అకౌంట్స్ గమనికలుSudarshan Chemical Industries Ltd.

Mar 31, 2025

(n) Provisions, contingent liabilities and contingent
assets:

(i) Provisions:

Provisions are recognised when the Company has
a present obligation (legal or constructive) as a
result of a past event, it is probable that an outflow
of resources embodying economic benefits will
be required to settle the obligation and a reliable
estimate can be made of the amount of the
obligation. When the Company expects some or all of
a provision to be reimbursed, for example, under an
insurance contract, the reimbursement is recognised
as a separate asset, but only when the reimbursement
is virtually certain. The expense relating to a provision
is presented in the Statement of Profit and Loss net
of any reimbursement.

If the effect of the time value of money is material,
provisions are discounted using a current pre-tax rate
that reflects, when appropriate, the risks specific to
the liability. When discounting is used, the increase in
the provision due to the passage of time is recognised
as a finance cost.

(ii) Contingent liability

Contingent liability is:

(a) possible obligation arising from past events and
whose existence will be confirmed only by the
occurrence or non-occurrence of one or more
uncertain future events not wholly within the control
of the entity or

(b) a present obligation that arises from past events but
is not recognized because;

- it is not probable that an outflow of resources
embodying economic benefits will be required
to settle the obligation or

- the amount of the obligation cannot be
measured with sufficient reliability.

The Company does not recognize a contingent liability
but discloses the same as per the requirements of
Ind AS 37. The cases which have been determined as
remote by the Company have not been disclosed.

(iii) Contingent asset

A contingent asset is a possible asset that arises from
past events and whose existence will be confirmed
only by the occurrence or non-occurrence of one
or more uncertain future events not wholly within
the control of the entity. The Company does not

recognize the contingent asset in its financial
statements since this may result in the recognition of
income that may never be realised. However, when
the realisation of income is virtually certain, then
the related asset is not a contingent asset and the
Company recognise such assets.

Provisions, contingent liabilities and contingent
assets are reviewed at each Balance Sheet date.

(o) Post-employment and other employee benefits:

(i) Short-term employee benefits:

The distinction between short-term and long-term
employee benefits is based on expected timing of
settlement rather than the employee''s entitlement
benefits. All employee benefits payable within twelve
months of rendering the service are classified as
short-term benefits. Such benefits include salaries,
wages, bonus, short-term compensated absences,
awards, ex-gratia, performance pay etc. and are
recognised in the period in which the employee
renders the related service. A liability is recognised
at an undiscounted value for the amount expected
to be paid e.g., under short-term cash bonus, if
the Company has a present legal or constructive
obligation to pay this amount as a result of past
service provided by the employee, and the amount
of obligation can be estimated reliably.

(ii) Post-employment benefits:

(1) Defined contribution plans:

The contributions to provident fund, other
funds, and superannuation schemes are
recognised in the Statement of Profit and
Loss during the period in which the employee
renders the related service. The Company has
no further obligations under these schemes
beyond its periodic contributions.

(2) Defined benefit plans:

The Company operates two defined benefit
plans for its employees, viz. gratuity and
pension. The present value of the obligation
under such defined benefit plans is determined
based on an independent actuarial valuation
using the Projected Unit Credit Method as at
the date of the Balance Sheet. The fair value of
plan asset is reduced from the gross obligation
under the defined benefit plans, to recognise
the obligation on a net basis.

Remeasurements, comprising of actuarial gains and losses,

the effect of the asset ceiling, excluding amounts included

in net interest on the net defined benefit liability and the
return on plan assets (excluding amounts included in net
interest on the net defined benefit liability), are recognised
immediately in the Balance Sheet with a corresponding
debit or credit to retained earnings through OCI in the
period in which they occur. Remeasurements are not
reclassified to profit or loss in subsequent periods.

Past service costs are recognised in profit or loss on the
earlier of:

- The date of the plan amendment or curtailment, and

- The date that the Company recognises related
restructuring costs.

Net interest is calculated by applying the discount rate
to the net defined benefit liability or asset. The Company
recognises the following changes in the net defined
benefit obligation as an expense in the Statement of
Profit and Loss:

- Service costs comprising current service costs,
past-service costs, gains and losses on curtailments
and non-routine settlements; and

- Net interest expense or income.

- Re-measurement

The Company presents the first two components of
defined benefit costs in Statement of Profit and Loss in the
line item ''Employee benefits expense''. Curtailment gains
and losses are accounted for as past service costs.

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.

A liability for a termination benefit is recognised at the
earlier of when the entity can no longer withdraw the offer
of the termination benefit and when the entity recognises
any related restructuring costs.

(3) Compensated absences:

Accumulated leave, which is expected to be utilized within
the next 12 months, is treated as short-term employee
benefit. The Company measures the expected cost of such
absences as the additional amount that it expects to pay
as a result of the unused entitlement that has accumulated
at the reporting date. The Company recognizes expected
cost of short-term employee benefit as an expense, when
an employee renders the related service.

The Company treats accumulated leave expected
to be carried forward beyond twelve months, as
long-term employee benefit for measurement purposes.
Such long-term compensated absences are provided for
based on the actuarial valuation using the projected unit
credit method at the reporting date. Actuarial gains /
losses are immediately taken to the Statement of Profit and
Loss and are not deferred. The obligations are presented
as current liabilities in the Balance Sheet if the entity does
not have an unconditional right to defer the settlement for
at least twelve months after the reporting date.

(p) Share based payments:

Employees (including senior executives) of the Company
receive remuneration in the form of share-based payments,
whereby employees render services as consideration for
equity instruments (equity-settled transactions).

The cost of equity-settled transactions is determined by
the fair value at the date when the grant is made using
an appropriate valuation model. Further details are given
in Note 50.

That cost is recognised, together with a corresponding
increase in share-based payment (SBP) reserves in equity,
over the period in which the performance and / or service
conditions are fulfilled in employee benefits expense.
The cumulative expense recognised for equity-settled
transactions at each reporting date until the vesting date
reflects the extent to which the vesting period has expired
and the Company''s best estimate of the number of equity
instruments that will ultimately vest. The expense or credit
in the Statement of Profit and Loss for a period represents
the movement in cumulative expense recognised as at
the beginning and end of that period and is recognised in
employee benefits expense.

Service and non-market performance conditions are not
taken into account when determining the grant date fair
value of awards, but the likelihood of the conditions being
met is assessed as part of the Company''s best estimate
of the number of equity instruments that will ultimately
vest. Market performance conditions are reflected
within the grant date fair value. Any other conditions
attached to an award, but without an associated service
requirement, are considered to be non-vesting conditions.
Non-vesting conditions are reflected in the fair value of
an award and lead to an immediate expensing of an
award unless there are also service and / or performance
conditions.

No expense is recognised for awards that do not ultimately
vest because non-market performance and / or service
conditions have not been met. Where awards include a
market or non-vesting condition, the transactions are
treated as vested irrespective of whether the market or
non-vesting condition is satisfied, provided that all other
performance and / or service conditions are satisfied.

When the terms of an equity-settled award are modified,
the minimum expense recognised is the grant date fair
value of the unmodified award, provided the original
vesting terms of the award are met. An additional expense,
measured as at the date of modification, is recognised
for any modification that increases the total fair value
of the share-based payment transaction, or is otherwise
beneficial to the employee. Where an award is cancelled by
the entity or by the counterparty, any remaining element
of the fair value of the award is expensed immediately
through the Statement of Profit and Loss.

The dilutive effect of outstanding options is reflected as
additional share dilution in the computation of diluted
earnings per share.

(q) Finance costs:

Borrowing costs directly attributable to the acquisition,
construction or production of an asset that necessarily takes
a substantial period of time to get ready for its intended
use or sale are capitalised as part of the cost of the asset.
All other borrowing costs are expensed in the period in
which they occur. Borrowing costs consist of interest and
other costs that an entity incurs in connection with the
borrowing of funds. Borrowing cost also includes exchange
differences to the extent regarded as an adjustment to the
borrowing costs.

(r) Financial instruments:

A financial instrument is any contract that gives rise to
a financial asset of one entity and a financial liability or
equity instrument of another entity.

(i) Financial assets:

(1) Initial recognition and measurement:

With the exception of trade receivables that do
not contain a significant financing component or
for which the Company has applied the practical
expedient, the Company initially measures a financial
asset at amortised cost, fair value through fair value
through other comprehensive income (OCI), and fair
value through profit or loss. Transaction costs that

are directly attributable to the acquisition or issue of
financial assets, which are not at fair value through
profit or loss, are adjusted to the fair value on initial
recognition. Trade receivables that do not contain
a significant financing component or for which the
Company has applied the practical expedient are
measured at the transaction price determined under
Ind AS 115. Refer to the accounting policies in Note
2.3 (d) Revenue from contracts with customers.

Purchases or sales of financial assets that require
delivery of assets within a time frame established by
regulation or convention in the marketplace (regular
way trades) are recognised on the trade date, i.e., the
date that the Company commits to purchase or sell
the asset.

In order for a financial asset to be classified and
measured at amortised cost or fair value through
OCI, it needs to give rise to cash flows that are ''solely
payments of principal and interest (SPPI)'' on the
principal amount outstanding. This assessment is
referred to as the SPPI test and is performed at an
instrument level. Financial assets with cash flows
that are not SPPI are classified and measured at
fair value through profit or loss, irrespective of the
business model.

The Company''s business model for managing
financial assets refers to how it manages its financial
assets in order to generate cash flows. The business
model determines whether cash flows will result
from collecting contractual cash flows, selling the
financial assets, or both. Financial assets classified
and measured at amortised cost are held within a
business model with the objective to hold financial
assets in order to collect contractual cash flows while
financial assets classified and measured at fair value
through OCI are held within a business model with
the objective of both holding to collect contractual
cash flows and selling.

(2) Subsequent measurement:

For purposes of subsequent measurement, financial assets

are classified in four categories:

- Financial assets at amortised cost (debt instruments)

- Financial assets at fair value through other
comprehensive income (FVTOCI) with recycling of
cumulative gains and losses (debt instruments)

- Financial assets designated at fair value through
other comprehensive income with no recycling of
cumulative gains and losses upon derecognition
(equity instruments)

- Financial assets at fair value through profit or
loss (FVTPL)

Financial assets at amortised cost (debt instruments):

A ''financial asset'' is measured at the amortised cost if both
the following conditions are met:

(a) The asset is held within a business model whose
objective is to hold assets for collecting contractual
cash flows, and

(b) Contractual terms of the asset give rise on specified
dates to cash flows that are solely payments of
principal and interest (SPPI) on the principal amount
outstanding.

This category is the most relevant to the Company.
After initial measurement, such financial assets are
subsequently measured at amortised cost using the
effective interest rate (EIR) method. Amortised cost
is calculated by taking into account any discount
or premium on acquisition and fees or costs that
are an integral part of the EIR. The EIR amortisation
is included in finance income in the Statement of
Profit and Loss. The losses arising from impairment
are recognised in the Statement of Profit and Loss.
This category generally applies to trade and other
receivables.

Financial assets at fair value through other
comprehensive income (FVTOCI) (debt instruments):

A ''financial asset'' is classified as at the FVTOCI if both of the
following criteria are met:

(a) The objective of the business model is achieved both
by collecting contractual cash flows and selling the
financial assets, and

(b) The asset''s contractual cash flows represent SPPI.

Debt instruments included within the FVTOCI category
are measured initially as well as at each reporting date
at fair value. For debt instruments, at fair value through
other comprehensive income, interest income, foreign
exchange revaluation and impairment losses or reversals
are recognised in the Statement of Profit and Loss and
computed in the same manner as for financial assets

measured at amortised cost. The remaining fair value
changes are recognised in OCI. Upon derecognition,
the cumulative fair value changes recognised in OCI
is reclassified from the equity to the Statement of
Profit and Loss.

Financial assets designated at fair value through other
comprehensive income (equity instruments):

Upon initial recognition, the Company can elect to classify
irrevocably its equity investments as equity instruments
designated at fair value through other comprehensive
income when they meet the definition of equity under
Ind AS 32 Financial Instruments - Presentation and are
not held for trading. The classification is determined on
an instrument-by-instrument basis. Equity instruments
which are held for trading and contingent consideration
recognised by an acquirer in a business combination to
which Ind AS103 applies are classified as at FVTPL.

Gains and losses on these financial assets are never
recycled to the Statement of Profit and Loss. Dividends are
recognised as other income in the Statement of Profit and
Loss when the right of payment has been established,
except when the Company benefits from such proceeds as
a recovery of part of the cost of the financial asset, in which
case, such gains are recorded in OCI. Equity instruments
designated at fair value through OCI are not subject to
impairment assessment.

Financial assets at fair value through profit or loss
(FVTPL):

Financial assets at fair value through profit or loss are
carried in the Balance Sheet at fair value with net changes
in fair value recognised in the Statement of Profit and Loss.

This category includes derivative instruments and
listed equity investments which the Company had not
irrevocably elected to classify at fair value through other
comprehensive income. Interest earned on instruments
designated at FVTPL is accrued in interest income, using
the EIR, taking into account any discount/ premium and
qualifying transaction costs being an integral part of
instrument. Interest earned on assets mandatorily required
to be measured at FVTPL is recorded using the contractual
interest rate.

(3) Derecognition:

A financial asset (or, where applicable, a part of a financial
asset or part of a group of similar financial assets) is
primarily derecognised when:

(a) The rights to receive cash flows from the asset have
expired, or

(b) The Company has transferred its rights to receive cash
flows from the asset or has assumed an obligation to
pay the received cash flows in full without material
delay to a third party under a ''pass-through''
arrangement; and either (a) the Company has
transferred substantially all the risks and rewards of
the asset, or (b) the Company has neither transferred
nor retained substantially all the risks and rewards of
the asset, but has transferred control of the asset.

(4) Impairment of financial assets:

In accordance with Ind AS 109, the Company uses ''Expected
Credit Loss'' (ECL) model, for evaluating impairment of
financial assets other than those measured at Fair Value
Through Profit and Loss (FVTPL). Expected Credit Losses are
measured through a loss allowance at an amount equal to:

- The 12-months expected credit losses (expected
credit losses that result from those default events on
the financial instrument that are possible within 12
months after the reporting date); or

- Full lifetime expected credit losses (expected credit
losses that result from all possible default events over
the life of the financial instrument).

For trade receivables, the Company applies ''simplified
approach'' which requires expected lifetime losses to be
recognised from initial recognition of the receivables.
The Company uses historical default rates to determine
impairment loss on the portfolio of trade receivables.
At every reporting date these historical default rates are
reviewed and changes in the forward-looking estimates
are analysed.

Therefore, the Company does not track changes in credit
risk but instead recognises a loss allowance based on
lifetime ECLs at each reporting date. The Company has
established a provision matrix that is based on its historical
credit loss experience, adjusted for forward-looking factors
specific to the debtors and the economic environment.

For other assets, the Company uses 12 month Expected
Credit Loss to provide for impairment loss where there is
no significant increase in credit risk. If there is significant
increase in credit risk, full lifetime Expected Credit Loss
is used. A financial asset is written off when there is no
reasonable expectation of recovering the contractual
cash flows.

(ii) Financial liabilities and equity instruments:

(1) Classification as debt or equity

An equity instrument is any contract that evidences
a residual interest in the assets of an entity after

deducting all of its liabilities. Equity instruments
issued by the Company are recognised at the proceeds
received, net of direct issue costs. The Company
classifies a financial instrument issued by it as equity
instrument only if below conditions are met:

The instrument neither includes contractual
obligation to deliver cash or another financial asset
to another entity, nor it includes any obligation to
exchange financial assets or financial liabilities with
another entity under conditions that are potentially
unfavourable to the issuer.

If the instrument will or may be settled in
the Company''s own equity instruments, it is
non-derivative instrument that includes no
contractual obligation for the Company to deliver a
variable number of its own equity instruments. If the
instrument is derivative, then it should be settled
only by the Company exchanging a fixed amount of
cash or another financial asset for a fixed number of
its own equity instruments.

All other instruments are classified as financial
liability and accounted for using the accounting
policy applicable to the Financial Liabilities.

(2) Initial recognition and measurement:

All financial liabilities are recognised at fair value and
in case of borrowings, net of directly attributable
cost. Fees of recurring nature are directly recognised
in the Statement of Profit and Loss as finance cost.
The Company''s financial liabilities include trade and
other payables, loans and borrowings and derivative
financial instruments. Equity instruments issued
by the Company are recognised at the proceeds
received, net of direct issue costs.

(3) Subsequent measurement:

For purposes of subsequent measurement, financial
liabilities are classified in two categories:

- Financial liabilities at fair value through
profit or loss

- Financial liabilities at amortised cost (loans and
borrowings)

Financial liabilities at fair value through profit or
loss (FVTPL):

Financial liabilities at fair value through profit or
loss include financial liabilities held for trading and
financial liabilities designated upon initial recognition
as at fair value through profit or loss. The Company

has designated any financial liability as at fair value
through profit or loss.

Financial liabilities at amortised cost (loans and
borrowings)

This is the category most relevant to the Company.
Financial liabilities are carried at amortised cost using
the effective interest rate (EIR) method. For trade
and other payables maturing within one year from
the balance sheet date, the carrying amounts
approximate fair value due to the short maturity of
these instruments. The EIR amortisation is included
as finance costs in the Statement of Profit and Loss.
For more information refer Note 53.

Financial guarantee contracts:

Financial guarantee contracts issued by the Company
are those contracts that require a payment to be
made to reimburse the holder for a loss it incurs
because the specified debtor fails to make a
payment when due in accordance with the terms of
a debt instrument. Financial guarantee contracts are
recognised initially as a liability at fair value, adjusted
for transaction costs that are directly attributable to
the issuance of the guarantee. Subsequently, the
liability is measured at the higher of the amount
of loss allowance determined as per impairment
requirements of Ind AS 109 and the amount
recognised less, when appropriate, the cumulative
amount of income recognised in accordance with the
principles of Ind AS 115.

(4) Derecognition:

A financial liability is derecognised when the
obligation under the liability is discharged or
cancelled or expires. When an existing financial
liability is replaced by another from the same
lender on substantially different terms, or the terms
of an existing liability are substantially modified,
such an exchange or modification is treated as
the derecognition of the original liability and the
recognition of a new liability. The difference in the
respective carrying amounts is recognised in the
Statement of Profit and Loss.

(iii) Offsetting of financial instruments:

Financial assets and financial liabilities are offset, and
the net amount is reported in the Balance Sheet if
there is a currently enforceable legal right to offset
the recognised amounts and there is an intention to
settle on a net basis, to realise the assets and settle
the liabilities simultaneously.

(s) Derivative financial instruments and hedge accounting:
Initial recognition and subsequent measurement

The Company uses various derivative financial instruments
such as forwards, interest rate swaps and currency swaps
to mitigate the risk of changes in interest rates and
exchange rates. At the inception of a hedge relationship,
the Company formally designates and documents the
hedge relationship to which the Company wishes to apply
hedge accounting and the risk management objective
and strategy for undertaking the hedge. Such derivative
financial instruments are initially recognised at fair value
on the date on which a derivative contract is entered
into and are also subsequently measured at fair value.
Derivatives are carried as financial assets when the fair
value is positive and as financial liabilities when the fair
value is negative.

Any gains or losses arising from changes in the fair value of
derivatives are taken directly to the Statement of Profit and
Loss, except for the effective portion of cash flow hedge
which is recognised in Other Comprehensive Income and
later to the Statement of Profit and Loss, when the hedged
item affects profit or loss or treated as basis adjustment
if a hedged forecast transaction subsequently results in
the recognition of a non-financial asset or non-financial
liability.

Hedges that meet the criteria for hedge accounting are
accounted for as follows:

Fair value hedge:

The Company designates derivative contracts or
non-derivative financial assets / liabilities as hedging
instruments to mitigate the risk of change in fair value
of hedged item due to movement in interest rates and
exchange rates. Changes in the fair value of hedging
instruments and hedged items that are designated and
qualify as fair value hedges are recorded in the Statement
of Profit and Loss. If the hedging relationship no longer
meets the criteria for hedge accounting, the adjustment
to the carrying amount of a hedged item for which the
effective interest method is used is amortised to the
Statement of Profit and Loss over the period of maturity.

Cash flow hedge:

The Company designates derivative contracts or
non-derivative financial assets / liabilities as hedging
instruments to mitigate the risk of movement in interest
rates and exchange rates for foreign exchange exposure
on highly probable future cash flows attributable to a
recognised asset or liability or forecast cash transactions.

