue at an initial conversion price of Rs. 13.50 per share (face value Re. 1/- each) at the exchange rate prevailing on the date of conversion request. Unless the conversion option is exercised, the outstanding FCCB's will be redeemed in full at their par value together with interest at the rate of 6 months LIBOR 3.35% p.a. accrued on a compounded 6-monthly basis.

As at 31st March, 2012 conversion option has not been exercised in respect of any bond. The Company expects that the bondholder will opt for conversion rather than redemption and consequently no interest is expected to be payable and therefore, the same is not provided for.

b) Deferred Sales Tax loan is interest free and sanctioned by the Government of Andhra Pradesh. The same has to be repaid monthly during the period from August 2014 to October 2017.

c) Loans against Vehicles & Equipments are repayable by way of Equated Monthly Instalments subsequent to taking of such loan. The period of loan is 3 years.

B) Details of Security

i) The Non- Convertible Debentures (NCD) issued to Life Insurance Corporation of India Limited and ICICI Bank Limited aggregating to Rs. 20,000 Lacs are secured by way of Equitable Mortgage on land situated at Mouza Maharaj Pura Dist - Mahesana (Gujarat), First Pari Passu Charge on Immovable Properties (Lease Hold Land) situated at Mahistikry and also hypothecation of Movable fixed assets (including plant & machinery) in favour of Axis Trustee Services Limited, being the trustee of the Debenture holders.

ii) Rupee Term loan from Hong Kong and Shanghai Banking Corporation Ltd and External Commercial Borrowings (ECB) from ICICI Bank Limited and The Hong Kong and Shanghai Banking Corporation Limited are secured by way of hypothecation of all the movable fixed assets (Including Plant & Machineries) and mortgage of immovable properties (Lease hold land) situated at Mahistikry on pari passu basis with other Lenders.

iii) Rupee Term Loan from Citibank N.A. is secured byway of hypothecation of movable and immovable fixed assets (including Plant & Machineries) of the Company at all locations.

iv) External Commercial Borrowing (ECB) from International Finance Corporation (IFC) is secured by way of hypothecation of movable fixed assets and mortgage of immovable properties (Lease Hold Land) situated at Mahistikry Unit, Liluah Unit-1 & II and Vishakhapatnam Unit on pari passu basis with other Lenders.

v) External Commercial Borrowings from Deutsche Investitionsund Entwicklungsgesellschaft MBH (DEG) and DBS Bank Ltd. are secured byway of mortgage of immovable properties (Leasehold Land) situated at Mahistikry on pari passu basis with other Lenders.

vi) Loans against Vehicles & Equipment are secured by way of hypothecation of the underlying asset financed.

a) Details of Security.

The Working Capital facilities from Banks are secured by hypothecation of currents assets of the Company both present and future on Pari-Passu basis

Additionally,

i) Working Capital facilities from Citi Bank to the extent of Rs. 8,000 Lacs are secured by way of pledge of investments in Mutual Funds.

ii) Working Capital facilities from HSBC Bank to the extent of Rs. 8,427 Lacs are secured by way of pledge of investments in Mutual Funds.

iii) Working Capital Loans from Banks to the extent of Rs. 9,201.56 Lacs (P.Y. Rs. 3,457.26 Lacs) are personally guaranteed by the promoter directors of the Company.

Note:

1) Original Cost as at 31st March, 2012 of Vehicles includes Rs. 259-58 Lacs (Previous Year-Rs. 137.11 Lacs) acquired under Auto Finance Scheme from Banks, of which Rs. 139-86 Lacs (Previous Year Rs. 69.49 Lacs) was outstanding as at 31st March, 2012.

2) Depreciation for the year includes Rs. Nil (Previous Year Rs. 52.38 Lacs) charged/allocated to Capital Work in Progress.

b) Rs. 1,077.09 Lacs on account of stock of stores and spares (Previous year Rs. 1,405.88 Lacs ).

c) Rs. 483.46 Lacs, being exchange diifferences recognised under Para 46A of AS-11 "The Effects of Changes in Foreign Exchange Rates". (Refer Note No. 33).

The Company has made current tax provision for Minimum Alternate Tax (MAT) u/s 115JB of the Income Tax Act, 1961. As per the provisions of Section 115JAA, MAT Credit receivable for the amount in excess over tax liability as per normal computation has been recognized as an asset. The said asset is created by way of a credit to the profit & loss account and shown as MAT Credit Entitlement.

Note CONTINGENT LIABILITIES AND COMMITMENTS

a) Contingent Liabilities not provided for in respect of:

a) Standby letter of credit to secure financial assistance to its subsidiary 1,534.70 -

b) Interest on FCCB 436.01 258.15

c) Bills discounted with Banks 5,816.94 2,406.25

d) Claims against the company in respect of statutory liabilities disputed under appeal:

-Custom Duty 28.83 28.83

-Sales Tax 257.91 257.91

- Service Tax / Excise Duty 228.25 77.44

b) Estimated amount of commitments on capital account (net of advances) - Rs. 1,752.94 Lacs (Previous Year Rs. 1,792.04 Lacs).

c) Estimated amount of export obligations to be fulfilled in respect of goods imported under advance license/ Export Promotion Capital Goods Scheme (EPCG) - Rs. 9,192.58 Lacs. (Previous Year Rs. 3,829-03 Lacs)

Note ^ AMOUNTS RECEIVABLE/PAYABLE IN FOREIGN CURRENCY

(a) The Company uses various forms of derivative instruments such as foreign exchange forward contracts, options, cross currency swaps and interest rate swaps to hedge its exposure to movements in Foreign Exchange and Interest rates.

(b) Forward Contracts / Hedging instruments outstanding as at Balance sheet date, as per information available with the Company, are as follows:

(c) All derivative contracts outstanding as on 31st March, 2012 are marked to market. The Company has applied the Hedge Accounting principles set out in the Accounting Standard (AS) 30 Financial Instruments: Recognition and Measurement.

Accordingly, loss aggregating to Rs. 1,630.66 Lacs (P.Y. Rs. 355.74 Lacs), being the effective portion of the contracts designated as effective hedges for future cash flows has been recognised in the Hedging Reserve Account to be ultimately recognised in the Profit & Loss Account, depending on the exchange rate fluctuation till and when the underlying forecasted transactions occur.

Gain/loss on contracts not designated as effective hedges and ineffective portion of the contracts designated as effective hedges is included in Foreign Exchange Fluctuation Account, after adjustment of periodic premium received on Cross Currency/Interest Rate Swaps.

Foreign Exchange Fluctuation in the Statement of Profit & Loss includes gain of Rs. 226.98 Lacs, being periodic premium on certain contracts (net of mark to market loss) adjusted in the accounts for earlier year from borrowing costs included in Capital Work in Progress.

Note ^ CHANGE IN ACCOUNTING POLICY

The Company has exercised option available to it under Para 46Aof AS 11 "The Effects of Changes in Foreign Exchange Rates" as per Notification No. GSR No. 914(E) issued by the Ministry of Corporate Affairs, Government of India on 29th December, 2011 in respect of accounting for fluctuations in Foreign Exchange relating to long term monetary items. Accordingly, the Company has adjusted exchange fluctuations amounting to Rs. 2,235.41 Lacs to the cost of its Fixed Assets (including Capital Work in Progress) during the year which was hitherto charged to Profit & Loss Account.

Consequent to the change in the accounting policy, additions to Fixed Assets (including Capital Work in Progress) as at 31st March 2012 are higher by Rs. 2,235.41 Lacs, depreciation for the year higher by Rs. 94.20 Lacs, and the profit for the year higher by Rs. 2,141.21 Lacs.

Note ^ AMOUNT DUE TO MICRO, SMALL AND MEDIUM ENTERPRISES

The Company owes Rs. 124.12 Lacs (P.Y. Rs. Nil) to Micro, Small and Medium Enterprises as on 31st March, 2012. However, 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, 2012. 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. This has been relied upon by the auditors.

Note ^ EMPLOYEE BENEFITS

The disclosures of Employee benefits as defined in the Accounting Standard are given below:

Defined Contribution Plan

Contribution to Defined Contribution Plan, recognised as expense for the year is as under:

Defined Benefit Plan

The employee gratuity fund scheme managed by a Trust is a defined benefit plan. The present value of obligation is determined based on the actuarial valuation using the Projected Unit Credit Method as on 31st March, 2012 which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

Note ^ EMPLOYEE BENEFITS (Contd.)

a) The estimates of rate of escalation in salary considered in actuarial valuation, take into account inflation, seniority, promotion and other relevant factors including supply and demand in the employment market.

b) The discounting rate is considered based on market yield on government bonds having currency and terms consistent with the currency in terms of the post employment benefit obligations.

c) Expected rate of return assumed by the insurance company is generally based on their investment pattern as stipulated by the Government of India.

viii. The above information is certified by the actuary.

ix. The Company expects to contribute Rs. 10.36 Lacs to the Gratuity Fund managed by the Life Insurance Corporation of India during the financial year 2012-13.

Note ^ OPERATING LEASE ~

The Company has taken an SNF manufacturing unit in Vapi, Gujarat on an operating lease vide agreement dated 27th Feb, 2009 from Chemsons Industrial Corporation for a period of 7 years with an option to exit or further renewal for a period of 10 years, effective from 1st April, 2009. The lease rent payable shall increase by 10% every 5 years without cascading effect.