When a derivative is designated as a cash flow hedging
instrument, the effective portion of changes in the fair value
of the derivative is recognised in the cash flow hedging
reserve being part of Other Comprehensive Income.
Any ineffective portion of changes in the fair value of the
derivative is recognised immediately in the Statement of
Profit and Loss. Refer to Note 49 for more details.

If the hedging relationship no longer meets the criteria for
hedge accounting, then hedge accounting is discontinued
prospectively. If the hedging instrument expires or is sold
/ terminated or exercised, the cumulative gain or loss on
the hedging instrument recognised in cash flow hedging
reserve till the period the hedge was effective remains in
cash flow hedging reserve until the underlying transaction
occurs. The cumulative gain or loss previously recognised
in the cash flow hedging reserve is transferred to the
Statement of Profit and Loss upon the occurrence of the
underlying transaction. If the forecasted transaction is no
longer expected to occur, then the amount accumulated in
cash flow hedging reserve is reclassified in the Statement
of Profit and Loss.

(t) Cash and cash equivalents, and Bank balances:

Cash and cash equivalent comprises of cash at banks
(which are unrestricted for withdrawal and usage), and
cash on hand and short-term deposits with original
maturity of three months or less. Bank balances other than
cash and cash equivalents as explained above comprises
of earmarked balances of unclaimed dividends, and
short-term deposits with original maturity of three months
or more. These items are subject to an insignificant risk of
changes in value. In the Statement of Cash Flows, cash and
cash equivalents consist of cash and short-term deposits,
as defined above which are considered as integral part of
the Company''s cash management.

(u) Dividends:

The Company recognises a liability to pay dividend to
equity holders of the Company when the distribution
is authorised, and the distribution is no longer at the
discretion of the Company. As per the corporate laws in
India, a distribution is authorised when it is approved by
the shareholders. A corresponding amount is recognised
directly in equity.

(v) Earnings per share:

Basic earnings per share is computed by dividing the net
profit for the period attributable to the equity shareholders
of the Company by the weighted average number of
equity shares outstanding during the period. The weighted

average number of equity shares outstanding during the
period is adjusted for events such as bonus issue, bonus
element in a rights issue, share split, and reverse share split
(consolidation of shares) that have changed the number
of equity shares outstanding, without a corresponding
change in resources.

For the purpose of calculating diluted earnings per
share, the net profit for the period attributable to equity
shareholders and the weighted average number of shares
outstanding during the period are adjusted for the effects
of all dilutive potential equity shares.

(w) Segment reporting:

Operating segments are reported in a manner consistent
with the internal reporting provided to the chief operating
decision maker. The Board of Directors of the Company has
identified the Managing Director as the chief operating
decision maker of the Company.

(x) Rounding-off of amounts:

All amounts disclosed in the financial statements and notes
have been rounded off to nearest lakhs, with one decimal,
as per the requirement of Schedule III of the Companies
Act, 2013, unless otherwise stated.

(y) Climate-related matters:

The Company considers climate-related matters
in estimates and assumptions, where appropriate.
This assessment includes a wide range of possible impacts
on the Company due to both physical and transition
risks. Even though the Company believes its business
model and products will still be viable after the transition
to a low-carbon economy, climate-related matters
increase the uncertainty in estimates and assumptions
underpinning several items in the financial statements.
Even though climate-related risks might not currently
have a significant impact on measurement, the Company
is closely monitoring relevant changes and developments,
such as new climate-related legislation. The items and
considerations that are most directly impacted by
climate-related matters are:

(i) Useful life of property, plant and equipment: When
reviewing the residual values and expected useful
lives of assets, the Company considers climate-related
matters, such as climate-related legislation and
regulations that may restrict the use of assets or
require significant capital expenditures.

(ii) Impairment of non-financial assets: The Company
assesses whether climate risks, including physical
risks and transition risks could have a significant
impact. If so, these risks are included in the cash-flow
forecasts in assessing value-in-use amounts.

(z) New and amended standards:

The Company applied for the first-time certain standards
and amendments, which are effective for annual periods
beginning on or after 1^st April 2024. The Company has not
early adopted any standard, interpretation or amendment
that has been issued but is not yet effective.

(i) Ind AS 117 Insurance Contracts

The Ministry of Corporate Affairs (MCA) notified the
Ind AS 117 - Insurance Contracts, vide notification
dated 12 August 2024, under the Companies
(Indian Accounting Standards) Amendment Rules,
2024, which is effective from annual reporting
periods beginning on or after 1 April 2024.
Ind AS 117 - Insurance Contracts is a comprehensive
new accounting standard for insurance contracts
covering recognition and measurement, presentation
and disclosure. Ind AS 117 replaces Ind AS 104 -
Insurance Contracts. Ind AS 117 applies to all types of
insurance contracts, regardless of the type of entities
that issue them as well as to certain guarantees and
financial instruments with discretionary participation
features; a few scope exceptions will apply. Ind AS
117 is based on a general model, supplemented by:

- A specific adaptation for contracts with
direct participation features (the variable
fee approach)

- A simplified approach (the premium allocation
approach) mainly for short-duration contracts

The application of Ind AS 117 had no impact on the
Company''s financial statements as the Company has
not entered any contracts in the nature of insurance
contracts covered under Ind AS 117.

(ii) Amendment to Ind AS 116 Leases - Lease liability
in a sale and leaseback

The MCA notified the Companies (Indian Accounting
Standards) Second Amendment Rules, 2024, which
amend Ind AS 116, Leases, with respect to Lease
Liability in a Sale and Leaseback.

The amendment specifies the requirements that a
seller-lessee uses in measuring the lease liability arising in
a sale and leaseback transaction, to ensure the seller-lessee
does not recognise any amount of the gain or loss that
relates to the right of use it retains.

The amendment is effective for annual reporting periods
beginning on or after 1 April 2024 and must be applied
retrospectively to sale and leaseback transactions entered
into after the date of initial application of Ind AS 116.

The amendment does not have a material impact on the
Company''s financial statements.

(iii) Amendment to IND AS 21 - Lack of exchangeability

The Ministry of Corporate Affairs notified amendments
to Ind AS 21 The Effects of Changes in Foreign Exchange
Rates to specify how an entity should assess whether a
currency is exchangeable and how it should determine
a spot exchange rate when exchangeability is lacking.
The amendments also require disclosure of information
that enables users of its financial statements to understand
how the currency not being exchangeable into the
other currency affects, or is expected to affect, the entity''s
financial performance, financial position and cash flows.

The amendments are effective for annual reporting
periods beginning on or after 1 April 2025. When applying
the amendments, an entity cannot restate comparative
information.

The amendments are not expected to have a material
impact on the Group''s financial statements.

Standards notified but not yet effective

There are no standards that are notified and not yet
effective as on the date.

(aa) Significant accounting judgements, estimates and
assumptions:

The preparation of the Company''s financial statements
requires management to make judgements, estimates and
assumptions that affect the reported amounts of revenues,
expenses, assets and liabilities, and the accompanying
disclosures, and the disclosure of contingent liabilities.
Uncertainty about these assumptions and estimates could
result in outcomes that require a material adjustment to
the carrying amount of assets or liabilities affected in future
periods. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed
on an ongoing basis. Revisions to accounting estimates
are recognized in the year in which the estimate is revised
if the revision affects only that year, or in the year of the
revision and future year, if the revision affects current and
future year.

Other disclosures relating to the Company''s exposure to
risks and uncertainties includes:

- Financial instruments risk management objectives
and policies Note 49(A).

- Sensitivity analyses disclosures Notes 40, and 49(A).

- Capital management Note 49(B).

Use of significant judgements

In the process of applying the Company''s accounting
policies, management has made the following judgements,
which have the most significant effect on the amounts
recognised in the financial statements:

(i) Determining the lease term of contracts with
renewal and termination options - Company as
a lessee:

The Company determines the lease term as the
non-cancellable term of the lease, together with any
periods covered by an option to extend the lease if it
is reasonably certain to be exercised, or any periods
covered by an option to terminate the lease, if it is
reasonably certain not to be exercised.

The Company has several lease contracts that
include extension and termination options.
The Company applies judgement in evaluating
whether it is reasonably certain whether or not to
exercise the option to renew or terminate the lease.
That is, it considers all relevant factors that create
an economic incentive for it to exercise either the
renewal or termination. After the commencement
date, the Company reassesses the lease term if there
is a significant event or change in circumstances
that is within its control and affects its ability to
exercise or not to exercise the option to renew or to
terminate (e.g., construction of significant leasehold
improvements or significant customisation to the
leased asset).

Refer Note 5 for information on potential future
rental payments relating to periods following the
exercise date of extension and termination options
that are not included in the lease term.

Estimates and assumptions:

The key assumptions concerning the future and other
key sources of estimation uncertainty at the reporting
date, that have a significant risk of causing a material
adjustment to the carrying amounts of assets and liabilities
within the next financial year, are described below.
The Company based its assumptions and estimates on
parameters available when the financial statements were
prepared. Existing circumstances and assumptions about
future developments, however, may change due to market
changes or circumstances arising that are beyond the
control of the Company. Such changes are reflected in the
assumptions when they occur.

(i) Estimating the incremental borrowing rate to
measure lease liabilities

The Company cannot readily determine the interest
rate implicit in the lease, therefore, it uses its
incremental borrowing rate (IBR) to measure lease
liabilities. The IBR is the rate of interest that the
Company would have to pay to borrow over a similar
term, and with a similar security, the funds necessary
to obtain an asset of a similar value to the right-of-
use asset in a similar economic environment. The IBR
therefore reflects what the Company ''would have to
pay'', which requires estimation when no observable
rates are available. The Company estimates the IBR
using observable inputs (such as market interest
rates) when available and is required to make certain
entity-specific estimates (such as the credit rating).

(ii) Useful life and residual value of property, plant
and equipment and intangible assets:

Property, plant and equipment represent a significant
proportion of the asset base of the Company.
The charge in respect of periodic depreciation is
derived after determining an estimate of an asset''s
expected useful life and the expected residual value at
the end of its life. The useful lives and residual values
of Company''s property, plant and equipment and
intangible assets are determined by management at
the time the asset is acquired and reviewed at the
end of each reporting period. The lives are based on

historical experience with similar assets as well as
anticipation of future events, which may impact their
life, such as changes in technology. Consequently,
the future depreciation charge could be revised
and may have an impact on profit for future years.
The policy for the same has been explained in notes
2.3 (h) and 2.3 (i).

(iii) Recognition of deferred tax assets

Deferred tax is recorded on temporary differences
between the tax bases of assets and liabilities and their
carrying amounts, except when the deferred income tax
arises from the initial recognition of goodwill or an asset or
liability in a transaction that is not a business combination
and affects neither accounting nor taxable profit or loss
at the time of the transaction, at the rates that have been
enacted or substantively enacted at the reporting date.
The ultimate realisation of deferred tax assets is dependent
upon the generation of future taxable profits during the
periods in which those temporary differences and tax
loss carry forwards become deductible. The Company
considers the expected reversal of deferred tax liabilities
and projected future taxable income in making this
assessment. The amount of the deferred tax assets
considered realisable, however, could be reduced in the
near term if estimates of future taxable income during the
carry-forward period are reduced. The policy for the same
has been explained under Note 2.3 (f).

(iv) Defined benefit obligation:

The cost of the defined benefit gratuity plan, other
defined benefit plan and other post-employment plans
are determined using actuarial valuations. An actuarial
valuation involves making various assumptions that may
differ from actual developments in the future. These include
the determination of the discount rate, future salary
increases, expected returns on plan assets and mortality
rates. Due to the complexities involved in the valuation and
its long-term nature, a defined benefit obligation is highly
sensitive to changes in these assumptions. All assumptions
are reviewed at each reporting date.

The parameter most subject to change is the discount rate.
In determining the appropriate discount rate for plans
operated in India, the management considers the interest
rates of government bonds where remaining maturity of
such bond correspond to expected term of defined benefit
obligation.

The mortality rate is based on publicly available mortality
tables for India. Those mortality tables tend to change
only at interval in response to demographic changes.
Future salary increases, discount rate and return on
planned assets are based on expected future inflation rates
for India. Further details about defined benefit plans are
given in Note 2.3 (o).

(v) Impairment of non-financial assets:

The Company assesses at each reporting date whether
there is an indication that an asset may be impaired. If any
indication exists, or when annual impairment testing for
an asset is required, the Company estimates the asset''s
recoverable amount. An asset''s recoverable amount is
the higher of an asset''s or Cash Generating Unit''s (CGU''s)
fair value less costs of disposal and its value in use. It is
determined for an individual asset, unless the asset or CGU
exceeds its recoverable amount, the asset is considered
impaired and is written down to its recoverable amount.

In assessing the value in use, the estimated future cash
flows are discounted to their present value using a pre-tax
discount rate that reflects current market assessments of
the time value of money and risks specific to the asset.
In determining the fair value less costs to disposal, recent
market transactions are taken into account. If no such
transactions can be identified, an appropriate valuation
model is used. These calculations are corroborated by
valuation multiples or other available fair value indicators.
The policy for the same has been explained under
Note 2.3 (m).

(vi) Impairment of financial assets:

The impairment provisions for financial assets are based
on assumptions about risk of default and expected loss
rates. The Company uses judgement in making these
assumptions and selecting the inputs to the impairment
calculation, based on Company''s past history, existing
market conditions as well as forward looking estimates at
the end of each reporting period. Further, the Company
also evaluates risk with respect to expected loss on
account of loss in time value of money which is calculated
using average cost of capital for relevant financial assets.

The Company reviews its carrying value of investments
carried at cost annually, or more frequently when there is
indication for impairment. If the recoverable amount is less

than its carrying amount, the impairment loss is recorded
in the Statement of Profit and Loss. When an impairment
loss subsequently reverses, the carrying amount of
the Investment is increased to the revised estimate of
its recoverable amount, so that the increased carrying
amount does not exceed the cost of the Investment.
A reversal of an impairment loss is recognised immediately
in Statement of Profit or Loss. The policy for the same has
been explained in Note 2.3 (r) Financial Instruments.

(vii) Provision for inventory obsolescence:

The Company identifies slow and non-moving stock of
all inventories on an ongoing basis. These materials are
then classified based on their expected quality parameters
to determine the possibility of utilisation / liquidation of
these materials. Based on this, a provision for slow and
non-moving inventory is created.

(viii) Share based payment:

Estimating fair value for share-based payment transactions
requires determination of the most appropriate valuation
model, which is dependent on the terms and conditions
of the grant. This estimate also requires determination
of the most appropriate inputs to the valuation model
including the expected life of the share option, volatility
and dividend yield and making assumptions about them.
For the measurement of the fair value of equity-settled
transactions with employees at the grant date, the
Company uses the Black-Scholes model. The assumptions
and models used for estimating fair value for share-based
payment transactions are disclosed in Note 50.

(ix) Litigation:

The Company has various ongoing litigations, the outcome
of which may have a material effect on the financial
position, results of operations or cashflows. The Company''s
legal team regularly analyses current information about
these matters and assesses the requirement for provision
for probable losses including estimates of legal expense
to resolve such matters. In making the decision regarding
the need for loss provision, the management considers the
degree of probability of an unfavourable outcome and the
ability to make sufficiently reliable estimate of the amount
of loss. The filing of a lawsuit or formal assertion of a claim
against the Company or the disclosure of any such suit or
assertions, does not automatically indicate that a provision
of a loss may be appropriate.

Considering the facts on hand and the current stage
of certain ongoing litigations the Company foresees a
remote risk of any material claim arising from claims
against the Company. The Management has exercised
significant judgement in assessing the impact, if any,
on the disclosures in respect of litigations in relation to
the Company.

(x) Determination of timing of satisfaction of performance
obligation:

The Company concluded that sale of goods is to be
recognised at a point in time because it does not meet
the criteria for recognising revenue over a period of time.
The Company has applied judgement in determining the
point in time when the control of the goods are transferred
based on the criteria mentioned in the standard read
along with the contract with customers, applicable
laws and considering the industry practices. The goods

manufactured by the Company are on the basis of the
open purchase order as on date and the order expected
to be received. Further, the goods are dispatched as per
the terms mentioned in the purchase order.

(xi) Fair value measurement of financial instruments:

When the fair values of financial assets and financial
liabilities recorded in the Balance Sheet cannot be
measured based on quoted prices in active markets, their
fair value is measured using different valuation techniques
including the DCF model. The inputs to these models are
taken from observable markets where possible, but where
this is not feasible, a degree of judgement is required in
establishing fair values. Judgements and estimates include
considerations of inputs such as liquidity risk, credit risk
and volatility. Changes in assumptions about these factors
could affect the reported fair value of financial instruments.
Refer note 53 and 54 for further disclosures.

(c) Terms / Rights attached to equity shares

The Company has only one class of equity shares having a par value of ? 2.0 per share (Previous Year : ? 2.0 per share).
Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividend 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, except in case of Interim Dividend, which is ratified subsequently.

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the
Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares
held by the shareholders.

The Board of Directors at its meeting held on 25^th July, 2025, recommended Final Dividend of ? 4.50/- (Rupee Four and Fifty
Paise only) (i.e. 225%) per Equity Share of face value of ? 2.00/- each fully paid up, for the Financial Year ended 31^st March,
2025, subject to approval of the members at ensuing Annual General Meeting.

In the previous year, the Board of Directors had recommended a final dividend of ? 1.0 /- per share on face value of ? 2.0/-
per share (i.e. 50%) for the FY 2023-24, which was approved by the shareholders at the 73^rd Annual General Meeting of the
Company. This is in addition to the Interim Dividend of ? 3.60/- (Rupees Three and Sixty Paise only) (i.e. 180%) per Equity Share
of face value of ? 2.00/- each fully paid up, paid during the Financial Year 2023-24, taking total Dividend for the Financial Year
2023-24 at ? 4.60/- (Rupees Four and Sixty Paise only).

As per records of the Company, including it''s register of shareholders / members and other declarations received from
shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownership of shares.

Consequent to issue of Equity Shares by way of Qualified Institutions Placement and Preferential Issue during the year,
percentage of total shares held by the above shareholders has diluted since the total number of issued Equity Shares has
increased from 6,92,27,250 to 7,85,72,885.

During the year, the Company has issued 9,80,000 Warrants convertible into 9,80,000 Equity Shares of ? 2 each to Mr. R. B.
Rathi. The said Warrants are eligible for conversion into Equity Shares within a period of eighteen months from the date of
Issue i.e. 13^th December, 2024. As on 31^st March, 2025, the said Warrants have not been converted into Equity Shares and hence
are not reflected in the total number of shares held by Mr. R. B. Rathi in the table above.

(e) For a period of five years immediately preceding 31^st March, 2025

- aggregate number of shares allotted as fully paid up pursuant to contract without payment being received in cash - Nil

- aggregate number and class of shares allotted as fully paid up by way of bonus shares - Nil

- aggregate number of shares bought back - Nil

("Issue") to qualified institutional investors in accordance with the provisions of Securities and Exchange Board of India (Issue of
Capital and Disclosure Requirements) Regulations, 2018 ("SEBI ICDR Regulations"). The Company has used the proceeds from
the Issue for investment in Sudarshan Europe B.V. for part funding of the acquisition of global pigment business operations
of the Heubach Group, including all associated costs in relation to the acquisition, repayment / pre-payment, in part or in
full,

---

Mar 31, 2024

B. The Company has not revalued its Intangible Assets during the financial years ended 31^st March, 2024 and 31^st March, 2023

C. There are no Intangible Assets under Development ("IAUD") as at 31^st March, 2024 and 31^st March, 2023. Accordingly the ageing schedule and the completion schedule for IAUD has not been presented.

5 RIGHT-OF-USE ASSETS AND LEASE LIABILITIES Company as a lessee

The Company has lease contracts for various items of building, land and plant & machinery (IT equipment) used in its operations. Leases of building generally have lease terms between 4 and 10 years and certain plant & machinery (IT equipment) have lease term of 5 years. Leasehold land pertains to upfront payments made to Maharashtra Industrial Development Corporation and hence have longer lease terms upto 99 years with no corresponding leasehold liabilities. The Company''s obligations under its leases are secured by the lessor''s title to the leased assets. There are several lease contracts that include extension and termination options and variable lease payments. The Company also has certain leases of machinery with lease terms of 12 months or less and leases of office equipment with low value. The Company applies the ''short-term lease'' and ''lease of low-value assets'' recognition exemptions for such leases.

*The Board of Directors at its meeting held on Wednesday, 6^th March, 2024, accorded its in-principle approval for sale of its holding in Sudarshan Japan Limited subject to necessary due diligence, approvals, consents, permission from the concerned authrority to Sudarshan Europe B.V. Pursuant to the requirement of IND AS 105 - "Non current Assets Held for Sale and Discontinued Operations”, this has been classified as "investment in subsidiary (held for sale)” as at 31^st March, 2024.

**As a part of restructuring / consolidation and with the purpose to have a single entity as Global Holding Company for all overseas subsidaries,the Company through Share Purchase Agreement dated 22^nd March 2024, divested its holding in Sudarshan (Shanghai) Trading Company Limited to Sudarshan Europe B.V. for a total consideration of C 134.7 Lakhs resulting into a loss of C344.1 Lakhs (including transaction cost and other incidental cost) which has been disclosed as an exceptional item. Refer note 53.

The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with Companies (Restriction on number of Layers) Rules, 2017.

As an Ind AS transition adjustment, as at 31^st March, 2017, the fair value of financial guarantee fees receivable for security given by the Company for loans taken by subsidiaries has been included in the value of investments. The details of such fair values included in the value of investments above is as shown below:

(b) Terms / Rights attached to equity shares

The Company has only one class of equity shares having a par value of C2.0 per share (Previous Year : C2.0 per share). Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividend 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, except in case of Interim Dividend, which is ratified subsequently.

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

The Board of Directors at its meeting held on 17^th May, 2024, recommended Final Dividend of C1.0/- (Rupee One only) (i.e. 50%) per Equity Share of face value of C2.0/- each fully paid up, for the Financial Year ended 31^st March, 2024, subject to approval of the members at ensuing Annual General Meeting. This is in addition to the Interim Dividend of C3.6/- (Rupees Three and Sixty Paise only) (i.e. 180%) per Equity Share of face value of C2.0/- each fully paid up, paid during the Financial Year 2023-24, taking total Dividend for the Financial Year 2023-24 at C4.6/- (Rupees Four and Sixty Paise only).

In the previous year, the Board of Directors had recommended a final dividend of C1.5/- per share on face value of C2.0/-per share (i.e. 75%) for the FY 2022-23, which was approved by the shareholders at the 72^nd Annual General Meeting of the Company.

As per records of the Company, including its register of members and other declarations received from shareholders regarding beneficial interest, the above shareholding pattern represents both legal and beneficial ownership of shares.

(d) For a period of five years immediately preceding 31^st March, 2024

- aggregate number of shares allotted as fully paid up pursuant to contract without payment being received in cash - Nil

- aggregate number and class of shares allotted as fully paid up by way of bonus shares - Nil

- aggregate number of shares bought back - Nil

(f) Other disclosures

The Company being ultimate holding company, there are no shares held by any other holding, ultimate holding company and their subsidiaries.

There are no shares reserved for issue under options and contracts / commitments for the sale of shares / disinvestment, including the terms and amounts; except as disclosed in note 51

There are no securities convertible into equity / preference shares issued along with the earliest date of conversion in descending order starting from the farthest such date.

Description of nature and purpose of each reserve

(a) Capital reserve

Capital reserve includes surplus on re-issue of shares made in the financial year 1996-97 amounting to C0.4 Lakhs.

(b) Securities premium

Securities premium is used to record the premium on issue of shares. The reserve can be utilised only for limited purposes such as issuance of bonus shares in accordance with the provisions of the Companies Act, 2013.

(c) General reserve

Under the erstwhile Companies Act 1956, general reserve was created through an annual transfer of net income at a specified percentage in accordance with applicable regulations. The purpose of these transfers was to ensure that if a dividend distribution in a given year is more than 10% of the paid-up capital of the Company for that year, then the total dividend distribution is less than the total distributable results for that year. Consequent to introduction of Companies Act 2013, the requirement to mandatorily transfer a specified percentage of the net profit to general reserve has been withdrawn. However, the amount previously transferred to the general reserve can be utilised only in accordance with the specific requirements of Companies Act, 2013.

(d) Effective portion of cash flow hedge

The cash flow hedging reserve represents the cumulative effective portion of gains or losses arising on changes in fair value of designated portion of hedging instruments entered into for cash flow hedges. Such gains or losses will be reclassified to Statement of Profit and Loss in the period in which the underlying hedged transaction occurs (refer note 49 and 52).

(e) Share options outstanding reserve

The share options-based payment reserve is used to recognise the grant date fair value of options issued to employees under employee stock option plan. (refer note 51).

(f) Retained earnings

Retained earnings are the profits/(losses) that the Company has earned / incurred till date, less any transfers to general reserve, dividends or other distributions paid to shareholders. Retained earnings include re-measurement loss / (gain) on defined benefit plans, net of taxes that will not be reclassified to Statement of Profit and Loss.

In the previous year, the Company was unable to fulfil the debt obligations associated with its non-current borrowings. The management had obtained condonation letters for the same from all lenders involved in the form of waiver, provision of ''cure-period'' for fulfilling such obligations, deferral of applicability of financial covenants and modification in financial covenants. The Company has continued to disclose these borrowings as per the repayment schedule.

Proposed dividends on equity shares are subject to approval at the Annual General Meeting of the Company and are not recognised as a liability as at year end. Dividend for the year ended 31^st March, 2023 was subsequently approved by the shareholders at the 72^nd Annual General Meeting of the Company.

The Company has complied with the provisions of Section 123 of the Companies Act, 2013 related to dividend declared and dividend paid.

Non-current borrowings are disclosed net of unamortised finance cost of C 138.8 Lakhs (Previous Year: C229.0 Lakhs)

The above balance also includes interest accrued but not due amounting to C723.0 lakhs as at 31^st March, 2024 and C796.0 lakhs as at 31^st March, 2023.

OTHER REGULATORY INFORMATION

The Company files monthly / quarterly statement for its current assets with banks. Further, pursuant to subsequent adjustment if any post closures of yearly books and statutory audit, the Company files the revised return with the updated amounts at the year end.

The charges or satisfaction on the assets of the Company are registered with Registrar of Companies within the statutory period. The Company does not have any charges or satisfaction which are yet to be registered with Registrar of Companies (ROC) beyond statutory period.

The Company has used the borrowings obtained from banks and financial institutions for the specific purpose for which they were taken during the year ended 31^st March, 2024 and 31^st March, 2023.

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

* The Company has availed import duty exemption under Export Promotion Capital Goods ("EPCG”) scheme, EPCG scheme is a scheme which allows an exporter to import of capital goods including spares for pre-production, production and post-production at zero Customs duty, for exports. As per the scheme, the Company has undertaken export obligation amounting to 6 times of the amount saved on duty on the capital goods.

# Includes payable with respect to Goods & Services Tax, Local Body Tax, Grampanchayat Tax, Withholding Taxes, Provident Fund etc.

**The Company has received C296.5 lakhs as at 31^st March, 2024, (C442.8 lakhs as at 31^st March, 2023) as contract liabilities (advance from customers), these liabilities are derecognised once the supply of goods are made.

The Code on Social Security, 2020

The Code on Social Security, 2020 (''Code'') relating to employees benefits during employment and post-employment benefits received Presidential assent in September 2020. The Code has been published in the Gazette of India. However, the date on which the Code will come into effect has not been notified and the final rules / interpretation have not yet been issued. The Company will assess the impact of the Code when it comes into effect and will record any related impact in the period the Code becomes effective.

Compliance to Section 197 of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

During the year under review, the managerial remuneration amounting to C 1,570.1 Lakhs was paid to the Managing Director and the Wholetime Director in terms of the provisions of Section 197 of the Companies Act, 2013 read with Schedule V thereto, and Rules made thereunder and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. This includes remuneration amounting to C129.03 Lakhs in excess of the limits prescribed under the Companies Act, 2013, and Rules made thereunder and C875.60 Lakhs in excess of the limits prescribed under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. Approval for the same has been accorded by the Shareholders by way of Special Resolution at its 72^nd Annual General Meeting held on 11^th August, 2023.

37 AMOUNT SPENT TOWARDS CORPORATE SOCIAL RESPONSIBILITY

The Company is covered under Section 135 of the Companies Act 2013, and is required to contribute towards activities eligible under Section 135 of The Companies Act, 2013 read with Schedule VII thereto. Company''s CSR activities for ongoing projects are (a) promotion of education and enhancing vocational skills, (b) eradication of hunger and promoting hygiene, (c) promotion of sports, (d) protection of national heritage and promotion and development of traditional arts, (e) promotion of gender equality, and (f) other infrastructure that would help meet the objectives of environmental sustainability such as waste management, vermi-culture, organic farming, etc.

40 GRATUITY AND OTHER POST EMPLOYMENT BENEFITS PLANS A Defined Contribution Plans

In accordance with the law, all employees of the Company are entitled to receive the benefits under the Provident Fund Act. Company''s contribution paid / payable during the year to provident fund and labour welfare fund are recognised in the Statement of Profit and Loss. The Company makes contributions to the Superannuation Scheme for employee who have opted, a defined contribution scheme administered by Life Insurance Corporation of India, which are charged to the Statement of Profit and Loss. The Company has no obligation to the scheme beyond its annual contributions.

B Defined Benefit Plans I Gratuity

Funded Scheme :

The Company has a defined benefit gratuity plan for its employees. The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the Act, every employee who has completed five years of service is entitled to specific benefit. The level of benefits provided depends on the employee''s length of service and salary at retirement age. An employee who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn) for each completed year of service as per the provisions of the Payment of Gratuity Act, 1972. The scheme is funded with insurance companies in the form of qualifying insurance policies. The Company accounts for liability of such future benefits based on an independent actuarial valuation on projected accrued credit method carried out for assessing the liability as on the reporting date.

Risk exposure and asset-liability matching

Provision of a defined benefit scheme poses certain risks, as the Company take on uncertain long-term obligations to make future benefit payments.

The following tables summarise the components of net benefit expense recognised in the Statement of Profit and Loss, the funded status and amounts recognised in Balance Sheet for the plan.

Sensitivity analysis indicates the influence of a reasonable change in certain significant assumptions on the outcome of the present value of obligation and aids in understanding the uncertainty of reported amounts. Sensitivity analysis is done by varying one parameter at a time and studying its impact.

Sensitivity analysis for each significant actuarial assumptions namely Discount rate and Salary assumptions have been shown in the table above at the end of the reporting period, showing how the defined benefit obligation would have been affected by the changes.

The method used to calculate the liability in these scenarios is by keeping all the other parameters and the data same as in the base liability calculation except the parameters to be stressed.

There is no change in the method from the previous period and the points / percentage by which the assumptions are stressed are same to that in the previous year.

The assumptions for mortality and attrition do not have a significant impact on the liability, hence are not considered a significant actuarial assumption for the purpose of sensitivity analysis.

Expected contribution by the Company for the next year: C366.9 lakhs

Weighted average duration of the plan (based on discounted cash flows using mortality, withdrawal and interest rate) is 12.8 years (Previous Year : 12.9 years).

II Pension

The Company provides for Pension, a defined benefit retirement plan covering eligible employees. Eligible employee are Company''s employees beyond certain grade subject to the approval of Nomination and Remuneration Commitee. The plan provides for monthly pension payments to such eligible employees or their family members till such period as stipulated in the Board approved policy. The Company accounts for liability of such future benefits based on an independent actuarial valuation on projected accrued credit method carried out for assessing the liability as on the reporting date.

The following tables summarise the components of net benefit expense recognised in the Statement of Profit and Loss, the funded status and amounts recognised in Balance Sheet for the plan.

Sensitivity analysis indicates the influence of a reasonable change in certain significant assumptions on the outcome of the Present value of obligation and aids in understanding the uncertainty of reported amounts. Sensitivity analysis is done by varying one parameter at a time and studying its impact.

Sensitivity analysis for each significant actuarial assumptions namely Discount rate and Salary assumptions have been shown in the table above at the end of the reporting period, showing how the defined benefit obligation would have been affected by changes.

The method used to calculate the liability in these scenarios is by keeping all the other parameters and the data same as in the base liability calculation except for the parameters to be stressed.

There is no change in the method from the previous period and the points / percentage by which the assumptions are stressed are same to that in the previous year

The assumption for mortality and attrition do not have a significant impact on the liability, hence are not considered a significant actuarial assumption for the purpose of sensitivity analysis.

III Leave Encashment / Compensated Absences / Sick Leave

The leave obligations cover the Company''s liability for sick leave, privilege leave and casual leave.

The amount of the provision to be settled within next 12 months is presented as current, since the Company does not have an unconditional right to defer the settlement for any of these obligations. However, based on past experience, the Company does not expect all employees to take the full amount of accrued leave or require payment within the next 12 months. The following table shows bifurcation of current and non-current provision for leave encashment.

The Company provides for accumulation of compensated absences by certain categories of its employees. These employees can carry forward a portion of unutilised compensated absences and utilise it in the future periods or receive cash in lieu thereof as per Company policy. The Company records an obligation for compensated absences in the period in which the employee renders the services that increases this entitlement. The measurement of such obligation is based on actuarial valuation as at the Balance Sheet date carried out by qualified actuary on projected accrued credit method carried out for assessing the liability as on the reporting date.

44 The disclosures under Ind AS 108 - Operating Segments have been included in the Consolidated Financial Statements and accordingly, not included in these financial statements. Refer note 50 of the Consolidated Financial Statements.

45 CAPITAL COMMITMENT AND CONTINGENT LIABILITIES (a) CAPITAL COMMITMENT

The unexecuted value of capital purchase orders issued to vendors as at 31^st March, 2024 are C615.7 lakhs (31^st March, 2023 : C325.3 lakhs)

(b) CONTINGENT LIABILITIES Claims against the Company not acknowledged as debts
Particulars	As At 31st March, 2024	As At 31st March, 2023
Excise duty / Service tax demands - matters under dispute	507.1	475.0
GST / VAT / CST demands - matters under dispute	2,275.5	-
Custom duty demands - matters under dispute	330.4	318.2
Direct Tax demands - matters under dispute	331.9	-
Electricity duty on Power Generation (refer note iv)	2,810.4	2,371.1

i It is not practicable for the Company to estimate the timing of cash outflows, if any, in respect of the above pending resolution of the respective proceedings as it is determinable only on receipt of judgments / decisions pending with various forums / authorities. The Company has assessed that it is only possible, but not probable, that outflow of economic resources will be required in this regard.

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

iii The Company''s pending litigations comprise of claims against the Company pertaining to proceedings pending with Income Tax, Excise, Custom, Sales / VAT tax and other 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 statements.

iv The Government of Maharashtra revised electricity duty payable on captive power generation (""CPP"") vide notification dated 13^th April, 2015 and accordingly MSEDCL issued a Circular no 214 dated 23^rd April, 2015, the revised rates for CPP was revised to 120 paise per unit from 30 paise per unit. The rates for CPP increased by 4 times, which was very high, therefore the Captive Power Producers Association filed writ petition with Bombay High Court which has been admitted by H.C. vide case No. WP/4963/2015 and WP/906/2017. The High Court passed interim stay order, subsequently during the last hearing held on 24^th January, 2020, the bench passed the order to continue the interim stay granted previously.

The Company has obtained an opinion from a subject-matter expert (''SME'') on the Electricity Duty contingency. The matter is sub-judice with the Bombay High Court and the SME has opined that the Company has a good case of success in the proceedings.

(c) OTHER LITIGATIONS

There are several other cases which has been determined as remote or has been provided in the books by the Company and hence not been disclosed above.

(d) GUARANTEES EXCLUDING FINANCIAL GUARANTEES

The Company has given guarantees on behalf of Sudarshan Europe B.V., Sudarshan North America, Sudarshan (Shanghai) Trading Company Limited, and RIECO Industries Limited for working capital requirement of the subsidiary companies. The management has considered the probability for outflow of the same to be remote. The Company has reviewed the financial position along with consideration of other factors, of the entity to whom the guarantees are issued and has determined that the exposure of revocation of liability is remote. Hence these financial guarantees are not measured at fair value as per Ind AS 109 - Financial Instruments (Refer note 43). Other than this the Company has issued guarantees to Maharashtra Pollution Control Board, Maharashtra State Electricity Distribution Company Limited, Custom Authorities and other authoritites amounting to C729.8 lakhs.

46 OTHER STATUTORY INFORMATION AS REQUIRED BY NOTIFICATION ISSUED BY MINISTRY OF CORPORATE AFFAIRS DATED 24TH MARCH, 2021 ON AMENDMENTS ON SCHEDULE III

(a) There are no loans or advances in the nature of loans are granted to promoters, directors, KMPs and the related parties (as defined under Companies Act, 2013) either severally or jointly with any other person.

(b) The Company does not hold any Benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and the rules made thereunder.

(d) The Company has not traded or invested in crypto currency or virtual currency during the financial year ended 31^st March, 2024 and 31^st March, 2023.

(e) (A) The Company has not advanced or loaned or invested funds to any persons or entities, including foreign entities

(Intermediaries) with the understanding that the Intermediary shall:

i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or

ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

(B) The Company has not received any fund from any persons or entities, including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:

i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or

ii) provide any guarantee, security or the like on behalf of the ultimate beneficiaries.

49 RISK MANAGEMENT AND CAPITAL MANAGEMENT A Financial instruments risk management objectives and policies

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

The Company is exposed to market risk, credit risk and liquidity risk. The Company''s senior management oversees the management of these risks. The Company''s senior management is supported by an Enterprise Risk Management (ERM) team that advises on financial risks and the appropriate financial risk governance framework for the Company. The ERM team provides assurance to the Company''s senior management that the Company''s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company''s policies and risk objectives. The ERM team process seeks to provide greater confidence to the decision maker and thus enhance achievement of objectives. The Board of Directors reviews and agrees policies for managing each of these risks, which are summarised below.

(a) Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk and commodity risk. Financial instruments affected by market risk include borrowings, deposits, investments, other receivable, payables and derivative financial instruments. The sensitivity analysis in the following sections relate to the position as at 31^st March, 2024 and 31^st March, 2023.

The Company uses derivatives (forward contract, interest rate swap) or non-derivative or a combination of both to hedge its exposure of forex / interest rate related risk. These instruments are either used to lock in a lower purchase price or / and a higher sales prices / fixed interest rate The gain or loss on hedging instrument are aligned and effectively an offset compared with hedged item.

The economic relationship between hedged item and hedged instrument is established to ensure that both are moving in the opposite direction because of the same hedged risk.

The credit risk associated with the hedge relationship is negligible due to the highly rated counterparties.

The Company''s hedging policy only allows for effective hedge relationships. 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 hedged item and hedging instrument. The Company enters into hedge relationships where the critical terms of the hedging instrument match exactly with the terms of the hedged item, and so a qualitative assessment of effectiveness is performed. If the critical terms of the hedged item do not match exactly with the critical terms of the hedging instrument, the company uses the quantitative analysis to assess effectiveness.

Ineffectiveness is recognised on a cash flow hedge where the cumulative change in the designated component value of the hedging instrument exceeds, on an absolute basis, the change in value of the hedged item that attributes to the hedged risk. This may arise if there is any change in the timing of the underlying hedged item or if the critical terms of the hedging instrument and the hedged item do not match exactly.

The Company basis their assessment believes that the probability of the occurrence of their highly probable forecasted transactions is not significantly impacted by the current geopolitical scenario. The Company has also considered the effect of changes, if any, in both counterparty credit risk and own credit risk while assessing hedge effectiveness and measuring hedge ineffectiveness. The Company continues to believe that there is no impact on effectiveness of its hedges.

In addition to the historical pattern of credit loss, the Company has also considered the likelihood of increased credit risk considering emerging situations due to the current geopolitical scenarios. This assessment is based on the likelihood of the recoveries from the customers in the present situation. The Company closely monitors its customers who are going through financial stress and assesses actions such as change in payment terms, recognition of revenue on collection basis etc., depending on severity of each case. Basis this assessment, the allowance for doubtful trade receivables is considered adequate.

In addition, financial instruments that are subject to concentration of credit risk include loans, cash and cash equivalents, other balances with banks and other financial assets. None of the financial instruments of the Company result in material concentration of credit risk. Credit risk on cash and cash equivalents is limited as the Company generally invest in deposits with banks and financial institutions with high credit ratings assigned by international and domestic credit rating agencies.

B Capital management

For the purpose of the Company''s capital management, capital includes issued equity capital and all other equity reserves attributable to the equity holders of the Company. The primary objective of capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to support its business and maximise shareholder value.