Also, the Company has taken a Spraydrying Unit in Vapi, Gujarat on an operating lease vide agreement dated 20th May, 2011 from SkyLine Interchem for a period of 3 years with an option to exit or further renewal for a period of 3 years, effective from 7th June, 2011. The lease rent payable shall increase by 10% every year without cascading effect.

b) Lease payments recognized in Profit and Loss Account - Rs. 43.60 Lacs (P. Y. Rs.24 Lacs).

Note RESEARCH AND DEVELOPMENT EXPENSES ~

Research and Development expenses aggregating to:

a. Rs. 156.64 Lacs (Previous year Rs. 178.15 Lacs) in the nature of revenue expenditure and Rs. 35.88 Lacs (Previous year Rs. 738.20 Lacs) in the nature of capital expenditure have been included under the appropriate account heads.

b. Rs. 724.72 Lacs debited in earlier year to Capital Work in Progress has been capitalised during the year.

Note - SEGMENT REPORTING ~

Primary Business Segment

Based on the synergies, risks and returns associated with business operations and in terms of Accounting Standard -17, the Company is predominantly engaged in a single reportable segment of "Carbon Materials & Chemicals" during the year. The risks and returns of power plant are also directly associated with its manufacturing operations and hence not treated as a separate reportable segment.

Geographical Segment

The secondary segmental reporting is based on the geographical location of customers. The Geographical segments have been disclosed based on revenue within India (sales to customers within India) and revenue outside India (sales to customers located outside India). Secondary segment assets and liabilities are based on the location of such asset / liability.

Since the total carrying amount of assets located outside India is less than 10% of the total assets of the Company, information in respect of segment assets located outside India and capital expenditure incurred outside India has not been disclosed.

Note

The Company has not made any remittance in foreign currencies on account of dividend during the year and does not have information as to the extent to which remittance in foreign currencies on account of dividends have been made on behalf of non - resident shareholders.

Note

The Revised Schedule VI has become effective from 1 April, 2011 for the preparation of financial statements. This has significantly impacted the disclosure and presentation made in the financial statements. Previous year's figures have been regrouped / reclassified wherever necessary to correspond with the current year's classification/disclosure. Accordingly amounts and other disclosures for the preceding year are included as an integral part of the current year financial Statements and are to be read in relation to the amounts and other disclosures relating to the current year.


Mar 31, 2011

1. Secured Loans

a) Term Loan from Citibank N.A and External Commercial Borrowings (ECB) from International Finance Corporation, DBS Bank Limited, The Hong Kong and Shanghai Banking Corporation Ltd and ICICI Bank Limited are secured by first pari passu charge on all immovable and moveable fixed assets of the Company. ECB from The Hong Kong and Shanghai Banking Corporation Ltd is further secured by way of second pari passu charge on the entire current assets of the Company, both present and future.

b) Term Loans from The Hong Kong and Shanghai Banking Corporation Ltd and External Commercial Borrowing from DEG- Deutsche Investitionsund Entwicklungsgesellschaft MBH (DEG) are secured by way of first pari-passu charge on all immovable and moveable fixed assets situated at Mahistikry, Hooghly (West Bengal).

c) Term Loan from Non-Banking Finance Company (NBFC) is secured by way of first pari passu charge on the entire fixed assets of the Company's Coal Tar pitch unit located at Mahistikry, Hooghly, West Bengal except Naphthalene Project and those relatable to subsequent expansion and is further secured by way of first pari passu charge on the leasehold land of the Company situated at Mahistikry, Hooghly, West Bengal.

d) During the year the Company has made private placement of Secured Listed Redeemable Non Convertible Debentures (NCD) to ICICI Bank Limited and Life Insurance Corporation of India Limited. The NCDs are secured by way of first pari passu charge on all immovable and moveable fixed assets of the Company in favour of Axis Trustee Services Limited, the trustee of the Debenture Holders.

e) Loan against equipment from ICICI Bank Limited is secured by hypothecation of the Equipment financed.

f) Working Capital loans obtained from State Bank of India, Central Bank of India, DBS Bank Limited, Axis Bank Ltd, Citibank N.A., The Hong Kong and Shanghai Banking Corporation Ltd, Yes Bank Limited and ICICI Bank are secured by way of first pari passu charge on the entire current assets of the Company, both present and future. Working Capital facilities from Deutsche Bank, The Hong Kong and Shanghai Banking Corporation Ltd and CitiBank N.A are secured by pledge of investments in Mutual Funds for Rs.17350.09 lacs.

Additionally,

i) Working Capital loans obtained from State Bank of India and Axis Bank Ltd. are secured by second pari-passu charge over the entire fixed assets of the Company.

ii) Working Capital loans obtained from The Hong Kong and Shanghai Banking Corporation Ltd and DBS Bank Limited are further secured by way of first pari-passu charge over the entire fixed assets of the Company situated at Liluah Unit- I & Liluah Unit-II (West Bengal) and Visakhapatnam (Andhra Pradesh) and second pari-passu charge on the entire fixed assets of the Company located at Mahistikry, Hooghly (West Bengal).

iii) Credit facilities from State Bank of India, Central Bank of India and CitiBank N.A are personally guaranteed by the promoter directors of the Company.