The Company manages its capital structure and makes adjustments to it in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend

50 ASSETS HELD FOR SALE :

Description

Sale of Freehold Land

The Board of Directors at its meeting held on Thursday, 9^th February, 2023, accorded its in-principle approval for sale of freehold, clear and marketable titled land admeasuring approximately 5.76 acres along with the structures standing thereon located at 162 Wellesley Road, Pune - 411 001, Maharashtra, India, subject to necessary due diligence, approvals, consents, permissions from the concerned authorities to one or more parties in part, piecemeal or in full. Subsequently, the Company entered into an agreement dated 6^th April, 2023 for transfer of aforesaid land along with the structures standing thereon. The transaction was completed on 6^th April, 2023. Pursuant to the requirements of Ind AS 105 - "Non current Assets Held for Sale and Discontinued Operations", this has been classified as "assets held for sale" as at 31^st March, 2023. Also refer note 53(a).

These instruments are measured at fair values at each reporting period resulting in derivative financial assets and derivative financial liabilities. The gain / loss on maturity / termination of such derivative instruments is recorded in the Statement of Profit and Loss along with the relevant hedged item.

The weighted average fair value of the share option granted is C 169.2/-. Options were priced using the Black-Scholes Merton Formula pricing model. Where relevant, the expected life used in this model has been adjusted based on management''s best estimate for the effects of non-transferability, exercise restrictions and behavior considerations. Expected volatility is based on historical sale price volatility of comparable companies in the industry over the expected life of 6 - 10 years.

The cash flow hedges of the expected future sales during the year ended 31^st March, 2024 were assessed to be highly effective and a net unrealised (loss) / gain of C20.0 Lakhs (31^st March, 2023: C(2,184.4) Lakhs) is included in OCI.

The amounts retained in OCI at 31^st March, 2024 are expected to be realised in the Statement of Profit and Loss till the year ended 31^st March, 2028.

The following are the details of outstanding derivative and non derivative instruments (foreign currency loans) entered into by the Company which have been designated as cash flow hedges:

There are no options vested during the year ended 31^st March 2024 and 31^st March 2023.

There is no realisation of money by exercise of option during the year ended 31^st March 2024 and 31^st March 2023.

The options outstanding at 31^st March, 2024 have an exercise price of C349.35 (31^st March, 2023: C349.35) and a weighted average remaining contractual life of 6.2 years (31^st March, 2023: 7.2 years)

Weighted average share price at the date of the exercise of share options exercised in 2023-24 is not disclosed as no shares were exercised during the current year and the previous year.

Expense recognised in Statement of Profit and Loss

The Company has followed the fair value method to account for the grant of stock options. Profit and loss impact for the year ended 31^st March, 2024 is C 126.1 Lakhs (previous year: C108.4 Lakhs).

52 HEDGING ACTIVITIES Cash flow hedges

The Company enters into derivative instruments which comprise of interest rate swaps, cross currency swaps and also designates its foreign currency borrowings against highly probable forecasted export sales for hedge accounting to manage its foreign currency exposure.

For qualitative details w.r.t hedging strategy followed by the Company refer note 49A.

Derivatives not designated as hedging instruments:

The Company has used foreign exchange forward contracts to manage its import payments and realisation from export customers. These foreign exchange forward contracts are not designated as cash flow hedges and are entered into for periods consistent with foreign currency exposure of the underlying transactions i.e. the payments against import purchases and realisation from export customers.

a) During the current year, the Company concluded the sale of its freehold land along with the structures thereon located at 162 Wellesley Road, Pune 411 001, for a total consideration of C35,600.0 lakhs resulting into a gain of C31,510.1 lakhs (net of transaction costs and other incidental costs). These assets were disclosed as Assets Held for Sale as on 31^st March, 2023. Tax expense on this exceptional item amounting to C6,921.0 lakhs is included in current tax expenses.

b) As a part of restructuring / consolidation and with the purpose to have a single entity as Global Holding Company for all overseas subsidaries,the Company through Share Purchase Agreement dated 22^nd March 2024, divested its holding in Sudarshan (Shanghai) Trading Company Limited to Sudarshan Europe B.V. for a total consideration of C134.7 Lakhs resulting into a loss of C344.1 Lakhs (including transaction cost and other incidental cost).

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

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

The following method and assumptions were used to estimate the fair value:

(i) Long-term fixed-rate and variable-rate receivables / borrowings are evaluated by the Company based on parameters such as interest rates, specific country risk factors, individual creditworthiness of the customer and the risk characteristics of the financed project. Based on this evaluation, allowances are taken into account for the expected credit losses of these receivables.

(ii) The fair value of unquoted instruments, loans from banks, related parties and other financial liabilities as well as other non-current financial liabilities is estimated by discounting future cash flows using rates currently available for debt on similar terms, credit risk and remaining maturities.

(iii) The Company enters into derivative financial instruments with financial institutions and banks with investment grade credit ratings. Foreign exchange Forward Contracts and Interest Rate Swap are valued using valuation techniques, which employ the use of market observable inputs. The most frequently applied valuation techniques include forward pricing models, using present value calculations. The model incorporate various inputs including the credit quality of counterparties, foreign exchange spot and forward rates, yield curves of the respective currencies, currency basis spreads between the respective currencies, interest rate curves and forward rate curves of the underlying commodity.

(iv) The fair values of the Company''s interest-bearing borrowings and loans are determined by using DCF method using discount rate that reflects the issuer''s borrowing rate as at the end of the reporting period. The own non-performance risk was assessed to be insignificant.

55 FAIR VALUE HIERARCHY

The following table provides the fair value measurement hierarchy of the Company''s assets and liabilities

Quoted prices in an active market (Level 1): This level of hierarchy includes financial assets that are measured by reference to quoted prices (unadjusted) in active markets for identical assets or liabilities. This category consists of mutual fund investments.

Valuation techniques with observable inputs (Level 2): This level of hierarchy includes financial assets and liabilities, measured using inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e.; as prices) or indirectly (i.e.; derived from prices). This level of hierarchy include Company''s over-the- counter (OTC) derivative contracts.

Valuation techniques with significant unobservable inputs (Level 3): This level of hierarchy includes financial assets and liabilities measured using inputs that are not based on observable market data (unobservable inputs). Fair values are determined in whole or in part, using a valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data.

The following table presents the fair value measurement hierarchy of financial assets and liabilities measured at fair value on a recurring basis as at 31^st March, 2024 and 31^st March, 2023.

56 Additional regulatory information/disclosures as required by General Instructions to Division II of Schedule III to the Companies Act, 2013 are furnished to the extent applicable to the Company.

57 MCA has amended Rule 3 of the Companies (Accounts) Rules, 2014 (the "Accounts Rules") relating to the mode of keeping books of account and other books and papers in electronic mode through an amendment on 5^th August, 2022. In compliance with the requirements of the amendment, the books of accounts and other relevant books and records are accessible in India at all times. Further, backup of books of account maintained in electronic form is kept in servers physically located in India on a daily basis.

58 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, except that audit trail feature is not enabled for changes, if any, made using certain administrative access rights to the SAP Hana software. These administrative rights were restricted to limited users. Further, these administrative access rights at the application level have been revoked and audit trail feature at database is enabled subsequent to the year end. Further, no instance of audit trail feature being tampered with was noted in respect of such accounting software where the audit trail has been enabled.

59 Previous year figures have been regrouped / reclassified as considered necessary to conform with current period presentation wherever applicable.

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Mar 31, 2023

1 RIGHT TO USE ASSETS AND LEASE LIABILITIES

Company as a lessee

The Company has lease contracts for various items of building, land and plant & machinery (IT Equipment) used in its operations. Leases of building generally have lease terms between 3 and 10 years, leasehold land have longer lease terms upto 99 years and certain office equipments have lease term of 5 years. The Company''s obligations under its leases are secured by the lessor''s title to the leased assets. There are several lease contracts that include extension and termination options and variable lease payments. The Company also has certain leases of machinery with lease terms of 12 months or less and leases of office equipment with low value. The Company applies the ‘short-term lease'' and ‘lease of low-value assets'' recognition exemptions for such leases.

During the year, an amount of H 174.2 Lakhs (Previous Year : H (318.3) Lakhs) was (reversed) / charged off to the statement of profit and loss on account of provision for difference in stock values and net realisable values of inventories.

Value of raw material in transit is H 2,984.2 Lakhs as at 31^st March, 2023 (H 2,305.1 Lakhs as at 31^st March, 2022)

Value of finished goods in transit is H 1,273.0 Lakhs as at 31^st March, 2023 (H 5,537.6 Lakhs as at 31^st March, 2022)

For details of inventory pledged as security refer note 19.

Refer note 19 for details of pledges and securities and refer note 49 for details of credit risk related to trade receivables.

No trade receivable are due from directors or other officers of the Company either severally or jointly with any other person. Trade receivables are non-interest bearing and are generally on terms of 7 to 120 days. For terms and conditions relating to related party receivables, refer note 48.

For details of debts due from firms or private companies in which any director is a partner, a director or a member, refer note 48. Following is the ageing schedule for trade receivable

Note :- Above figures do not include provision for expected credit loss amounting to H 971.4 Lakhs.

During the current year, the Company has entered into a factoring agreement. Based on the terms agreed with the counterparty, it is considered to be a non-recourse arrangement and accordingly corresponding trade receivable balance amounting to H 2,619.9 Lakhs as on 31^st March, 2023 has been derecognised as per the terms of the agreement.

(b) Terms / Rights attached to equity shares

The Company has only one class of equity shares having a par value of H 2 per share (Previous Year : H 2 each). Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividend 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, except in case of Interim Dividend, which is ratified subsequently.

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

The Board of Directors has recommended a dividend of H 1.5 /- per share (Previous Year : H 5.0/- per share) on Face value of H 2/- per share (i.e. 75%) for the FY 2022-23, which is subject to approval of shareholders at the 72^nd Annual General Meeting of the Company.

In the previous year, the Board of Directors had recommended a dividend of H 5 /- per share on face value of H 2/- per share (i.e. 250%) for the FY 2021-22, which was approved by the shareholders at the 71^st Annual General Meeting of the Company.

(f) Other disclosure

The Company being ultimate holding company, there are no shares held by any other holding, ultimate holding company and their subsidiaries.

There are no shares reserved for issue under options and contracts/ commitments for the sale of shares/ disinvestment, including the terms and amounts;

There are no securities convertible into equity/ preference shares issued along with the earliest date of conversion in descending order starting from the farthest such date.

Description of nature and purpose of each reserve

(a) Capital reserve

Capital Reserve includes surplus on re-issue of shares made in the financial year 1996-97 amounting to H 0.4 Lakhs.

(b) Securities premium

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

(c) General reserve

General reserve is created from time to time by way of transfer profits from retained earnings for appropriation purposes. General reserve is created by a transfer from one of component of equity to another and is not an item of Other Comprehensive Income.

(d) Effective portion of cash flow hedge

The cash flow hedging reserve represents the cumulative effective portion of gains or losses arising on changes in fair value of designated portion of hedging instruments entered into for cash flow hedges. Such gains or losses will be reclassified to Statement of Profit and Loss in the period in which the underlying hedged transaction occurs. Refer note 49 and 52.

(e) Share options (ESOP) outstanding reserve

It represents the fair value of services received against employees stock options (ESOP''s) outstanding as at balance sheet date. Refer note 51.

(f) 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. Retained earnings include re-measurement loss / (gain) on defined benefit plans, net of taxes that will not be reclassified to Statement of Profit and Loss.

Proposed dividends on equity shares are subject to approval at the Annual General Meeting and are not recognised as a liability as at year end. Dividend for the year ended 31^st March, 2022 was subsequently approved by the shareholders at the 71^st Annual General Meeting of the Company.

The Company has complied with the provisions of Section 123 of the Companies Act, 2013 related to dividend declared and dividend paid.

In the current year, the Company was unable to fulfil the debt obligations associated with its non-current borrowingsThe management has obtained condonation letters for the same from all lenders involved in the form of waiver, provision of ‘cure-period'' for fulfilling such obligations, deferral of applicability of financial covenants and modification in financial covenants. The Company has continued to disclose these borrowings as per the repayment schedule.

Non-current borrowings are disclosed net of unamortised finance cost of H 229.0 Lakhs (Previous Year: H 315.2 Lakhs)

The above balance also includes interest accrued but not due amounting to H 796.0 Lakhs as at 31^st March, 2023 and H 168.8 Lakhs as at 31^st March, 2022.

OTHER REGULATORY INFORMATION

a) The Company files monthly/ quarterly statement for its current assets with banks. Further, persuant to subsequent adjustment if any post closures of yearly books and statutory audit, the Company files the revised return with the updated amounts at the year end.

b) The charges or satisfaction on the assets of the Company are registered with Registrar of Companies within the statutory period. The Company does not have any charges or satisfaction which are yet to be registered with Registrar of Companies (ROC) beyond statutory period.

c) The Company has used the borrowings obtained from banks and financial institutions for the specific purpose for which they were taken during the year ended 31^st March, 2023.

d) The Company has not been declared as a wilful defaulter by any bank or financial institution or government or any government authority.

* Deferred government grant

The Company has availed import duty exemption under Export Promotion Capital Goods ("EPCG") scheme, EPCG scheme is a scheme which allows an exporter to import of capital goods including spares for pre-production, production and postproduction at zero Customs duty, for exports. As per the scheme, the Company has undertaken export obligation amounting to 6 times of the amount saved on duty on the capital goods.

** Contract liabilities

The Company has received H 442.8 Lakhs as at 31^st March, 2023, (H 94.7 Lakhs as at 31^st March, 2022) as contract liabilities (advance from customers), these liabilities are derecognised once the supply of goods are made.

D During the previous year, the Ministry of Finance issued a press information bureau note (""PIB note"") stating that Health and Education Cess is not an allowable expenditure for computation of business income. The Company had taken the allowance of this in the tax returns noting that some courts have allowed Health and Education Cess as business expenditure. The Company, based on the above PIB note, has made a provision of H 111.6 Lakhs in books of accounts for the year ended 31^st March, 2022.

E There is no such transaction which is not recorded in the books of accounts and 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).

The Code on Social Security, 2020

The Code on Social Security, 2020 (''Code'') relating to employees benefits during employment and post-employment benefits received Presidential assent in September 2020. The Code has been published in the Gazette of India. However, the date on which the Code will come into effect has not been notified and the final rules/interpretation have not yet been issued. The Company will assess the impact of the Code when it comes into effect and will record any related impact in the period the Code becomes effective.

Compliance to Section 197 of the Companies Act, 2013.

The managerial remuneration paid / payable to Directors amounting to H 500.8 Lakhs to Managing Director and H 45.9 Lakhs to the Chairman and Non-Executive Director for the financial year ended 31^st March 2023, which is lower than last year. The managerial remuneration paid/payable by the Company to the aforesaid directors for the year ended 31^st March, 2023 is in excess of the limits applicable under section 197 of the Companies Act, 2013 read with Schedule V thereto and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, by H 277.3 Lakhs and H 46.7 Lakhs respectively. The managerial remuneration paid/payable in excess of the limits has been approved by the Board of Directors and the Company will place the same before the shareholders for their approval in the forthcoming Annual General Meeting in compliance with the applicable provisions of the Companies Act, 2013 and (Listing Obligations and Disclosure Requirements) Regulations, 2015.

However, the Chairman and Non-Executive Director of the Company has refunded H 45.9 Lakhs to the Company subsequent to 31^st March, 2023

37 AMOUNT SPENT TOWARDS CORPORATE SOCIAL RESPONSIBILITY

The Company is covered under Section 135 of the Companies Act 2013, and is required to contribute towards activities eligible under Section 135 of Companies Act, 2013 read with Schedule VII thereto. Company''s CSR activities for ongoing projects are (a) promotion of education and enhancing vocational skills, (b) eradication of hunger and promoting hygiene,

(c) promotion of sports (d) protection of national heritage and promotion and development of traditional arts (e) promotion of gender equality and (f) other infrastructure that would help meet the objectives of environmental sustainability such as waste management, vermi-culture, organic farming etc.

40 GRATUITY AND OTHER POST EMPLOYMENT BENEFITS PLANS

A Defined Contribution Plans

In accordance with the law, all employees of the Company are entitled to receive the benefits under the Provident Fund Act. Company''s contribution paid / payable during the year to provident fund and labour welfare fund are recognised in the Statement of Profit and Loss. The Company makes contributions to the Superannuation Scheme for employee who have opted, a defined contribution scheme administered by Life Insurance Corporation of India, which are charged to the Statement of Profit and Loss. The Company has no obligation to the scheme beyond its annual contributions.

B Defined Benefit Plans

I Gratuity

Funded Scheme :

The Company has a defined benefit gratuity plan for its employees. The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the Act, every employee who has completed five years of service is entitled to specific benefit. The level of benefits provided depends on the employee''s length of service and salary at retirement age. An employee who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn) for each completed year of service as per the provisions of the Payment of Gratuity Act, 1972. The scheme is funded with insurance companies in the form of qualifying insurance policies. The Company accounts for liability of such future benefits based on an independent actuarial valuation on projected accrued credit method carried out for assessing the liability as on the reporting date.

Risk exposure and asset-liability matching

Provision of a defined benefit scheme poses certain risks, as company take on uncertain long-term obligations to make future benefit payments.

The following tables summarise the components of net benefit expense recognised in the Statement of Profit and Loss, the funded status and amounts recognised in Balance Sheet for the plan.

Sensitivity analysis indicates the influence of a reasonable change in certain significant assumptions on the outcome of the Present value of obligation and aids in understanding the uncertainty of reported amounts. Sensitivity analysis is done by varying one parameter at a time and studying its impact.

Sensitivity analysis for each significant actuarial assumptions namely Discount rate and Salary assumptions have been shown in the table above at the end of the reporting period, showing how the defined benefit obligation would have been affected by the changes. The method used to calculate the liability in these scenarios is by keeping all the other parameters and the data same as in the base liability calculation except the parameters to be stressed.

There is no change in the method from the previous period and the points/ percentage by which the assumptions are stressed are same to that in the previous year

The assumptions for mortality and attrition do not have a significant impact on the liability, hence are not considered a significant actuarial assumption for the purpose of sensitivity analysis.

II Pension

The Company provides for Pension, a defined benefit retirement plan covering eligible employees. Eligible employee are Company''s employees beyond certain grade subject to approval of remuneration commitee. The plan provides for monthly pension payments to such eligible employees or their family members till such period as stipulated in the Board approved policy. The Company accounts for liability of such future benefits based on an independent actuarial valuation on projected accrued credit method carried out for assessing the liability as on the reporting date. The following tables summarise the components of net benefit expense recognised in the Statement of Profit and Loss, the funded status and amounts recognised in Balance Sheet for the plan.

Net employee benefit expense on account of pension recognised in employee benefit expenses.

Sensitivity analysis indicates the influence of a reasonable change in certain significant assumptions on the outcome of the Present value of obligation and aids in understanding the uncertainty of reported amounts. Sensitivity analysis is done by varying one parameter at a time and studying its impact.

Sensitivity analysis for each significant actuarial assumptions namely Discount rate and Salary assumptions have been shown in the table above at the end of the reporting period, showing how the defined benefit obligation would have been affected by changes.

The method used to calculate the liability in these scenarios is by keeping all the other parameters and the data same as in the base liability calculation except for the parameters to be stressed.

There is no change in the method from the previous period and the points/ percentage by which the assumptions are stressed are same to that in the previous year

The assumption for mortality and attrition do not have a significant impact on the liability, hence are not considered a significant actuarial assumption for the purpose of sensitivity analysis.

III Leave Encashment / Compensated Absences / Sick Leave

The leave obligations cover the Company''s liability for sick leave, privilege leave and casual leave.

The amount of the provision settled within 12 months is presented as current, since the Company does not have an unconditional right to defer the settlement for any of these obligations. However, based on past experience, the Company does not expect all employees to take the full amount of accrued leave or require payment within the next 12 months. The following table shows bifurcation of current and non-current provision for leave encashment.

The Company provides for accumulation of compensated absences by certain categories of its employees. These employees can carry forward a portion of unutilised compensated absences and utilise it in the future periods or receive cash in lieu thereof as per Company policy. The Company records an obligation for compensated absences in the period in which the employee renders the services that increases this entitlement. The measurement of such obligation is based on actuarial valuation as at the Balance Sheet date carried out by qualified actuary on projected accrued credit method carried out for assessing the liability as on the reporting date.

44 The disclosures under Ind AS 108 - Operating Segments have been included in the Consolidated Financial Statements and accordingly, not included in these financial statements. Refer note 50 of the Consolidated Financial Statements.

45 CAPITAL COMMITMENT AND CONTINGENT LIABILITIES

(a) CAPITAL COMMITMENT

The unexecuted value of capital purchase orders issued to vendors as at 31^st March, 2023 are H 325.3 Lakhs (31^st March, 2022 : H 3,288 Lakhs)

(b) CONTINGENT LIABILITIES

Claims against the Company not acknowledged as debts
Particulars	As at 31st March, 2023	As at 31st March, 2022
Excise duty / Service tax demands - matters under dispute	475.0	255.8
VAT / CST demands - matters under dispute	-	20.7
Custom duty demands - matters under dispute	318.2	330.4
Electricity duty on Power Generation (refer note d)	2,371.1	2,043.7

a It is not practicable for the Company to estimate the timing of cash outflows, if any, in respect of the above pending resolution of the respective proceedings as it is determinable only on receipt of judgments / decisions pending with various forums / authorities.

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

c The Company''s pending litigations comprise of claims against the Company pertaining to proceedings pending with Income Tax, Excise, Custom, Sales / VAT tax and other 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 statements.

d TheGovernment ofMaharashtra revisedelectricitydutypayableoncaptive powergeneration (""CPP"")videnotification dated 13^th April, 2015 and accordingly MSEDCL issued a Circular no 214 dated 23^rd April, 2015, the revised rates for CPP was revised to 120 paise per unit from 30 paise per unit. The rates for CPP increased by 4 times, which was very high, therefore the Captive Power Producers Association filed writ petition with Bombay High Court which has been admitted by H.C. vide case No. WP/4963/2015 and WP/906/2017. The High Court passed interim stay order, subsequently during the last hearing held on 24^th January, 2020, the bench passed the order to continue the interim stay granted previously. The Company has obtained an opinion from a subject-matter expert (''SME'') on the Electricity Duty contingency. The matter is sub-judice with the Bombay High Court and the SME has opined that the Company has a good case of success in the proceedings.

(c) OTHER LITIGATIONS

There are several other cases which has been determined as remote or has been provided in the books by the Company

and hence not been disclosed above.

(d) GUARANTEES EXCLUDING FINANCIAL GUARANTEES

The Company has given guarantees on behalf of Sudarshan Europe B.V., Sudarshan North America, Sudarshan (Shanghai)

Trading Company Limited, and RIECO Industries Limited for working capital requirement of the subsidiary companies.

The management has considered the probability for outflow of the same to be remote. The Company has reviewed the financials position along with consideration of other factors, of the entity to whom the guarantees are issued and we understand that the exposure of revocation of liability is remote. Hence these financial guarantee are not measured at fair value as per Ind AS 109 - Financial Instruments (Refer note 43). Other than this company has issued guaratees to Maharashtra Pollution Control Board, Maharashtra State Electricity Distribution Company Limited, Custom Authorities and other authoritites amounting to H 751.2 Lakhs.

46 OTHER STATUTORY INFORMATION AS REQUIRED BY NOTIFICATION ISSUED BY MINISTRY OF CORPORATE AFFAIRS DATED 24TH MARCH, 2021 ON AMENDMENTS ON SCHEDULE III

(a) There are no Loans or Advances in the nature of loans are granted to promoters, directors, KMPs and the related parties (as defined under Companies Act, 2013) either severally or jointly with any other person.

(b) The Companydoes nothold anyBenami propertyunder the BenamiTransactions(Prohibition)Act,1988(45of1988)and the rules made thereunder.

(c) Relationship with companies struck off under section 248 of the Companies Act 2013 or section 560 of the Companies Act 1956:

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

(e) (A) The Company has not advanced or loaned or invested funds to any persons or entities, including foreign entities

(Intermediaries) with the understanding that the Intermediary shall:

i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or

ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

(B) The Company has not received any fund from any persons or entities, including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:

i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or

ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

49 RISK MANAGEMENT AND CAPITAL MANAGEMENT

A Financial instruments risk management objectives and policies

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

The Company is exposed to market risk, credit risk and liquidity risk. The Company''s senior management oversees the management of these risks. The Company''s senior management is supported by an Enterprise Risk Management (ERM) team that advises on financial risks and the appropriate financial risk governance framework for the Company. The ERM team provides assurance to the Company''s senior management that the Company''s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company''s policies and risk objectives. The ERM process seeks to provide greater confidence to the decision maker and thus enhance achievement of objectives. The Board of Directors reviews and agrees policies for managing each of these risks, which are summarised below.

(a) Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk and commodity risk. Financial instruments affected by market risk include borrowings, deposits, investments, other receivable, payables and derivative financial instruments. The sensitivity analysis in the following sections relate to the position as at 31^st March, 2023 and 31^st March, 2022.

The Company basis their assessment believes that the probability of the occurrence of their highly probable forecasted transactions is not significantly impacted by the COVID-19 pandemic. The Company has also considered the effect of changes, if any, in both counterparty credit risk and own credit risk while assessing hedge effectiveness and measuring hedge ineffectiveness. The Company continues to believe that there is no impact on effectiveness of its hedges.

The Company uses derivatives (forward contract, interest rate swap) or non-derivative or a combination of both to hedge its exposure of forex / interest rate related risk. These instruments are either used to lock in a lower purchase price or / and a higher sales prices / fixed interest rate The gain or loss on hedging instrument are aligned and effectively an offset compared with hedged item.

The economic relationship between hedged item and hedged instrument is established to ensure that both are moving in the opposite direction because of the same hedged risk.

The credit risk associated with the hedge relationship is negligible due to the highly rated counterparties

The Company''s hedging policy only allows for effective hedge relationships. 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 hedged item and hedging instrument. The Company enters into hedge relationships where the critical terms of the hedging instrument match exactly with the terms of the hedged item, and so a qualitative assessment of effectiveness is performed. If the critical terms of the hedged item do not match exactly with the critical terms of the hedging instrument, the company uses the quantitative analysis to assess effectiveness.

Ineffectiveness is recognised on a cash flow hedge where the cumulative change in the designated component value of the hedging instrument exceeds, on an absolute basis, the change in value of the hedged item that attributes to the hedged risk. This may arise if there is any change in the timing of the underlying hedged item or if the critical terms of the hedging instrument and the hedged item do not match exactly.

In addition to the historical pattern of credit loss, the Company has considered the likelihood of increased credit risk considering emerging situations due to the COVID-19 pandemic. This assessment is based on the likelihood of the recoveries from the customers in the present situation. The Company closely monitors its customers who are going through financial stress and assesses actions such as change in payment terms, recognition of revenue on collection basis etc., depending on severity of each case. Basis this assessment, the allowance for doubtful trade receivables is considered adequate.

In addition, financial instruments that are subject to concentration of credit risk include loans, cash and cash equivalents, other balances with banks and other financial assets. None of the financial instruments of the Company result in material concentration of credit risk. Credit risk on cash and cash equivalents is limited as the Company generally invest in deposits with banks and financial institutions with high credit ratings assigned by international and domestic credit rating agencies.

B Capital management

For the purpose of the Company''s capital management, capital includes issued equity capital and all other equity reserves attributable to the equity holders of the Company. The primary objective of capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to support its business and maximise shareholder value.

The Company manages its capital structure and makes adjustments to it in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. The Company monitors capital using a gearing ratio, which is debt divided by total equity.

50 ASSETS HELD FOR SALE :

(a) Description

Sale of Freehold Land

The Board of Directors at its meeting held on Thursday, 9^th February, 2023, accorded its in-principle approval for sale of freehold, clear and marketable titled land admeasuring approximately 5.76 acres along with the structures standing thereon located at 162 Wellesley Road, Pune - 411 001, Maharashtra, India, subject to necessary due diligence, approvals, consents, permissions from the concerned authorities to one or more parties in part, piecemeal or in full. Subsequently, the Company entered into an agreement dated 6^th April, 2023 for transfer of aforesaid land along with the structures standing thereon. The transaction was completed on 6^th April, 2023. Pursuant to the requirements of Ind AS 105 - “Non current Assets Held for Sale and Discontinued Operations”, this has been classified as “assets held for sale.”

There are no associated liabilities of the disposal group classified as held for sale as on 31^st March, 2023.

The fair value measurement of the disposal group has been categorised as level 3 fair value hierarchy based on inputs involved in the valuation technique used. The fair value has been determined using the independent and external valuer report.

The weighted average fair value of the share option granted is H 169.2 /-. Options were priced using a Black Scholes Merton Formula pricing model. Where relevant, the expected life used in this model has been adjusted based on management''s best estimate for the effects of non-transferability, exercise restrictions and behavior considerations. Expected volatility is based on historical sale price volatility of comparable companies in the industry over the expected life of 6 - 10 years.

There are no options vested during the year ended 31^st March 2023 and 31^st March 2022.

There is no realisation of money by exercise of option during the year ended 31^st March 2023 and 31^st March 2022.

The options outstanding at 31^st March, 2023 have an exercise price of H 349.35 (31^st March, 2022: H 349.35) and a weighted average remaining contractual life of 7.2 years (31^st March, 2022: 8.2 years)

Weighted average share price at the date of the exercise of share options exercised in 2022-23 is not disclosed as no shares were exercised during this year and previous year.

Expense recognised in Statement of Profit and Loss

The Company has followed the fair value method to account for the grant of stock options, profit and loss impact for the year ended 31^st March, 2023 is H 108.4 Lakhs (previous year: H 102.7.1 Lakhs)

52 HEDGING ACTIVITIES

Cash flow hedges

The Company enters into derivative instruments which comprise of interest rate swaps, cross currency swaps and also designates its foreign currency borrowings against highly probable forecasted export sales for hedge accounting to manage its foreign currency exposure.

These instruments are measured at fair values at each reporting period resulting in derivative financial assets and derivative financial liabilities. The gain / loss on maturity/ termination of such derivative instruments is recorded in the statement of profit and loss along with the relevant hedged item.

The cash flow hedges of the expected future sales during the year ended 31^st March, 2023 were assessed to be highly effective and a net unrealised (loss) / gain of H (2184.4) Lakhs (31^st March, 2022: H 360.3 Lakhs) is included in OCI.

The amounts retained in OCI at 31^st March, 2023 are expected to be realised in the statement of profit and loss till the year ended 31^st March, 2028.

The following are the details of of outstanding derivative and non derivative instruments (Foreign Currency Loans) entered into by the Company which have been designated as Cash Flow Hedges:

For qualitative details w.r.t hedging strategy followed by the company Refer Note 49A Risk and Capital Management Derivatives not designated as hedging instruments:

The Company has used foreign exchange forward contracts to manage its import payments and realisation from export customers. These foreign exchange forward contracts are not designated as cash flow hedges and are entered into for periods consistent with foreign currency exposure of the underlying transactions i.e. the payments against import purchases and realisation from export customers.

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

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

The following method and assumptions were used to estimate the fair value:

(i) Long-term fixed-rate and variable-rate receivables / borrowings are evaluated by the Company based on parameters such as interest rates, specific country risk factors, individual creditworthiness of the customer and the risk characteristics of the financed project. Based on this evaluation, allowances are taken into account for the expected credit losses of these receivables.

(ii) The fair value of unquoted instruments, loans from banks, related parties and other financial liabilities as well as other non-current financial liabilities is estimated by discounting future cash flows using rates currently available for debt on similar terms, credit risk and remaining maturities.

(iii) The Company enters into derivative financial instruments with financial institutions and banks with investment grade credit ratings. Foreign exchange Forward Contracts and Interest Rate Swap are valued using valuation techniques, which employ the use of market observable inputs. The most frequently applied valuation techniques include forward pricing models, using present value calculations. The model incorporate various inputs including the credit quality of counterparties, foreign exchange spot and forward rates, yield curves of the respective currencies, currency basis spreads between the respective currencies, interest rate curves and forward rate curves of the underlying commodity.

(iv) The fair values of the Company''s interest-bearing borrowings and loans are determined by using DCF method using discount rate that reflects the issuer''s borrowing rate as at the end of the reporting period. The own non-performance risk was assessed to be insignificant.

54 FAIR VALUE HIERARCHY

The following table provides the fair value measurement hierarchy of the Company''s assets and liabilities

Quoted prices in an active market (Level 1): This level of hierarchy includes financial assets that are measured by reference to quoted prices (unadjusted) in active markets for identical assets or liabilities. This category consists of mutual fund investments.

Valuation techniques with observable inputs (Level 2): This level of hierarchy includes financial assets and liabilities, measured using inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e.; as prices) or indirectly (i.e.; derived from prices). This level of hierarchy include Company''s over-the- counter (OTC) derivative contracts.

Valuation techniques with significant unobservable inputs (Level 3): This level of hierarchy includes financial assets and liabilities measured using inputs that are not based on observable market data (unobservable inputs). Fair values are determined in whole or in part, using a valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data.

The following table presents the fair value measurement hierarchy of financial assets and liabilities measured at fair value on a recurring basis as at 31^st March, 2023 and 31^st March, 2022.

55 Additional Regulatory Information/disclosures as required by General Instructions to Division II of Schedule III to the Companies Act, 2013 are furnished to the extent applicable to the Company.

56 MCA has amended Rule 3 of the Companies (Accounts) Rules, 2014 (the "Accounts Rules") relating to the mode of keeping books of account and other books and papers in electronic mode through an amendment on August 5, 2022. In compliance with the requirements of the amendment, the books of accounts and other relevant books and records are accessible in India at all times. Further, backup of books of account maintained in electronic form is kept in servers physically located in India on a daily basis.

57 Previous year figures have been regrouped/ reclassified as considered necessary to conform with current period presentation wherever applicable.

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Mar 31, 2022

39 ADDITIONAL REGULATORY INFORMATION AS REQUIRED BY NOTIFICATION ISSUED BY MINISTRY OF

CORPORATE AFFAIRS DATED 24^th MARCH, 2021 ON AMENDMENTS ON SCHEDULE III.

(a) The title deeds of all the immovable properties are held in the name of the Company.

(b) The Company has not revalued its Property, Plant and Equipment or Intangible Assets during financial year ended 31^st March 2022 and 31^st March 2021

(c) There are no Loans or Advances in the nature of loans are granted to promoters, directors, KMPs and the related parties (as defined under Companies Act, 2013,) either severally or jointly with any other person.

(d) The Company does not hold any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and the rules made thereunder.

(e) The Company is not a declared wilful defaulter by any bank or financial institution or other lender in accordance with the guidelines on wilful defaulters issued by the Reserve Bank of India. The Company has been paying the due installments on time and has not defaulted on any installments.

(f) The Company does not have any transactions with companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.

(g) The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with Companies (Restriction on number of Layers) Rules, 2017.

(h) There is no such transaction which is not recorded in the books of accounts and 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).

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

(j) (A) The Company has not advanced or loaned or invested funds to any persons or entities, including foreign entities

(Intermediaries) with the understanding that the Intermediary shall:

i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or

ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

(B) The Company has not received any fund from any persons or entities, including foreign entities (Funding Party)

with the understanding (whether recorded in writing or otherwise) that the Company shall:

i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or

ii) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

42 RISK MANAGEMENT AND CAPITAL MANAGEMENTA Financial instruments risk management objectives and policies

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

The Company is exposed to market risk, credit risk and liquidity risk. The Company''s senior management oversees the management of these risks. The Company''s senior management is supported by an Enterprise Risk Management (ERM) team that advises on financial risks and the appropriate financial risk governance framework for the Company. The ERM team provides assurance to the Company''s senior management that the Company''s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company''s policies and risk objectives. The ERM process seeks to provide greater confidence to the decision maker and thus enhance achievement of objectives. The Board of Directors reviews and agrees policies for managing each of these risks, which are summarised below.

(a) Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk and commodity risk. Financial instruments affected by market risk include borrowings, deposits, investments, other receivable, payables and derivative financial instruments. The sensitivity analyses in the following sections relate to the position as at 31^st March 2022 and 31^st March 2021.

The Company uses derivatives (forward contract, interest rate swap) or non-derivative or a combination of both to hedge its exposure of forex / interest rate related risk. These instruments are either used to lock in a lower purchase price or / and a higher sales prices / fixed interest rate The gain or loss on hedging instrument are aligned and effectively an offset compared with hedged item.

The economic relationship between hedged item and hedged instrument is established to ensure that both are moving in the opposite direction because of the same hedged risk.

The credit risk associated with the hedge relationship is negligible due to the highly rated counterparties

The Company''s hedging policy only allows for effective hedge relationships. 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 hedged item and hedging instrument. The Company enters into hedge relationships where the critical terms of the hedging instrument match exactly with the terms of the hedged item, and so a qualitative assessment of effectiveness is performed. If the critical terms of the hedged item do not match exactly with the critical terms of the hedging instrument, the Company uses the quantitative analysis to assess effectiveness.

Ineffectiveness is recognised on a cash flow hedge where the cumulative change in the designated component value of the hedging instrument exceeds, on an absolute basis, the change in value of the hedged item that attributes to the hedged risk. This may arise if there is any change in the timing of the underlying hedged item or if the critical terms of the hedging instrument and the hedged item do not match exactly

The following are the principal amounts of outstanding non derivative contracts (Foreign Currency Loans) entered into by the Company which have been designated as Cash Flow Hedges:

In addition to the historical pattern of credit loss, the Company has considered the likelihood of increased credit risk considering emerging situations due to the COVID-19 pandemic. This assessment is based on the likelihood of the recoveries from the customers in the present situation. The Company closely monitors its customers who are going through financial stress and assesses actions such as change in payment terms, recognition of revenue on collection basis etc., depending on severity of each case. Basis this assessment, the allowance for doubtful trade receivables is considered adequate.

In addition, financial instruments that are subject to concentration of credit risk include loans, cash and cash equivalents, other balances with banks and other financial assets. None of the financial instruments of the Company result in material concentration of credit risk. Credit risk on cash and cash equivalents is limited as the Company generally invest in deposits with banks and financial institutions with high credit ratings assigned by international and domestic credit rating agencies.

B Capital management

For the purpose of the Company''s capital management, capital includes issued equity capital and all other equity reserves attributable to the equity holders of the Company. The primary objective of capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to support its business and maximise shareholder value.

The Company manages its capital structure and makes adjustments to it in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. The Company monitors capital using a gearing ratio, which is debt divided by total equity.

43 OPERATING SEGMENTS

The disclosures under Ind AS 108 - Operating Segments have been included in the Consolidated Financial Statements and accordingly, not included in these Financial Statements. Refer note 42 of the Consolidated Financial Statements.

44 Exceptional ITEMs

Gain on reversal of impairment of Investment in RIECo Industries Limited

The Company has investments in subsidiaries. These investments are accounted for at cost less any provision for impairment. Management assesses the operations of the subsidiaries / entities, including the future projections, to identify indications of diminution, other than temporary, in the value of the investments recorded in the books of accounts and, accordingly no additional provision is required to be made, other than the amounts already provided for in the books of accounts. The Company assessed its investment in RIECO Industries Limited and consequently provided for impairment amounting to '' 1,072.8 lakhs for the year ended 31^st March 2019.

During the previous year, the Company performed a formal impairment test for its investment in RIECO Industries Limited. Due to the improvement in the long term business prospects of RIECO Industries Limited and based on a valuation performed by a subject matter specialist, the impairment provision of '' 1,072.8 lakhs recognised in the year ended 31^st March 2019 has been reversed in the previous year.

The financial projections considered in 31^st March 2022 and future cash flows basis which investments have been tested for impairment consider the increase in economic uncertainties due to the COVID-19 pandemic, reassessment of the discount rates, revisiting the growth rates factored while arriving at terminal value and subjecting these variables to sensitivity analysis.

The management assessed that the fair value of cash and cash equivalent, trade receivables, trade payables, and other current

financial assets and liabilities approximate their carrying amounts largely due to the short-term maturities of these instruments.

The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a

current transaction between willing parties, other than in a forced or liquidation sale.

The following method and assumptions were used to estimate the fair value:

(i) Long-term fixed-rate and variable-rate receivables / borrowings are evaluated by the Company based on parameters such as interest rates, specific country risk factors, individual creditworthiness of the customer and the risk characteristics of the financed project. Based on this evaluation, allowances are taken into account for the expected credit losses of these receivables.

(ii) The fair value of unquoted instruments, loans from banks, related parties and other financial liabilities as well as other non-current financial liabilities is estimated by discounting future cash flows using rates currently available for debt on similar terms, credit risk and remaining maturities.

(iii) The Company enters into derivative financial instruments with financial institutions and banks with investment grade credit ratings. Foreign exchange Forward Contracts and Interest Rate Swap are valued using valuation techniques, which employ the use of market observable inputs. The most frequently applied valuation techniques include forward pricing models, using present value calculations. The model incorporate various inputs including the credit quality of counterparties, foreign exchange spot and forward rates, yield curves of the respective currencies, currency basis spreads between the respective currencies, interest rate curves and forward rate curves of the underlying commodity.