The Company is in the process of creating / modifying charge in favour of some of the lenders. Further, the Company is also in the process of standardisation / uniformity of security structure providing first parri-passu charge over current assets to working capital lenders and first parri-passu charge on all the fixed assets to the term loan lenders.

2. Contingent Liabilities not provided for in respect of:

(Rs. in Lacs)

As at As at

31.03.2011 31.03.2010

a) Bank Guarantees 1870.80 993.63

b) Letter of Credit outstanding 1516.08 903.06

c) Interest on FCCB 258.15 121.80

d) Bills discounted with Banks 2406.25 –

e) Claims against the Company in respect of statutory liabilities disputed under appeal:

– Custom Duty 28.83 28.83

– Sales Tax 257.91 257.91

– Service Tax / Excise Duty 77.44 64.46

3. Estimated amount of commitments on capital account (net of advances) - Rs. 1792.04 lacs (Previous Year Rs. 6855.69 lacs).

4. Estimated amount of export obligation to be fulfilled in respect of goods imported under advance license/ Export Promotion Capital Goods Scheme (EPCG) - Rs. 3829.03 lacs. (Previous Year Rs. 8511.25 lacs)

5. Fixed Deposits of Rs. 714.40 lacs (Previous Year Rs 808.41 lacs) have been lodged with the Banks as margin against Bank Guarantees issued on behalf of the Company and for treasury facilities.

6. Capital Work-in-Progress includes:

ii. Rs.267.50 lacs on account of advances against capital expenditure (Previous year Rs. 2784.76 lacs).

iii. Rs.1405.88 lacs on account of stock of stores and spares (Previous year Rs. 545.13 lacs ).

7. Research and Development expenses aggregating to

a. Rs. 178.15 lacs (Previous year Rs. 60.25 lacs) in the nature of revenue expenditure;

b. Rs.738.20 lacs (Previous year Rs. 121.86 lacs) in the nature of capital expenditure have been included under the appropriate account heads.

(Capital expenditure of Rs.738.20 lacs includes Rs.13.48 lacs capitalised during the year and debited to the respective fixed assets and Rs. 724.72 lacs incurred for ongoing expansion projects debited to Capital Work-in-progress)

8. Fixed Deposits include interest accrued but not due amounting to Rs 150.62 lacs (Previous year Rs. 39.87 lacs)

9. Amount of excise duty on variation in stocks shown in Schedule 17 represents differential excise duty on opening and closing stock of finished goods.

10.In the opinion of the management, Current Assets, Loans & advances have a value on realisation at least equal to the amount at which they are stated in the Balance Sheet. Adequate provisions have been made for all known losses and liabilities.

11. Interest on Term Loan is net of Rs. 32.14 lacs, being interest subsidy receivable for earlier years.

12.In the year 2009-2010, the Company had issued to International Finance Corporation (IFC), 70 Foreign Currency Convertible Bonds (FCCB) having a face value of USD 100,000 each aggregating USD 7 million. The FCCBs are hybrid instruments with an option of conversion into Equity Shares and an underlying foreign currency liability with redemption in the event of non conversion at the end of the period.

The bond holder has an option of converting these bonds into Equity Shares at any time within a period of 7 years from the date of issue at an initial conversion price of Rs 13.50 per share (face value Re. 1/- each) at the exchange rate prevailing on the date of conversion request. Unless the conversion option is exercised, the outstanding FCCB's will be redeemed in full at their par value together with interest at the rate of 6 months LIBOR 3.35% p.a. accrued on a compounded 6-monthly basis.

As at 31st March, 2011 conversion option has not been exercised in respect of any bond. The Company expects that the Bond holder will opt for conversion rather than redemption and consequently no interest is expected to be payable and therefore, the same is not provided for.

13. During the year 2009-10, the Company has issued and allotted 63,10,000 Equity Shares of Rs. 10/- each on preferential basis to Bain Capital India Investments at a premium of Rs. 390 per share, aggregating to Rs. 25240.00 Lacs.

The object of the issue was to part finance its ongoing projects, capacity expansion and to meet increased working capital requirements. Out of the above proceeds, the Company has expended Rs. 10786.00 Lacs on the objects of the issue and Rs.14454.00 Lacs representing temporary surplus funds are invested in Mutual Funds & Fixed Deposits.

a) The estimates of rate of escalation in salary considered in actuarial valuation, take into account inflation, seniority, promotion and other relevant factors including supply and demand in the employment market.

b) The discounting rate is considered based on market yield on government bonds having currency and terms consistent with the currency in terms of the post employment benefit obligations.

c) Expected rate of return assumed by the insurance Company is generally based on their investment pattern as stipulated by the Government of India.

viii.The above information is certified by the actuary.

ix. The Company expects to contribute Rs. 7.50 lacs to the Gratuity Fund managed by the Life Insurance Corporation of India during the financial year 2011-12.