(iv) The fair values of the Company''s interest-bearing borrowings and loans are determined by using DCF method using discount rate that reflects the issuer''s borrowing rate as at the end of the reporting period. The own non-performance risk was assessed to be insignificant.

Money realised by exercise of option during the year is '' nil (previous year '' nil).

The options outstanding at 31^st March 2022 have an exercise price of '' 349.35 (31^st March 2021: '' 349.35) and a weighted average remaining contractual life of 8.2 years (31^st March 2021: 9.2 years)

Weighted average share price at the date of the exercise of share options exercised in 2021-22 is not disclosed as no shares were exercised during this year and previous year.

Expense recognised in statement of Profit and Loss

The Company has followed the fair value method to account for the grant of stock options, profit and loss impact for the year ended 31^st March 2022 is '' 102.7 lakhs (previous year: '' 126.1 lakhs)

The receivable is net of provision for expected credit losses as recognised in accordance with the provisions of Ind AS 109 amounting to '' 971.4 lakhs (Previous year '' 901.7 lakhs).

Since the products of the Company are sold in such manner that the entire revenue is delivery at a point in time, and there are no contract assets and liabilities, the movements in the contracts assets and liabilities disclosure is not applicable

(d) Performance Obligation and Revenue Recognition Policies-

The Company satisfies its performance obligations pertaining to the sale of pigments at point in time when the control of goods is actually transferred to the customers. No significant judgment is involved in evaluating when a customer obtains control of promised goods. The contract is a fixed price contract and does not contain any financing component. The payment is generally due within 45-90 days. There are no other significant obligations attached in the contract with customer.

50 FAIR vALUE HIERARcHY

The following table provides the fair value measurement hierarchy of the Company''s assets and liabilities

Quoted prices in an active market (level 1):This level of hierarchy includes financial assets that are measured by reference to quoted prices (unadjusted) in active markets for identical assets or liabilities. This category consists of mutual fund investments.

valuation techniques with observable inputs (level 2): This level of hierarchy includes financial assets and liabilities, measured using inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e.; as prices) or indirectly (i.e.; derived from prices). This level of hierarchy include Company''s over-the- counter (OTC) derivative contracts.

Valuation techniques with significant unobservable inputs (Level 3): This level of hierarchy includes financial assets and liabilities measured using inputs that are not based on observable market data (unobservable inputs). Fair values are determined in whole or in part, using a valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data.

The following table presents the fair value measurement hierarchy of financial assets and liabilities measured at fair value on a recurring basis as at 31^st March 2022 and 31^st March, 2021.

51 The previous years numbers have been regrouped wherever necessary to meet current year classification.

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Mar 31, 2018

1. Disclosure as Required by Ind AS 105 - Non-current Assets Held for Sale and Discontinued Operations:

(a) Description

Agro Chemical Division

The Agro Chemical Division deals in insecticides, fungicides, herbicides and plant growth regulators. The Company manufactures these products at its facilities at Roha and is also engaged in trading of generic products. During the year the Company decided to discontinue its Agro Chemical manufacturing business and sell its trading business on a going concern basis. The Company is in the process of identifying prospective buyers. While the business continues to operate its existing operations, pursuant to the requirements of Ind AS 105 - “Noncurrent Assets Held for Sale and Discontinued Operations”, this has been classified as held for sale / discontinued operations as on 31^st March, 2018. Consequently the profit / (loss) of this business has been presented separately and the assets and liabilities associated with this business have been presented as held for disposal as at 31^st March, 2018.

The fair value measurement of the disposal group has been categorised as level 3 fair value based on inputs to the valuation technique used. The fair value has been determined using the discounted cash flows method which takes into account the EBITDA growth rate (~8%) and budgeted capital expenditure growth rate (~4%). The expected net cash flows have been discounted using a risk adjusted discount rate (~14.5%).

Company''s contribution paid / payable during the year to provident fund and labour welfare fund are recognised in the Statement of Profit and Loss.

The Company makes contributions to the Superannuation Scheme, a defined contribution scheme administered by Life Insurance Corporation of India, which are charged to the Statement of Profit and Loss. The Company has no obligation to the scheme beyond its annual contributions.

B. Defined Benefit Plans

I. Gratuity

The Company has a defined benefit gratuity plan. The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the act, employee who has completed five years of service is entitled to specific benefits. The level of benefits provided depends on the member''s length of service and salary at retirement age. These benefits are funded with an insurance company in the form of a qualifying insurance policy.

Provision of a defined benefit scheme poses certain risks, some of which are detailed hereunder, as companies take on uncertain long-term obligations to make future benefit payments.

1) Investment risk

For funded plans that rely on insurers for managing the assets, the value of assets certified by the insurer may not be the fair value of instruments backing the liability. In such cases, the present value of the assets is independent of the future discount rate. This can result in wide fluctuations in the net liability or the funded status if there are significant changes in the discount rate during the inter-valuation period

2) Market Risk (Discount Rate)

Market risk is a collective term for risks that are related to the changes and fluctuations of the financial markets. The discount rate reflects the time value of money. An increase in discount rate leads to decrease in Defined Benefit Obligation of the plan benefits & vice versa. This assumption depends on the yields on the corporate/ government bonds and hence the valuation of liability is exposed to fluctuations in the yields as at the valuation date

3) Longevity Risk

The impact of longevity risk will depend on whether the benefits are paid before retirement age or after . Typically for the benefits paid on or before the retirement age , the longevity risk is not very material.

4) Actuarial Risk

a. Salary Increase Assumption

Actual Salary increase that are higher than the assumed salary escalation, will result in increase to the Obligation at a rate that is higher than expected

b. Attrition / Withdrawal Assumption

If actual withdrawal rates are higher than assumed withdrawal rate assumption, than the benefits will be paid earlier than expected. The impact of this will depend on whether the benefits are vested as at the resignation date.

The following tables summarise the components of net benefit expense recognised in the Statement of Profit and Loss, the funded status and amounts recognised in Balance Sheet for the plan.

Net employee benefit expense on account of gratuity recognised in employee benefit expenses.

II. Pension

The Company provides for Pension, a defined benefit retirement plan covering eligible employees. The plan provides for monthly pension payments to retired employees or family pension to their eligible family, members till such period as stipulated in the Board approved policy. The Company accounts for liability of such future benefits based on an independent actuarial valuation on projected accrued credit method carried out for assessing the liability as on the reporting date.

The following tables summarise the components of net benefit expense recognised in the Statement of Profit and Loss, the funded status and amounts recognised in Balance Sheet for the plan.

Net employee benefit expense on account of pension recognised in employee benefit expenses

Sensitivity analysis indicates the influence of a reasonable change in certain significant assumptions on the outcome of the Present value of obligation and aids in understanding the uncertainty of reported amounts. Sensitivity analysis is done by varying one parameter at a time and studying its impact.

The assumption for mortality and attrition do not have a significant impact on the liability, hence are not considered an significant actuarial assumption for the purpose of sensitivity ananlysis.

III. Leave Encashment / Compensated Absences / Sick Leave

The lease obligations cover the Company''s liability for sick and earned leave.

The amount of the provision of settled within 12 months is presented as current, since the Company does not have an unconditional right to defer the settlement for any of these obligations. However, based on past experience, the Company does not expect all employees to take the full amount of accrued leave or require payment within the next 12 months. The following table shows bifurcation of current and non-current provision for leave encashment.

The Company provides for accumulation of compensated absences by certain categories of its employees. These employees can carry forward a portion of unutilised compensated absences and utilise it in the future periods or receive cash in lieu thereof as per Company policy. The Company records an obligation for compensated absences in the period in which the employee renders the services that increases this entitlement. The measurement of such obligation is based on actuarial valuation as at the Balance Sheet date carried out by qualified actuary.

The principal assumptions used in determining Leave obligation for the Company are shown below: Demographic Assumptions

Mortality: Mortality for all periods has been assumed to be as per Indian Assured Lives Mortality (2006-08) ultimate.

37. Research and Development Expenditure

This includes expenditure incurred by the Company on in-house research and development in respect of eligible facilities at Roha and Pune, approved by the Department of Scientific and Industrial Research, Ministry of Science and Technology.

5. Amount spent towards Corporate Social Responsibility:

Amount of CSR expenditure prescribed as per Section 135 of the Companies Act, 2013 was Rs. 188.9 Lakhs.

During the year the Company has incurred CSR expenses of Rs. 189.0 Lakhs (Previous Year : Rs. 143.1 Lakhs) which includes contribution / donation of Rs. 30.0 Lakhs (Previous Year : Rs. 21.4 Lakhs to trusts (related party) which are engaged in activities eligible under Section 135 of Companies Act, 2013 read with Schedule VII thereto and other expenses of Rs. 159.0 Lakhs (Previous Year : Rs. 121.7 Lakhs) directly incurred by the Company.

In addition to the above, a contribution of Rs. 0.9 Lakhs (Previous Year : Rs. 1.1 Lakhs) is made to its subsidiary Sudarshan CSR Foundation which is a Section 8 registered company under Companies Act, 2013, with the main objectives of (a) promotion of education and enhancing vocational skills, (b) eradication of hunger and promoting hygiene, (c) promotion of sports (d) protection of national heritage and promotion and development of traditional arts

(e) promotion of gender equality and (f) other infrastructure that would help meet the objectives of environmental sustainability such as waste management, vermi-culture, organic farming etc.

6. Donations

Miscellaneous expenses include donation to Political Party (Nationalist Congress Party) Rs. 17.0 Lakhs (Previous Year : Rs. 20.0 Lakhs)

7. Disclosure required under Sec. 186 (4) of Companies Act, 2013:

For details of loans and gurantees given to related party Refer Note No. 42.

For details of Investments made Refer Note No. 5.

8. Commitments and Contingencies: a. Leases

Operating leases : Company as lessee

The Company has taken residential accommodation, office premises and warehouses on lease / rental basis. Lease period varies from one month to twelve months. These leases are cancellable in nature. Lease / rentals recognised in the Statement of Profit and Loss is Rs. 132.5 Lakhs (Previous Year : Rs. 125.9 Lakhs).

- It is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above pending resolution of the respective proceedings as it is determinable only on receipt of judgments / decisions pending with various forums / authorities.

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

- The Company''s pending litigations comprise of claims against the Company pertaining to proceedings pending with Income Tax, Excise, Custom, Sales / VAT tax and other 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 statements.

9. Related Party Transaction (As per Ind AS 24 on Related Party Disclosures Specified under Section 133 of the Companies Act, 2013) :

A. List of Related Parties and description of relationship :

(a) Key Management Personnel : Mr. P. R. Rathi Chairman & Managing Director

(Chairman w.e.f. 1^st June, 2018)

Mr. R. B. Rathi Dy. Managing Director

(Managing Director w.e.f. 1^st June, 2018)

Mr. A. V. Vij COO (Wholetime Director w.e.f. 24^th May, 2018)

Mr. S. N. Inamdar Non-Executive - Independent Director

Mr. D. N. Damania Non-Executive - Independent Director

Mr. S. Padmanabhan Non-Executive - Independent Director

Mr. S. K. Asher Non-Executive - Independent Director

Mrs. R. F. Forbes Non-Executive - Independent Director

Mr. P. P Chhabria Non-Executive - Independent Director (Expired on 6^th May, 2016)

Mr. N. Raisinghani Non-Executive - Non-Independent Director

Mrs. S. A. Panse Non-Executive - Independent Director

Mr. K. L. Rathi Non-Executive - Non-Independent Director

Mr. N. J. Rathi Non-Executive - Non-Independent Director

Mr. Ajoy B. Rathi Non-Executive - Non-Independent Director

Mr. P. S. Raghavan Company Secretary

Mr. Vivek V. Thakur Acting CFO

(b) Relatives of Key Management Personnel : Mrs. R. R. Rathi - Wife of Mr. R. B. Rathi

Mr. R. P. Rathi - Son of Mr. P. R. Rathi

Mrs. K. B. Rathi - Mother of Mr. R. B. Rathi

Mrs. K. R. Rathi - Mother of Mr. P R. Rathi

Mr. A. B. Rathi - Brother of Mr. R. B. Rathi

Mrs. S. P. Rathi - Wife of Mr. P R. Rathi

Mrs. R. R. Agarwal - Daughter of Mr. P. R. Rathi

Mrs. A. N. Rathi - Wife of Mr. N. J. Rathi

Mrs. A. K. Rathi - Wife of Mr. K. L. Rathi

Mr. Dhruv R. Rathi - Son of Mr. R. P Rathi

Ms. Anushka R. Rathi - Daughter of Mr. R. P. Rathi

Mrs. Archana A. Rathi - Wife of Mr. A. N. Rathi

Mrs. Deepika R. Rathi - Wife of Mr. Rohit K. Rathi

Mrs. Nisha A. Rathi - Wife of Mr. A. B. Rathi

Mr. Rohit K. Rathi - Son of Mr. K. L. Rathi

(c) Subsidiary Companies : Prescient Color Limited

Sudarshan Europe B.V.

Sudarshan North America, Inc.

(Step-down subsidiary of Sudarshan Chemical Industries Limited, India) Sudarshan (Shanghai) Trading Co. Limited

Sudarshan Mexico S. de R.L. de C.V. (incorporated on 24^th January, 2017) (Step-down subsidiary of Sudarshan Chemical Industries Limited, India) RIECO Industries Limited Sudarshan CSR Foundation

(Sudarshan CSR Foundation (CSR foundation); a wholly owned subsidiary of Sudarshan Chemical Industries Limited (company), is a “not for profit Company” under Section 8 of the Companies Act, 2013. Main objective of CSR foundation is to carry out CSR activities as per the CSR policies of the Company. As the Company is not deriving any economic benefits from the activities of CSR foundation, the same is not considered for consolidation.)

(d) Others :

Entities in which Key Management Personnel and / or their relatives exercise significant

influence (SIKMP) : Rathi Brothers Poona Limited

Rathi Brothers Madras Limited Rathi Brothers Calcutta Limited Rathi Brothers Delhi Limited Manan Rathi Trust

Balkrishna Rathi Finance Private Limited PRR Finance Private Limited Marathwada Chemical Industries Private Limited Rathi Vessels & Systems Private Limited NJR Finance Pvt. Ltd.

Rathi Brothers Pvt. Ltd.

Rathi Enterprises Pvt. Ltd.

Rabro Speciality Chemicals Pvt. Ltd.

Laxminarayan Finance Pvt. Ltd.

Mr. Ajoy B. Rathi HUF Anahita Trust Mr. Anuj N. Rathi HUF Natasha Trust Mr. R.B.Rathi HUF Rathi Mixers Pvt. Ltd.

Breakthrough Management Group Shri Jagannath Rathi Trust Crawford Bayley & Co.

10. Risk Management and Capital Management

(A) Financial instruments risk management objectives and policies

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

The Company is exposed to market risk, credit risk and liquidity risk. The Company''s senior management oversees the management of these risks. The Company''s senior management is supported by an Enterprise Risk Management (ERM) team that advises on financial risks and the appropriate financial risk governance framework for the Company. The ERM team provides assurance to the Company''s senior management that the Company''s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company''s policies and risk objectives. The ERM process seeks to provide greater confidence to the decision maker and thus enhance achievement of objectives. The Board of Directors reviews and agrees policies for managing each of these risks, which are summarised below.

(a) Market risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk and commodity risk. Financial instruments affected by market risk include borrowings, deposits, Investments. other receivable, payables and derivative financial instruments. The sensitivity analyses in the following sections relate to the position as at 31^st March, 2018, 31^st March, 2017 and 1^st April, 2016.

(B) Capital management

For the purpose of the Company''s capital management, capital includes issued equity capital and all other equity reserves attributable to the equity holders of the Company. The primary objective of capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to support its business and maximise shareholder value.

The Company manages its capital structure and makes adjustments to it in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus debt.

11. Operating Segments :

The disclosures under Ind AS 108 - Operating Segments have been included in the Consolidated Financial Statements and accordingly, not included in these Financial Statements. Refer Note No. 41 of the Consolidated Financial Statements.

12. Financial Instruments - Fair Values:

Set out below is a comparison, by class, of the carrying amounts of the Company''s financial instruments as of 31^s1 March, 2018.

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

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

The following method and assumptions were used to estimate the fair value:

(i) Long-term fixed-rate and variable-rate receivables / borrowings are evaluated by the Company based on parameters such as interest rates, specific country risk factors, individual creditworthiness of the customer and the risk characteristics of the financed project. Based on this evaluation, allowances are taken into account for the expected credit losses of these receivables.

(ii) Fair value of the mutual fund is based on the price at reporting date.

(iii) The fair value of unquoted instruments, loans from banks, related parties and other financial liabilities as well as other non-current financial liabilities is estimated by discounting future cash flows using rates currently available for debt on similar terms, credit risk and remaining maturities.

(iv) The Company enters into derivative financial instruments with financial institutions and banks with investment grade credit ratings. Foreign exchange Forward Contracts and Interest Rate Swap are valued using valuation techniques, which employs the use of market observable inputs. The most frequently applied valuation techniques include forward pricing models, using present value calculations. The model incorporate various inputs including the credit quality of counterparties, foreign exchange spot and forward rates, yield curves of the respective currencies, currency basis spreads between the respective currencies, interest rate curves and forward rate curves of the underlying commodity.

(v) The fair values of the Company''s interest-bearing borrowings and loans are determined by using DCF method using discount rate that reflects the issuer''s borrowing rate as at the end of the reporting period. The own non-performance risk was assessed to be insignificant.

13. Fair Value hierarchy :

The following table provides the fair value measurement hierarchy of the Company''s assets and liabilities

Quoted prices in an active market (Level 1): This level of hierarchy includes financial assets that are measured by reference to quoted prices (unadjusted) in active markets for identical assets or liabilities. This category consists of mutual fund investments.

Valuation techniques with observable inputs (Level 2): This level of hierarchy includes financial assets and liabilities, measured using inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e; as prices) or indirectly (i.e; derived from prices). This level of hierarchy include Company''s over-the-counter (OTC) derivative contracts.

Valuation techniques with significant unobservable inputs (Level 3): This level of hierarchy includes financial assets and liabilities measured using inputs that are not based on observable market data (unobservable inputs). Fair values are determined in whole or in part, using a valuation model based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data.

The following table presents the fair value measurement hierarchy of financial assets and liabilities measured at fair value on a recurring basis as at 31^st March, 2018, 31^st March, 2017 and 1^st April, 2016.

As stated in note 2, these are the Company''s first standalone financial statements prepared in accordance with Ind AS. For the year ended 31^st March, 2017, the Company had prepared its Standalone Financial Statements in accordance with Companies (Accounting Standard) Rules, 2006, notified under Section 133 of the Act and other relevant provisions of the then Act (''previous GAAP'').

The accounting policies set out in note 2 have been applied in preparing the Standalone Financial Statements for the year ended 31^st March, 2018, the comparative information presented in these financial statements for the year ended 31^st March, 2017 and the opening Ind AS Balance Sheet as at 1^st April, 2016 (the Company''s date of transition)

In preparing its opening Standalone Ind AS Balance Sheet as at 1^st April, 2016 and in presenting the comparative information for the year ended 31^st March, 2017, 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

1. Property, plant and equipment and other intangible assets

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 meet 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).

(iii) use carrying values of property, plant and equipment and intangible assets as on the date of transition to Ind AS (which are measured in accordance with previous GAAP and after making adjustments relating to decommissioning liabilities prescribed under Ind AS 101) if there has been no change in its functional currency on the date of transition.

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. The same election has been made in respect of intangible assets also.

2. Business Combination

As per Ind AS 101, at the date of transition, an entity may elect not to restate business combinations that occurred before the date of transition. If the entity restates any business combinations that occurred before the date of transition, then it restates all later business combinations, and also applies Ind AS 110, Consolidated Financial Statements, from that same date.

The Company has opted not to restate business combinations occuring before 1^st April, 2016. For these business combinations goodwill represents the amount recognised under the previous GAAP.

3. Investment in subsidiaries

Ind AS 101 permits a first-time adopter to elect to continue with the carrying value for all of its investments in subsidiaries as recognised in the financial statements as at the date of transition to Ind AS, measured as per the previous GAAP and use that as its deemed cost as at the date of transition.

Accordingly, the Company has elected to measure all of its investments in subsidiaries at their previous GAAP carrying value.

4. Determining whether an arrangement contains a lease

Ind AS 101 permits an entity to apply the relevant requirements of 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 this exemption.

5. Long-term foreign currency monetary item

Under previous GAAP, paragraph 46 / 46A of AS 11 The Effects of Changes in Foreign Exchange Rates, provided an alternative accounting treatment to companies with respect to exchange differences arising on restatement of long-term foreign currency monetary items. Under AS 11, exchange differences on account of depreciable assets could be added / deducted from the cost of the depreciable asset, which would then be depreciated over the balance life of the asset. Ind AS 101 permits an entity to continue the above accounting treatment in respect of the long-term foreign currency monetary items recognised in

the financial statements for the period ending immediately before the beginning of the first Ind AS financial reporting period.

The Company has elected to avail this exemption.

B. Mandatory exceptions

1. Estimates

As per Ind AS 101, an entity''s estimates in accordance with Ind AS at the date of transition to Ind AS should be consistent with estimates made for the same date in accordance with the previous GAAP (after adjustments to reflect any difference in accounting policies), unless there is objective evidence that those estimates were in error. 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. Key estimates considered in preparation of the Standalone Financial Statements that were not required under the previous GAAP are listed below:

- Investment in mutual funds carried at FVPL;

- Impairment of financial assets based on expected credit loss model;

- Determination of the discounted value for financial instruments carried at amortised cost;

- Fair valuation of derivatives;

2. 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 amortised 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 amortised cost has been done retrospectively except where the same is impracticable.

3. De-recognition of financial assets and liabilities

Ind AS 101 requires a first-time adopter to apply the de-recognition provisions of Ind AS 109 prospectively for transactions occurring on or after the date of transition to Ind AS. However, Ind AS 101 allows a first-time adopter to apply the de-recognition requirements under Ind AS 109, retrospectively from a date of the entity''s choosing, provided that the information needed to apply Ind AS 109 to financial assets and financial liabilities derecognised as a result of past transactions was obtained at the time of initially accounting for those transactions.

The Company has elected to apply the de-recognition provisions of Ind AS 109 prospectively from the date of transition to Ind AS.

C.3 - Impact of Ind AS adoption on the statements of cash flows for the year ended 31^st March 2017:

There were no material differences between the Statement of Cash Flows presented under Ind AS and the Previous GAAP.

C.4 - Notes to reconciliations:

(i) Goodwill amortisation:

Under the previous GAAP, goodwill arising on business combinations was capitalised on the Balance Sheet and amortised over its expected useful life. Under Ind AS 103, Business Combinations, the amortisation of goodwill is prohibited and goodwill is held at cost with impairment reviews carried out annually or at other times if there are indications that the carrying value is not recoverable.

The goodwill amortisation charge recognised under previous GAAP has therefore been reversed, resulting in an increase in profit for the year ended 31^st March, 2017 by Rs. 82.2 Lakhs.

(ii) Proposed dividend:

Under the previous GAAP, dividends proposed by the Board of Directors after the Balance Sheet date but before the approval of the Financial Statements were considered as adjusting event and accordingly recognised (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 (including dividend distribution tax thereon) of Rs. Nil as at 31^st March, 2017 (1^st April, 2016 : Rs. 416.6 Lakhs) included under provisions has been reversed with corresponding adjustment to retained earnings. Consequently, the total equity increased by an equivalent amount.

(iii) Borrowings at amortised cost:

Ind AS 109 requires transaction costs incurred towards origination of borrowings to be deducted from the carrying amount of borrowings on initial recognition. These costs are recognised in the profit or loss over the tenure of the borrowing as part of the interest expense by applying the effective interest rate method. Under previous GAAP, these transaction costs were charged to profit or loss as and when incurred. Accordingly, borrowings as at 31^st March, 2017 have been reduced by Rs. 155.6 Lakhs (1^st April, 2016 : Rs. 228.3 Lakhs) with a corresponding adjustment to retained earnings. The total equity increased by an equivalent amount. The profit for the year ended 31^st March, 2017 reduced by Rs. 72.7 Lakhs as a result of the additional interest expense

(iv) Financial guarantees:

The Company has given financial guarantees on behalf of subsidiaries which were disclosed as contingent liabilities under Indian GAAP. Under Ind AS, financial guarantee contracts are accounted as financial liabilities and measured initially at fair value. Subsequently, the guarantee income is recognised over the period of the guarantee on a straight line basis. The guarantee income recognized on this basis amounted to Rs.129.7 Lakhs for the year ended 31^st March, 2017.

(v) Fair valuation of investments:

Under the previous GAAP, investments in mutual funds were classified as long-term investments or current investments based on the intended holding period and realisability. Long-term investments were carried at cost less provision for other than temporary decline in the value of such investments. Current investments were carried at lower of cost and fair value. Under Ind AS, these investments are required to be measured at fair value. The resulting fair value changes of these investments have been recognised in retained earnings as at the date of transition and subsequently in the profit or loss for the year ended 31^st March, 2017. This increased the retained earnings by Rs. 17.8 Lakhs as at 31^st March, 2017 (1^st April, 2016 : Rs. 11.0 Lakhs).

Consequent to the above, the total profit for the year ended 31^st March, 2017 increased by Rs. 6.8 Lakhs.

(vi) Derivatives not designated as hedges:

Under the previous GAAP, the Company applied the requirements of Accounting Standard 11 The Effects of Changes in Foreign Exchange Rates to account for foreign currency forward contracts entered for hedging foreign exchange risk related to foreign currency receivables / payables. At the inception of the contract, the forward premium / discount was separated and amortised as income / expense over the tenure of the contract. The underlying receivable / payable and the forward contract were restated at the closing spot exchange rate. Under Ind AS, derivatives which are not designated as hedging instruments are fair valued with resulting changes being recognised in profit or loss. Consequently, the total equity as at 31^st March, 2017 decreased by Rs. 116.2 Lakhs (1^st April, 2016 increased by Rs. 1.7 Lakhs). The profit for the year ended 31^st March, 2017 decreased by Rs. 117.9 Lakhs as a result of the above adjustments.

(vii) Loss allowance:

On transition to Ind AS, the Company has recognized impairment loss on trade receivables based on expected credit loss model as required by Ind AS 109. As a result, the allowance for doubtful debts increased by Rs. 145.4 Lakhs as at 31^st March, 2017 (1^st April, 2016 : Rs. 80.4 Lakhs). Consequently, the total equity as at 31^st March, 2017 decreased by Rs. 145.4 Lakhs (1^st April, 2016 : Rs. 80.4 Lakhs) and profit for the year ended 31^st March, 2017 decreased by Rs. 65.0 Lakhs.

(viii) Provision for constructive obligations:

Under Ind AS, provisions are recognized even when there is constructive obligation to transfer economic benefits as a result of past events. Accordingly, on transition to Ind AS, the Company has recognized provisions for constructive obligations as at transition date as well as on 31^st March, 2017. Consequently, the total equity as at 31^st March, 2017 decreased by Rs. 376.1 Lakhs (1^st April, 2016 : Rs. 270.5 Lakhs) and profit for the year ended 31^st March, 2017 decreased by Rs. 105.6 Lakhs.

(ix) Income Tax:

Indian GAAP requires deferred tax accounting using the Income Statement approach, which focuses on differences between taxable profits and accounting profits for the period. Ind AS 12 requires entities to account for deferred taxes using the Balance Sheet approach, which focuses on temporary differences between the carrying amount of an asset or liability in the Balance Sheet and its tax base. The application of the Balance Sheet approach has resulted in recognition of deferred tax on new temporary differences which was not required under Indian GAAP. Consequently the net deferred tax liability as at 31^st March, 2017 decreased by Rs. 116.8 Lakhs (1^st April, 2016 : Rs. 41.8 Lakhs) while the profit and total comprehensive income for the year ended 31^st March, 2017 increased by Rs. 46.2 Lakhs.

(x) Other Comprehensive Income:

Both under Indian GAAP and Ind AS the Company recognised costs related to post-employment defined benefit plan on an actuarial basis. Under Indian GAAP, actuarial gains and losses are charged to profit or loss, however in Ind AS the actuarial gains and losses are recognised through other comprehensive income.

14. The previous year’s Financial Statements were audited by a firm other than B S R & Associates LLP.

---

Mar 31, 2017

1. Estimated value of contracts in capital account remaining to be executed and not provided for (net of capital advances) - Rs. 62,125,829 (Previous Year: Rs. 22,471,269).

2. Contingent liabilities not provided for : Claims against the Company not acknowledged as debts (i) Pending Litigations -

(a) Excise Duty - Rs. 28,140,352 (Previous Year: Rs. 27,577,293).

(b) VAT/CST-Rs.19,807,945 (Previous Year: Rs.21,234,745).

(c) Custom Duty - Rs. 32,276,716 (Previous Year: Rs. 32,276,716).

(d) Income Tax - Rs. 17,021,343 (Previous Year: Rs. 37,993,200).

- It is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above pending resolution of the respective proceedings as it is determinable only on receipt of judgments /decisions pending with various forums / authorities.

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

- The Company''s pending litigations comprise of claims against the Company by employees and pertaining to proceedings pending with Income Tax, Excise, Custom, Sales / VAT tax and other 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 results.

(ii) Guarantees -

- Corporate Guarantee

(a) Corporate Guarantee issued on behalf of the wholly owned subsidiary company Sudarshan Europe B.V. - Euro 3,000,000 (Previous Year: Euro 3,000,000) [Equivalent to Rs. 207,742,800 (Previous Year: Rs. 227,070,000)]

(b) Corporate Guarantee issued on behalf of Sudarshan North America, Inc., wholly owned subsidiary company of Sudarshan Europe B.V. and step-down subsidiary of Sudarshan Chemical Industries Limited India - USD 3,000,000 (Previous Year : USD 3,000,000) [Equivalent to Rs. 194,515,800 (Previous Year: Rs. 200,040,000)].

(c) Corporate Guarantee issued on behalf of the wholly owned subsidiary company RIECO Industries Limited-Rs. 1,000,000,000 (Previous Year: Rs. 1,000,000,000).

(d) Corporate Guarantee issued on behalf of the wholly owned subsidiary company Prescient Color Limited-Rs. 378,200,000 (Previous Year: Rs. Nil).

- Bank Guarantee

Bank Guarantees-Rs. 212,329,750 (Previous Year: Rs. 156,814,994)

3. Related Party Transaction (As perAS-18 on Related Party Disclosures Specified under Section 133 of the Companies Act, 2013):

List of Related Parties and description of relationship:

(a) KeyManagementPersonnel: Mr.P.R.Rathi

Mr. R.B.Rathi Mr. A.V.Vij

(b) RelativesofKeyManagementPersonnel: Mrs.R.R.Rathi - WifeofMr.R.B.Rathi

Mr.R.P.Rathi - SonofMr.P.R.Rathi

Mrs.K.B.Rathi - MotherofMr.R.B.Rathi

Mrs.K.R.Rathi - MotherofMr.P.R.Rathi

Mr. A.B.Rathi - BrotherofMr.R.B.Rathi

Mrs. S.P.Rathi - Wife of Mr. P.R.Rathi

Mrs.R.R.Agarwal - DaughterofMr.P.R.Rathi

(c) Subsidiary Companies : Prescient Color Limited

RIECO Industries Limited Sudarshan Europe B.V.

Sudarshan North America, Inc.

(Step-down subsidiary of Sudarshan Chemical Industries Limited, India) Sudarshan (Shanghai) Trading Company Limited Sudarshan CSR Foundation

(Sudarshan CSR Foundation (CSR foundation); a wholly owned subsidiary of Sudarshan Chemical Industries Limited (the “Company"), is a “not for profit Company" under Section 8 of the Companies Act, 2013. The main objective of CSR foundation is to carry out CSR activities as per the CSR policies of the Company. As the Company is not deriving any economic benefits from the activities of CSR foundation, the same is not considered for consolidation.)

(d) Entities in which Key Management Personnel R_athi Brothers Poona Limited and / or their relatives exercise significant

influence (SIKMP): ^Rathl Brothers Madras Limited

Rathi Brothers Calcutta Limited Rathi Brothers Delhi Limited Manan Rathi Trust

Balkrishna Rathi Finance Private Limited PRR Finance Private Limited Marathwada Chemical Industries Private Limited Rathi Vessels & Systems Private Limited

4. Revision in Depreciation on account of Componentization of Fixed Assets:

During the Financial Year 2015-16, in terms of the requirement of Schedule II of the Companies Act, 2013, the Company has identified significant component of Property, Plant and Equipment which have materially different useful lives, based on the technical evaluation done by an Independent Valuer. Consequently depreciation charge for the aforementioned year was higher by Rs. 17,328,640.

5. Lease Rent:

The Company has taken residential accommodation, office premises and warehouses on lease / rental basis. Lease period varies from one month to twelve months. These leases are cancellable in nature. Lease / rentals recognized in the Statement of Profit and Loss is Rs. 15,201,663 (Previous Year: Rs. 12,817,931)

6. Amount spent towards Corporate Social Responsibility :

During the year the Company has incurred CSR expenses of Rs. 14,310,878 (Previous Year: Rs. 13,178,377) which includes contribution/donation of Rs. 2,140,000 (Previous Year: Rs. 6,691,256) to trusts (related party) which are engaged in activities eligible under Section 135 of Companies Act, 2013 read with Schedule VII thereto and other expenses of Rs. 12,170,878 (Previous Year : Rs. 6,487,121) directly incurred by the Company.

In addition to the above, a contribution of Rs. 105,000 (Previous Year: Rs. 402,000) is made to its subsidiary Sudarshan CSR Foundation which is a Section 8 registered company under Companies Act, 2013, with the main objectives of (a) promotion of education and enhancing vocational skills, (b) eradication of hunger and promoting hygiene, (c) promotion of sports (d) protection of national heritage and promotion and development of traditional arts (e) promotion of gender equality and (f) other infrastructure that would help meet the objectives of environmental sustainability such as waste management, vermin-culture, organic farming etc.

7. General expenses include donation to Political Party Rs. 2,000,000 (Nationalist Congress Party) (Previous Year: Rs. Nil)

* Value of Corporate Guarantees which were renewed during the year have been converted into equivalent rupees at the prevailing rate on the date of renewal.

** Value of Corporate Guarantees which are outstanding as at 31⁸¹ March, 2017 have been converted into equivalent rupees at the closing rate.

8. In accordance with Accounting Standard - 4 “Contingencies and Events Occurring after Balance Sheet Date” issued by the Ministry of Corporate Affairs dated 30^th March, 2016, the Company has not recorded proposed final dividend as a liability as at 31^st March, 2017.

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

* These represents advances refunded by the employee of the company.

34. The Company has reclassified previous year''s figures to conform to this year''s classification. The figures in brackets are those in respect of previous year.

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Mar 31, 2016

1. Estimated value of contracts in capital account remaining to be executed and not provided for (net of capital advances)-Rs.22,471,269 (Previous Year: Rs. 17,196,324).

2. Contingent liabilities not provided for :

Claims against the Company not acknowledged as debts

(i) Pending Litigations -

(a) Excise Duty - Rs. 27,577,293 (Previous Year: Rs. 20,019,895).

(b) Income Tax - Rs. 37,993,200 (Previous Year: Rs. 31,667,195).

(c) VAT / CST - Rs. 21,234,745 (Previous Year :Rs.18,508,939).

- It is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above pending resolution of the respective proceedings as it is determinable only on receipt of judgements / decisions pending with various forums / authorities.

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

- The Company''s pending litigations comprise of claims against the Company by employees and pertaining to proceedings pending with Income Tax, Excise, Custom, Sales / VAT tax and other 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 results.

(i) Guarantees -

- Corporate Guarantee

(a) Corporate Guarantee issued on behalf of the wholly owned subsidiary company Sudarshan Europe B.V. - Euro 3,000,000 (Previous Year: Euro 3,000,000) [Equivalent to Rs. 227,070,000 (Previous Year: Rs. 204,630,000)].

(b) Corporate Guarantee issued on behalf of Sudarshan North America, Inc., wholly owned subsidiary company of Sudarshan Europe B.V. and step-down subsidiary of Sudarshan Chemical Industries Limited India - USD 3,000,000 (Previous Year : USD 3,000,000) [Equivalent to Rs. 200,040,000 (Previous Year: Rs. 189,030,000)].

(c) Corporate Guarantee issued on behalf of the wholly owned subsidiary company RIECO Industries Limited-Rs. 1,000,000,000 (Previous Year: Rs. Nil).

- Bank Guarantee

Bank Guarantees-Rs. 156,814,994 (Previous Year: Rs. 155,423,076)

3. The Company had converted Leasehold Rights of Rs. 498,450,000 into Stock-in-trade in 2010-11 with the intention of commercially developing the underlying Leasehold Land situated at 162 Wellesley Road, Pune 411 001. However, due to several factors, some beyond the control of the Company, this intention could not fructify.

In the mean time the Company also acquired Reversionary Rights in the said land, resulting in full ownership. Presently, the validity of acquisition of Revisionary Rights is sub-judice. In view of the above, the Stock-in- trade of Rs. 498,450,000 as already recognized by creating the corresponding Revaluation Reserve of an identical amount, was reversed, in 2014-15.

Under the circumstances in 2014-15, the Board has decided to reconvert the said land into and to be held as, capital asset at cost of Rs. 71,550,000.

The above had no impact, on the financial results of the Company in the said year.

4. Acquisition of business undertaking of "Rathi Vessels and Systems Private Limited" on slump sale basis:

During the Financial Year 2014-15 the Company acquired the going concern business of Rathi Vessels and Systems Private Limited on slump sale basis with the effective date of 1st October, 2014. Correspondingly, all assets and liabilities of this business as on the said effective date stood transferred to the Company and were included in the Financial Statements under the respective heads of accounts.

27. Revision in Depreciation on account of Componentisation of Fixed Assets:

A. In the year 2014-15, the Company had revised the Depreciation Rates on Fixed Assets according to the useful life as specified in the Schedule II to the Companies Act, 2013 or on the basis of its assessment made by the Company as permitted by the said Schedule. Depreciation charged for the said year was accordingly higher by Rs. 12,616,125.

The Depreciation on the basis of Revised Schedule II on assets whose useful life had already exhausted before 1stApril, 2014, of Rs. 10,837,856 (net of corresponding deferred tax impact Rs. 5,580,651) was adjusted to General Reserve and included in total depreciation of Rs. 413,944,367 disclosed in Note 11 and

5. B. During the year under review, in terms of the requirement of Schedule II of the Companies Act 2013, the Company has identified significant component of Property, Plant and Equipment which have materially different useful lives, based on the technical evaluation done by an Independent Valuer. Consequently depreciation charge for the year is higher by Rs. 17,328,640.

6. Lease Rent:

The Company has taken residential accommodation, office premises and warehouses on lease / rental basis. Lease period varies from one month to twelve months. These leases are cancellable in nature. Lease / rentals recognised in the Statement of Profit and Loss is Rs. 12,817,931 (Previous Year: Rs. 12,708,258)

7. Amount spent towards Corporate Social Responsibility :

During the year the Company has incurred CSR expenses of Rs. 13,178,377 (Previous Year: Rs. 5,266,843) which includes contribution/donation of Rs. 6,691,256 (Previous Year: Rs. 2,997,500) to trusts (related party) which are engaged in activities eligible under Section 135 of Companies Act, 2013 read with Schedule VII thereto and other expenses of Rs. 6,487,121 (Previous Year : Rs. 2,269,343) directly incurred by the Company.

In addition to the above, a contribution of Rs. 402,000 (Previous Year: Rs. 1,040,500) is made to its subsidiary Sudarshan CSR Foundation which is a Section 8 registered company under Companies Act, 2013, with the main objectives of (a) promotion of education and enhancing vocational skills, (b) eradication of hunger and promoting hygiene, (c) promotion of sports (d) protection of national heritage and promotion and development of traditional arts (e) promotion of gender equality and (f) other infrastructure that would help meet the objectives of environmental sustainability such as waste management, vermin-culture.organicfarming etc.

8. General expenses include donation to Political Party Rs. Nil (Previous Year : Rs. 2,000,000 (Nationalist Congress Party))

9. The Company has reclassified previous year''s figures to conform to this year''s classification. The figures in brackets are those in respect of previous year.