Liability for gratuity and leave encashment is provided on actuarial basis for the Company as a whole. The amount pertaining to the directors is not ascertainable and therefore, not included above.

The computation of net profit for the purpose of Director's Remuneration u/s 349 of Companies Act, 1956 has not been enumerated since no commission has been paid to any of the directors. Fixed managerial remuneration has been paid to the whole-time directors within the limits prescribed in Schedule XIII of the Companies Act, 1956.

14. Segment Reporting:

Primary Business Segment

Based on the synergies, risks and returns associated with business operations and in terms of Accounting Standard - 17, the Company is predominantly engaged in a single reportable segment of "Carbon Materials & Chemicals" during the year. The risks and returns of power plant are also directly associated with its manufacturing operations and hence not treated as a separate reportable segment.

Geographical Segment

The secondary segmental reporting is based on the geographical location of customers. The Geographical segments have been disclosed based on revenue within India (sales to customers within India) and revenue outside India (sales to customers located outside India). Secondary segment assets and liabilities are based on the location of such asset / liability.

15.The Company has made current tax provision for Minimum Alternate Tax (MAT) u/s 115JB of the Income Tax Act, 1961. As per the provisions of Section 115JAA, MAT Credit receivable for the amount in excess over tax liability as per normal computation has been recognised as an asset. MAT credit is recognised as an asset in accordance with the recommendations contained in Guidance Note issued by the Institute of Chartered Accountants of India. The said asset is created by way of a credit to the profit & loss account and shown as MAT Credit Entitlement. The Company will review the same at each balance sheet date and write down the carrying amount of MAT Credit Entitlement to the extent there is no longer convincing evidence to the effect that Company will pay normal Income Tax during the specified period.

16.Related Party Disclosures:

i. Name of the related parties where control exists irrespective of whether transactions have occurred or not

a) Enterprise on which the Company has control

Himadri Global Investment Ltd. (HGIL) Wholly Owned Subsidiary

Shandong Dawn Himadri Chemical Industry Co. Ltd. Subsidiary of HGIL

b) Entities / Individuals owning directly or indirectly an interest in the voting power that gives them control None

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

a) Key Managerial Personnel

Mr. Bankey Lal Choudhary Managing Director

Mr. Shyam Sundar Choudhary Executive Director

Mr. Vijay Kumar Choudhary Executive Director

Mr. Anurag Choudhary Chief Executive Officer

Mr. Amit Choudhary President – Projects

Mr. Tushar Choudhary President – Operations

Mr. Jatin Kapoor CFO – (upto- 31st August,2010)

b) Enterprises owned or significantly Influenced by the Key Mangerial Personnel or their relatives Himadri Credit & Finance Ltd.

Himadri Dyes & Intermediates Ltd.

Himadri Industries Ltd.

AAT Techno-Info Ltd.

Sri Agro Himghar Ltd

Himadri e-Carbon Ltd.

17.Operating Lease

The company has taken an SNF manufacturing unit in Vapi, Gujarat on an operating lease vide agreement dated 27th Feb, 2009 from Chemsons Industrial Corporation for a period of 7 years with an option to exit or further renewal for a period of 10 years, effective from 1st April, 2009. The lease rent payable shall increase by 10% every 5 years without cascading effect.

b) Lease payments recognised in Profit and Loss Account – Rs. 24 lacs (P. Y. Rs. 24 lacs).

18.Earnings per Share (EPS):

Pursuant to the approval of the shareholders at the 22nd Annual General Meeting held on 28th Sep, 2010, the Equity Shares of the Company of Rs. 10 each have been sub-divided into equity shares of Re. 1 each w.e.f. 9th Nov, 2010. Weighted average number of Equity Shares used in computing the Earning Per Share is based on face value of Re. 1 per share. No. of Equity Shares for previous year has also been adjusted accordingly.

19. 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, 2011. 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.

20. Earnings in Foreign Exchange:

F.O.B. value of exports – Rs 12,255.12 lacs (Previous year – Rs. 9,675.83 lacs)

21. The Company has not made any remittance in foreign currencies on account of dividend during the year and does not have information as to the extent to which remittance in foreign currencies on account of dividends have been made on behalf of non - resident shareholders.

22. a) The Company uses various forms of derivative instruments such as foreign exchange forward contracts, options, cross currency swaps and interest rate swaps to hedge its exposure to movements in Foreign Exchange and Interest rates.

b) The Company has applied the Hedge Accounting principles set out in the Accounting Standard (AS) 30 "Financial Instruments: Recognition and Measurement". Accordingly, all such contracts outstanding as on 31st March, 2011 are marked to market and the loss aggregating Rs. 355.74 lacs (Previous Year – Rs. 440.51 lacs) arising on contracts that were designated as effective hedges of future cash flows has been recognised in the Hedging Reserve Account to be ultimately recognised in the Profit & Loss Account, depending on the exchange rate fluctuation till and when the underlying forecasted transactions occur.

c) The Company has entered into Cross Currency Swaps ( Notional Principal Amount aggregating to Rs. 7500 lacs) whereby fixed INR interest rate payable to Debenture holders has been swapped into floating Libor linked interest rates . The differential amount of interest has been reduced from the Borrowing Costs. The Company has also entered into Principal only Swaps (POS) for equivalent to INR 20000 lacs, being amount of Debentures, against receipt of periodic premium. The quantum of mark to market loss on the said derivatives as at the Balance Sheet date (net of periodic premium) has been adjusted in the accounts with borrowing cost.

23.The Company had been showing captive consumption of its finished products, being oils, used as fuel by inclusion thereof in Sales with corresponding debit to Power and Fuel in the Profit and Loss Account. The Company has discontinued the said practice in consonance with the spirit of AS 9 on "Revenue Recognition" notified by the Companies (Accounting Standards) Rules, 2006. This has no impact on the profit for the year of the Company. Accordingly, the accounts for the previous year have been regrouped by excluding the contra effect of oils used as fuel from 'sales, and ,Power and Fuel,.

24.Sales are shown net of trade discounts which were hitherto included under "Rebates and Discounts".

25.Previous year's figures have been reworked, re-grouped, re-arranged and reclassified, wherever considered necessary. Accordingly amounts and other disclosures for the preceding year are included as an integral part of the current year financial statements and are to be read in relation to the amounts and other disclosures relating to the current year.


Mar 31, 2010

1. Secured Loans

a) Term Loan from State Bank of India is secured by way of first pari passu charge on fixed assets, movable and immovable, relating to Companys Naphthalene Plant situated at Mahistikry, Hooghly, West Bengal and first pari passu charge over the other fixed assets of Companys Coal Tar Pitch unit (excluding those relatable to expansion during the year) situated at Mahistikry, Hooghly, West Bengal. The term loan is further secured by way of first pari-passu charge on the leasehold land at Mahistikry, Hooghly, West Bengal and second pari-passu charge on the immovable properties of the Company situated at Liluah Unit-I & Liluah Unit- II (West Bengal) and Visakhapatnam (Andhra Pradesh). Also personally guaranteed by the promoter directors of the Company.

b) Term Loan from Citibank and The Hong Kong and Shanghai Banking Corporation Ltd are secured by way of first pari-passu charge on all Plant and Machineries and other moveable fixed assets, both present and future, situated at Carbon Black Plant and on specific movable fixed assets of Coal Tar Distillation plant (relatable to expansion during the year) at Mahistikry, Hooghly, West Bengal. Credit facilities from The Hong Kong and Shanghai Banking Corporation Ltd are further secured by way of personal guarantee of promoter directors of the Company.

c) Term Loan from Non-Banking Finance Company (NBFC) is secured by way of first pari-passu charge on the entire fixed assets of the Companys Coal tar pitch unit located at Mahistikry, Hooghly, West Bengal except Naphthalene Project and those relatable to expansion during the year. It is further secured by way of first pari-passu charge on the leasehold land of the Company situated at Mahistikry, Hooghly, West Bengal.

d) ECB from International Finance Corporation and DBS Bank Ltd. are secured by way of equitable mortgage over the immovable properties of the Company ranking pari passu with the other lenders and first pari passu charge over the movable properties of the Company. The Company is in the process of creating charge for the above.

e) Working Capital loans obtained from State Bank of India, Central Bank of India, DBS Bank Limited, Axis Bank Ltd, Citibank N.A., The Hong Kong and Shanghai Banking Corporation Ltd, Yes Bank Limited and ICICI Bank are secured by hypothecation of stock of raw materials, work-in progress, finished goods, stores, book debts and other current assets of the company on pari-passu basis.

Additionally,

i) Working Capital loans obtained from State Bank of India, is secured by second pari-passu charge over the entire fixed assets of the Company situated at Liluah Unit-I & Liluah Unit-II, West Bengal & Mahistikry Unit, Hooghly, West Bengal, and Visakhapatnam Unit, Andhra Pradesh.

ii) Working Capital loans obtained from Citibank N.A., The Hong Kong and Shanghai Banking Corporation Ltd, Yes Bank Limited, DBS Bank Limited, Axis Bank and ICICI bank are further secured by way of first pari-passu charge over the entire fixed assets of the Company situated at Liluah Unit- I & Liluah Unit-II (West Bengal) and Visakhapatnam (Andhra Pradesh) and second pari-passu charge on the entire fixed assets of the Company located at Mahistikry, Hooghly (West Bengal).

iii) Working Capital facilities obtained from Central Bank of India is secured by way of first pari- passu charge over the entire fixed assets of the Company situated at Liluah Unit I & II (West Bengal) and Visakhapatnam (Andhra Pradesh) and second pari-passu charge on the immovable properties of the Company located at Mahistikry, Hooghly (West Bengal).

2. Contingent Liabilities not provided for in respect of:

(Rs. in Lacs)

As at As at

31.03.2010 31.03.2009

a) Bank Guarantees 993.63 554.65

b) Letter of Credit outstanding 903.06 685.43

c) Interest on FCCB 121.80 -

d) Claims against the company in respect of statutory liabilities disputed under appeal:

- Custom Duty 28.83 28.83

- Sales Tax 257.91 257.91

- Service Tax / Excise Duty 64.46 43.35

3. Estimated amount of commitments on capital account (net of advances) - Rs. 6855.69 lacs (Previous Year Rs. 204.98 lacs).

4. Estimated amount of export obligation to be fulfilled in respect of goods imported under advance license/ Export Promotion Capital Goods Scheme (EPCG) - Rs. 8511.25 lacs. (Previous Year Rs. 4837.06 lacs)

5. Fixed Deposits of Rs. 808.41 lacs (Previous Year Rs 150.98 lacs) have been lodged with the Banks as margin against Letters of Credit & Bank Guarantees issued on behalf of the Company.

ii. Rs. 2784.76 lacs on account of advances against capital expenditure (Previous year Rs. 2907.77 lacs). iii. Rs. 545.13 lacs on account of stock of stores and spares (Previous year Rs. 594.08 lacs ).

6. During the year, the Company has changed its accounting policy relating to write off of share issue expenses from amortising 1/5th of the expenditure every year to adjusting the same against the balance available in Securities Premium Account as permitted in Section 78 of the Companies Act,1956. Had there been no change in the policy, the profit for the year would have been lower by Rs. 61.85 lacs.

7. Research and Development expenses aggregating to

a. Rs. 60.25 lacs (Previous year Rs. 21.31 lacs ) in the nature of revenue expenditure

b. Rs. 121.86 lacs (Previous year Rs. 170.48 lacs ) in the nature of capital expenditure have been included under the appropriate account heads.

8. Fixed Deposits include interest accrued but not due amounting to Rs. 39.87 lacs (Previous year Rs. 30.72 lacs)

9. Amount of excise duty on variation in stocks shown in Schedule 18 represents differential excise duty on opening and closing stock of finished goods.

10. In the opinion of the management, Current Assets, Loans & advances have a value on realisation at least equal to the amount at which they are stated in the Balance Sheet. Adequate provisions have been made for all known losses and liabilities.

11. In the year 2007-08, the Company had issued 27,62,000 Warrants on a preferential basis to entities in the promoter group and Citigroup Venture Capital International Growth Partnership Mauritius Ltd. Each warrant carried a right to convert the same into one Equity Share of Rs. 10 each at a premium of Rs. 416 each (as per the formula prescribed under the SEBI (DIP) Guidelines within a period of 18 months from the date of allotment.

Of the above, 4,12,000 Warrants were converted into equal number of Equity Shares during the current year on receipt of balance consideration of Rs. 177.16 lacs, which has been utilised for capital expenditure.

Warrant holders holding 23,50,000 Warrants did not exercise the option and accordingly, the Board of Directors forfeited the same and credited the amount of Rs. 1010.50 lacs received against those warrants to Capital Reserve.

12.During the year, the Company has issued to International Finance Corporation (IFC), 70 Foreign Currency Convertible Bonds (FCCB) having a face value of USD 100,000 each aggregating USD 7 million. The FCCBs are hybrid instruments with an option of conversion into Equity Shares and an underlying foreign currency liability with redemption in the event of non conversion at the end of the period.

The bond holder has an option of converting these bonds into Equity Shares at any time within a period of 7 years from the date of issue at an initial conversion price of Rs 135 per share (face value Rs. 10 each) at the exchange rate prevailing on the date of conversion request. Unless the conversion option is exercised, the outstanding FCCBs will be redeemed in full at their par value together with interest at the rate of 6 months LIBOR+3.35% p.a. accrued on a compounded 6-monthly basis.

As at 31 March 2010 conversion option has not been exercised in respect of any bond. The Company expects that the Bond holder will opt for conversion rather than redemption and consequently no interest is expected to be payable and therefore, the same is not provided for.

13.During the year, the Company has issued and allotted 63,10,000 Equity Shares of Rs. 10/- each on preferential basis to Bain Capital India Investments at a premium of Rs. 390 per share, aggregating to Rs. 25240.00 Lacs.

The object of the issue was to part finance its ongoing projects, capacity expansion and to meet increased working capital requirements. Out of the above proceeds, the Company has expended Rs. 5040.00 Lacs on the objects of the issue and Rs. 20200.00 Lacs representing temporary surplus funds are invested in Mutual Funds & Fixed Deposits.

14.Employee Benefits

A. The disclosures of Employee benefits as defined in the Accounting Standard are given below:

a) The estimates of rate of escalation in salary considered in actuarial valuation, take into account inflation, seniority, promotion and other relevant factors including supply and demand in the employment market.

b) The discounting rate is considered based on market yield on government bonds having currency and terms consistent with the currency in terms of the post employment benefit obligations.

c) Expected rate of return assumed by the insurance company is generally based on their investment pattern as stipulated by the Government of India.

viii.The above information is certified by the actuary.

ix. The Company expects to contribute Rs. 8 lacs to the Gratuity Fund managed by the Life Insurance Corporation of India during the financial year 2010-11.

15.Segment Reporting:

Primary Business Segment

Based on the synergies, risks and returns associated with business operations and in terms of Accounting Standard - 17, the Company is predominantly engaged in a single reportable segment of “Carbon Materials & Chemicals" during the year. The risks and returns of captive power plant are also directly associated with its manufacturing operations and hence not treated as a separate reportable segment.

Geographical Segment

The secondary segmental reporting is based on the geographical location of customers. The Geographical segments have been disclosed based on revenue within India (sales to customers within India) and revenue outside India (sales to customers located outside India). Secondary segment assets and liabilities are based on the location of such asset / liability.

16.The Company has made current tax provision for Minimum Alternate Tax (MAT) u/s 115JB of the Income Tax Act, 1961. As per the provisions of Section 115JAA, MAT Credit receivable for the amount in excess over tax liability as per normal computation has been recognised as an asset. MAT credit is recognised as an asset in accordance with the recommendations contained in Guidance Note issued by the Institute of Chartered Accountants of India. The said asset is created by way of a credit to the profit & loss account and shown as MAT Credit Entitlement. The Company will review the same at each balance sheet date and write down the carrying amount of MAT Credit Entitlement to the extent there is no longer convincing evidence to the effect that Company will pay normal Income Tax during the specified period.

17.Related Party Disclosures:

i. Name of the related parties where control exists irrespective of whether transactions have occurred or not

a) Enterprise on which the Company has control

Himadri Global Investments Ltd. (HGIL) Wholly Owned Subsidiary

Shandong Dawn Himadri Chemical Industry Ltd. Subsidiary of HGIL b) Entities / Individuals owning directly or indirectly an interest in the voting power that gives them control None

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

a) Key Managerial Personnel

Mr. Bankey Lal Choudhary Managing Director

Mr. Shyam Sundar Choudhary Executive Director

Mr. Vijay Kumar Choudhary Executive Director

Mr. Anurag Choudhary Chief Executive Officer

Mr. Amit Choudhary President - Projects

Mr. Tushar Choudhary President - Operations

Mr. Jatin Kapoor CFO

b) Enterprises owned or significantly Influenced by the Key Managerial Personnel or their relatives Himadri Credit & Finance Ltd.

Himadri Dyes & Intermediates Ltd. Himadri Coke & Petro Ltd. Himadri Industries Ltd. AAT Techno-Info Ltd. Sri Agro Himghar Ltd. Himadri e-Carbon Ltd.

18.Operating Lease

The company has taken an SNF manufacturing unit in Vapi, Gujarat on an operating lease vide agreement dated 27 February 2009 from Chemsons Industrial Corporation for a period of 7 years with an option to exit or further renewal for a period of 10 years, effective from 1 April 2009. The lease rent payable shall increase by 10% every 5 years without cascading effect.

19. There are no Micro, Small and Medium Enterprises to whom the Company owes dues, which are outstanding for more than 45 days as at 31 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.

20.Earnings in Foreign Exchange:

F.O.B. value of exports – Rs. 9675.83 lacs (Previous year – Rs. 6,739.01 lacs)

21.The Company has not made any remittance in foreign currencies on account of dividend during the year and does not have information as to the extent to which remittance in foreign currencies on account of dividends have been made on behalf of non – resident shareholders.

22.The Company has applied the Hedge Accounting principles set out in the Accounting Standard (AS) 30 Financial Instruments: Recognition and Measurement. Accordingly, all such contracts outstanding as on 31 March 2010 are marked to market and the loss aggregating Rs. 440.51 lacs arising on contracts that were designated as effective hedges of future cash flows has been recognised in the Hedging Reserve Account to be ultimately recognised in the Profit & Loss Account, depending on the exchange rate fluctuation till and when the underlying forecasted transactions occur.

23. Previous years figures have been reworked, re-grouped, re-arranged and reclassified, wherever considered necessary. Accordingly amounts and other disclosures for the preceding year are included as an integral part of the current year financial Statements and are to be read in relation to the amounts and other disclosures relating to the current year.

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