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Mar 31, 2015

I) Term Loan from HDFC Bank Limited of Rs. 36 Crores (outstanding Rs. Nil (P.Y. Rs. 128,000,000)) was taken in Financial Year 2011- 12 and carries interest @ 10.70% p.a. The loan has been fully repaid during the year.

ii) Corporate Term Loan from EXIM Bank of Rs. 15 Crores (outstanding Rs. 150,000,000 (P.Y. Rs. Nil)) was taken in Financial Year 2014-15 and carries interest @ 11.00% p.a. The loan is repayable in 16 quarterly instalments of Rs. 94 Lacs each from July 2016.

iii) Term Loan from EXIM Bank of Rs. 36 Crores (outstanding Rs. Nil (P.Y. Rs. 60,000,000)) was taken in parts till March 31, 2012 and carries interest @ 10.85% p.a. The loan has been fully repaid during the year.

iv) Term Loan from Bank of Maharashtra of Rs. 35 Crores (outstanding Rs. Nil (P.Y. Rs. 79,848,771)) was taken in Financial Year 2010-11 and carries interest @ 10.50% p.a. The loan is repayable in 46 monthly instalments of Rs. 73 Lacs each from March 2012 and 1 instalment is of Rs. 69 Lacs.

v) Term Loan from Bank of Maharashtra of Rs. 42 Crores (outstanding Rs. Nil (P.Y. Rs. 251,866,043)) was taken in parts till March 31,2012 and carries interest @ 10.90% p.a. The loan has been fully repaid during the year.

vi) Term Loan from Bank of Maharashtra of Rs. 16.85 Crores (outstanding Rs. Nil (P.Y. Rs. 117,944,975)) was taken in Financial Year 2012-13 and carries interest @ 10.65% p.a. The loan has been fully repaid during the year.

vii) Term Loan from Bank of Maharashtra of Rs. 42 Crores (outstanding Rs. Nil (P.Y. Rs. 280,000,000)) was taken in Financial Year 2012-13 and carries interest @ 10.40% p.a. The loan has been fully repaid during the year.

viii) Term Loan from EXIM Bank of USD 1 Million (outstanding Rs. 20,367,306 (P.Y. Rs. 34,652,268)) was taken in parts till March 31, 2014 and carries interest @ LIBOR 475 b.p.s. p.a. The loan is repayable in 12 quarterly instalments of USD 0.83 Lacs each from March 2014.

ix) Corporate Term Loan from SBI of Rs. 30 Crores (outstanding Rs. 180,000,000 (P.Y. Rs. 200,000,000)) was taken in parts till March 31, 2014 and carries interest @ 10.85% p.a. The loan is repayable in 8 quarterly instalments of Rs. 250 Lacs each from June 2014.

x) ECB Loan from SBI, Dubai, of EURO 13 Million (outstanding Rs. 753,720,500 (P.Y. Rs. Nil)) was taken in Financial Year 2014-15 and carries interest @ 3.20% p.a. The loan is repayable in 20 quarterly instalments of EURO 6.50 Lacs each from July 2015.

xi) Nature of Security :

(a) The Term Loan of Export Import Bank of India (EXIM Bank) of Rs. 15 Crores is secured by a First Pari Passu Charge by way of hypothecation of the entire movable fixed assets both present and future situated at Roha, Mahad. Dist. Raigad and Ambadvet (Sutarwadi), Amralevadi, Dist. Pune and further to be secured by way of mortgage by First Pari Passu Charge over the entire fixed assets including immovable properties of the Company situated at Roha, Mahad. Dist. Raigad and Ambadvet (Sutarwadi), Amralevadi, Dist. Pune

(b) The Foreign Currency Term Loan of USD 1.00 Million (Rs.5.50 Crores approx.) from Import Export Bank of India (EXIM Bank) is secured by a First Pari Passu Charge on the entire fixed assets of the Company. Also the said Foreign Currency Loan is secured by a mortgage charge on the immovable properties of the Company situated at Roha, Mahad. Dist. Raigad and Ambadvet (Sutarwadi), Amralevadi, Dist. Pune.

(c) The Corporate Loan of Rs. 30 Crores from State Bank of India (SBI), Pune is secured a First Pari Passu Charge on the movable fixed assets and current assets of the Company. Also the said Corporate Loan is secured by a mortgage charge on the immovable properties of the Company situated at Roha, Mahad. Dist. Raigad and Ambadvet (Sutarwadi), Amralevadi, Dist. Pune.

(d) The External Commercial Borrowing (ECB) of Euros 13 Million (Equivalent Indian Rs.110 Crores) from State Bank of India (SBI), D.I.F.C., Dubai, U.A.E. is secured by a First Pari Passu Charge on all the movable fixed assets both present and future situated at Roha, Mahad. Dist. Raigad and Ambadvet (Sutarwadi), Amralevadi, Dist. Pune and further secured by way of Supplemental Deed of Mortgage by First Pari Passu Charge on the immovable properties of the Company situated at Roha, Mahad. Dist. Raigad and Ambadvet (Sutarwadi), Amralevadi, Dist. Pune

(e) The Term Loan of Bank of Maharashtra of Rs. 35 Crores is secured by a First Pari Passu Charge by way of hypothecation of the entire movable fixed assets both present and future situated at Roha, Mahad. Dist. Raigad and Ambadvet (Sutarwadi), Amralevadi, Dist. Pune and further to be secured by way of mortgage by First Pari Passu Charge over the entire fixed assets including immovable properties of the Company situated at Roha, Mahad. Dist. Raigad and Ambadvet (Sutarwadi), Amralevadi, Dist. Pune

xii) Intercorporate Deposits are accepted for period of 3 years. Rate of Interest is 10.25% p.a.

xiii) Fixed Deposits are accepted for period of 3 years. Rate of Interest is 10.25% p.a.

xiv) Above borrowings maturing within 12 months are disclosed in Note No. 9 (a).

i) Working Capital Loan (Cash Credit) Rs. 67,145,843 (P.Y. Rs. 266,263,384) from Bank of Maharashtra carries interest @ 11.25% p.a.

ii) Working Capital Loan (Cash Credit) Rs. 106,003,454 (P.Y. Rs. 434,035,188) from State Bank of India carries interest @ 11.25% p.a.

iii) Working Capital Loan (Cash Credit) Rs. 2,459,563 (P.Y. Rs. 4,088,703 (Debit)) from Bank of Baroda carries interest @ 11.25% p.a.

iv) Working Capital Loan (Cash Credit) Rs. 32,560,525 (P.Y. Rs. 10,723,487) from HDFC Bank Limited carries interest @ 13.00% p.a.

v) Working Capital Loan (Cash Credit) Rs. 52,368,389 (P.Y. Rs. 103,459,971) from ICICI Bank Limited carries interest @ 11.50 % p.a.

vi) Working Capital Loan (Cash Credit) Rs. 7,998,725 (Debit) (P.Y. Rs. Nil) from Vijaya Bank Limited carries interest @ 13.75 % p.a.

vii) Working Capital Loan (PCFC) Rs. 126,020,000 (P.Y. Rs. 90,660,000) from State Bank of India carries interest @ LIBOR 105 b.p.s. p.a. The Loan is repayable within 90 days from the date of borrowing.

viii) Working Capital Loan (PCFC) Rs. 58,199,835 (P.Y. Rs. Nil) from HSBC Limited carries interest @ LIBOR 110 b.p.s. p.a. The Loan is repayable within 90 days from the date of borrowing.

ix) Working Capital Loan (EPC) Rs. Nil (P.Y. Rs. 76,298,339) from HSBC Limited carries interest @ 10.10% p.a. The Loan is repayable within 180 days from the date of borrowing.

x) Working Capital Loan (EPC) Rs. 30,000,000 (P.Y. Rs. Nil) from HDFC Bank Limited carries interest @ 10.00% p.a. The Loan is repayable within 180 days from the date of borrowing.

xi) Working Capital Loan (Packing Credit (Post-shipment)) Rs. 63,936,868 (P.Y. Rs. Nil) from Bank of Maharshtra carries interest @ LIBOR 215 b.p.s. p.a. The Loan is repayable within 90 days from the date of borrowing.

xii) Nature of Security :

Working Capital Borrowings from Bank of Maharashtra led Consortium Banks consisting of Bank of Maharashtra, State Bank of India, Bank of Baroda, ICICI Bank Limited, HDFC Bank Limited and The Hong Kong and Shanghai Banking Corporation Limited are secured by a First Charge on the Current Assets of the Company viz. stock-in-trade, book debts, receivables and raw materials. These are further secured by second charge on the immovable properties of the Company situated at Roha, Mahad, Dist. Raigad and Ambadvet (Sutarwadi), Amralewadi, Dist. Pune by creation of a joint registered mortgage.

xiii) Working Capital Loan (EPC) Rs. 60,000,000 (P.Y. Rs. Nil) from Citibank N.A. carries interest @ 9.60% p.a. The Loan is repayable within 180 days from the date of borrowing.

xiv) Short-Term Loan Rs. 400,000,000 (P.Y. Rs. Nil) from State Bank of India carries interest @ 10.25% p.a. The Loan is repayable within 90 days from the date of borrowing.

xv) Short-Term Loan Rs. Nil (P.Y. Rs. 250,000,000) from Bank of Maharashtra carries interest @ 10.65% p.a. The Loan is repayable within 90 days from the date of borrowing.

xvi) Short-Term Loan Rs. 70,000,000 (P.Y. Rs. 82,500,000) from HSBC Limited carries interest @ 9.85% p.a. The Loan is repayable within 90 days from the date of borrowing.

xvii) Short-Term Loan Rs. 200,000,000 (P.Y. Rs. 80,000,000) from Bank of Baroda carries interest @ 10.25% p.a. The Loan is repayable within 90 days from the date of borrowing.

xviii) Short-Term Loan Rs. 60,000,000 (P.Y. Rs. 80,000,000) from HDFC Bank Limited carries interest @ 10.00% p.a. The Loan is repayable within 90 days from the date of borrowing.

xix) Buyer''s Credit Loan in INR Rs. 49,532,301 (P.Y. Rs. Nil) from HSBC Limited carries interest @ 10.10% p.a. The Loan is repayable within 180 days from the date of borrowing.

xx) Buyer''s Credit Loan Rs. 111,461,389 (P.Y. Rs. Nil) from HDFC Bank Limited carries interest @ LIBOR 106 b.p.s. p.a. The Loan is repayable within 180 days from the date of borrowing.

2. Contingent liabilities not provided for :

(i) Pending Litigations -

(a) Excise Duty - Rs. 20,019,895 (Previous Year : Rs. 7,183,604).

(b) Income Tax - Rs. 31,667,195 (Previous Year : Rs. 30,388,050).

(c) VAT / CST - Rs. 18,508,939 (Previous Year : Rs. 11,861,000).

(ii) Guarantees -

- Corporate Guarantee

(a) Corporate Guarantee issued on behalf of the wholly owned subsidiary company Sudarshan Europe B.V. - Euro 3,000,000 (Previous Year : Euro 3,000,000).

(b) Corporate Guarantee issued on behalf of Sudarshan North America, Inc., wholly owned subsidiary company of Sudarshan Europe B.V. - USD 3,000,000 (Previous Year : USD 3,000,000).

- Bank Guarantee

(a) Bank Guarantees - Rs. 155,423,076 (Previous Year : Rs. 65,402,514)

3. The Company had converted Leasehold Rights of Rs. 498,450,000 into Stock-in-trade in FY 2010-11 with the intention of commercially developing the underlying Leasehold Land situated at 162 Wellesley Road, Pune 411 001. However, due to several factors, some beyond the control of the Company, this intention could not fructify.

In the mean time the Company also acquired Reversionary Rights in the said land, resulting in full ownership. Presently, the validity of acquisition of Revisionary Rights is sub-judice.

In view of the above, the Stock-in-trade of Rs. 498,450,000 as already recognized by creating the corresponding Revaluation Reserve of an identical amount, is reversed.

Under the circumstances, the Board has decided to reconvert the said land into and to be held as, capital asset at cost Rs. 71,550,000.

The above has no impact, on the Financial Results of the Company.

4. Acquisition of business undertaking of "Rathi Vessels and Systems Private Limited" on slump sale basis:

During the year the Company has acquired the going concern business of Rathi Vessels and Systems Private Limited on slump sale basis for Rs. 25,000,000 with the effective date of 1st October, 2014. Correspondingly, all assets and liabilities of this business as on the said effective date stand transferred to the Company and are included in the Financial Statements under the respective head of accounts. The excess of consideration paid over the book value of assets and liabilities of Rs. 41,101,746 is recognised as Goodwill.

5. Trade Payables (Creditors) :

(A) Outstanding to Trade Payables (including acceptances) other than Micro, Small and Medium Enterprise : Rs. 1,554,590,240 (Previous Year : Rs. 1,074,913,462) (Interest Paid / Payable is Rs. Nil (Previous Year : Rs. Nil)).

(B) Outstanding to Micro, Small and Medium Enterprise : Rs. 4,364,137 (Previous Year : Rs. Nil).

6. Revision in Depreciation Rates as per Schedule II of Companies Act, 2013 :

The Company has revised depreciation rates on fixed assets according to the useful life as specified in the Schedule II to the Companies Act, 2013 or on the basis of its assessment made by the Company as permitted by the said Schedule. Had there not been change in depreciation rates, the depreciation for the year ended 31st March, 2015, would have been lower by Rs. 12,616,125.

The depreciation on the basis of Revised Schedule II on assets whose useful life is already exhausted before 1st April, 2014, of Rs. 10,837,856 (net of deferred tax impact thereon of Rs. 5,580,651) has been adjusted to General Reserve and included in total depreciation of Rs. 413,944,367 in depreciation and amortisation of fixed assets disclosed in Note 11 and 12.

7. Lease Rent :

The Company has taken residential accommodation, office premises and warehouses on lease / rental basis. Lease period varies from one month to twelve months. These lease are cancellable in nature. Lease / rentals recognised in the Statement of Profit and Loss is Rs. 12,708,258 (Previous Year : Rs. 8,757,158).

8. Amount spent towards Corporate Social Responsibility :

During the year the Company has incurred CSR expenses of Rs. 5,266,843 which includes contribution / donation of Rs. 2,997,500 to trusts (related party) which are engaged in activities eligible under Section 135 of Companies Act, 2013 read with Schedule VII thereto and other expenses of Rs. 1,866,343 directly incurred by the Company.

9. General expenses include donation to Political Party (Nationalist Congress Party) Rs. 2,000,000 (Previous Year : Rs. 2,500,000)

10. The Company has reclassified previous year''s figures to conform to this year''s classification.

The figures in brackets are those in respect of previous year.

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Mar 31, 2014

1 Allocation of common costs -

Common allocable costs are allocated to each segment according to the relative contribution of each segment to the total common costs.

2 Unallocated items -

Unallocated items include general corporate income and expense items which are not allocated to any business segment. Assets and liabilities which relate to the Company as a whole but are not allocable to segments on a reasonable basis, have been included under "Unallocable Assets / Liabilities".

3 Segment accounting policies -

The Company prepares its segment information in conformity with the accounting policies adopted for preparing and presenting the Financial Statements of the Company as a whole.

2. Estimated amount of contracts remaining to be executed on capital account - Rs. 5,900,395 (Previous Year : Rs. 6,521,024).

3. Contingent liabilities not provided for :

(A) Excise Duty - Rs. 7,183,604 (Previous Year : Rs. 8,488,600).

(B) Corporate Guarantee issued on behalf of the wholly owned subsidiary company Sudarshan Europe B.V. - Euro 3,000,000 (Previous Year : Euro Nil).

(C) Corporate Guarantee issued on behalf of Sudarshan North America, Inc., wholly owned subsidiary company of Sudarshan Europe B.V. - USD 3,000,000 (Previous Year : USD 3,000,000).

(D) Income Tax - Rs. 30,388,050 (Previous Year : Rs. 28,862,580).

(E) VAT - Rs. 11,861,000 (Previous Year : Rs. 6,177,091).

4. During the Financial Year 2010-11, the Company has converted the Leasehold Rights of the Company in respect of land situated at Final Plot No. 90, Sangamwadi, corresponding ''House No. 162'', Wellesley Road, Pune 411 001 into stock-in-trade and valued the same for a sum of Rs. 49.85 crores and accordingly created a revaluation reserve.

---

Mar 31, 2013

1. Estimated amount of contracts remaining to be executed on capital account - Rs. 6,521,024 (Previous Year : Rs. 60,058,051).

2. Contingent liabilities not provided for:

(a) Excise Duty - Rs. 8,488,600 (Previous Year : Rs. 4,560,996).

(b) Corporate Guarantee issued on behalf of the wholly owned subsidiary company Prescient Color Limited - Rs. Nil (Previous Year : Rs.122,500,000).

(c) Corporate Guarantee issued on behalf of Sudarshan North America, Inc., wholly owned subsidiary company of Sudarshan Europe B.V. - USD 3,000,000 (Previous Year : USD 1,500,000).

(d) Income Tax - Rs. 28,862,580 (Previous Year : Rs. 28,862,580).

(e) Sales Tax - Rs. 6,177,091 (Previous Year : Rs. Nil).

3. During the Financial Year 2010-11, the Company has converted the Leasehold Rights of the Company in respect of land situated at Final Plot No. 90, Sangamwadi, corresponding ''House No. 162'', Wellesley Road, Pune 411 001 into stock-in-trade and valued the same for a sum of Rs. 49.85 Crores and accordingly created a revaluation reserve.

4. Trade Payables (Creditors):

(a) Outstanding to creditors other than Micro, Small & Medium Enterprise : Rs. 1,017,263,505 (Previous Year : Rs. 963,132,548) (Interest Paid / Payable is Rs. Nil (Previous Year : Rs. Nil)).

(b) Outstanding to Micro, Small & Medium Enterprise : Rs. Nil (Previous Year : Rs. Nil).

The identification of suppliers under "Micro, Small and Medium Enterprises Development Act, 2006" was done on the basis of the information to the extent provided by the suppliers to the Company. Total outstanding dues of Micro and Small Enterprises, which were outstanding for more than stipulated period, are given below :

5. Research & Development Expenditure :

Expenditure incurred by the Company on in-house research and development facility approved by the Department of Scientific & Industrial Research, Ministry of Science and Technology.

Expenditure (charged out through the natural heads of the Accounts) in respect of eligible facilities at Roha and Pune.

6. Related Party Disclosures :

List of Related Parties and description of relationship :

i) Key Management Personnel : Mr. K.LRathi

Mr. P.R.Rathi

Mr. R.B.Rathi

Mr. A.V.Vij

Ms. Christine Gehres

(on deputation from Sudarshan North America, Inc.)

(Upto 30th November, 2012)

ii) Relatives of Key Management Personnel : Mrs. R.R.Rathi - Wife of Mr. R.B.Rathi

Mr. R.P.Rathi - Son of Mr. P.R.Rathi

Mrs. K.B.Rathi - Mother of Mr. R.B.Rathi

Mrs. K.R.Rathi - Mother of Mr. P.R.Rathi

Ms. S.R.Rathi - Daughter of Mr. R.B.Rathi

Mr. A.B.Rathi - Brother of Mr. R.B.Rathi

Mrs. A.K.Rathi - Wife of Mr. K.LRathi

Mrs. S.P.Rathi - Wife of Mr. P.R.Rathi

iii) Subsidiary Companies : Prescient Color Limited,

Sudarshan Europe B.V.,

Sudarshan North America, Inc. (Subsidiary of Sudarshan Europe B.V.)

iv) Associate Companies : Rathi Brothers Poona Limited,

Rathi Brothers Madras Limited,

Rathi Brothers Calcutta Limited,

Rathi Brothers Delhi Limited.

7. The Company has reclassified previous year''s figures to conform to this year''s classification. The figures in brackets are those in respect of previous year.

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Mar 31, 2012

1. Estimated amount of contracts remaining to be executed on capital account - Rs. 60,058,051/- (Previous Year Rs. 82,500,980/-).

2. Contingent liabilities not provided for :

(a) Excise Duty - Rs. 4,560,996/- (Previous Year Rs. 2,010,295/-).

(b) Corporate Guarantee issued on behalf of the wholly owned subsidiary company Prescient Color Limited - Rs. 122,500,000/- (Previous Year Rs.122,500,000/-).

(c) Corporate Guarantee issued on behalf of Sudarshan North America, Inc., wholly owned subsidiary company of Sudarshan Europe B.V. - 1.50 million USD (Previous Year Rs. Nil/-).

(d) Income Tax - Rs. 28,862,580/- (Previous Year Rs. 28,862,580/-)

3. In the financial year 2010-11, the Company has converted the leasehold rights of the Company in respect of land situated at Final Plot No. 90, Sangamwadi, corresponding 'House No.162', Wellesley Road, Pune 411 001 into stock- in-trade and valued the same for a sum of Rs. 49.85 Crores and accordingly created a revaluation reserve.

4. Trade Payables (Creditors) :

a) Outstanding to creditors other than Micro, Small & Medium Enterprise Rs. 948,512,434/- (Previous Year Rs. 656,130,672/-) [Interest Paid/Payable is Rs. Nil (Previous Year Rs. Nil)].

b) Outstanding to Micro, Small & Medium Enterprise: Rs. Nil (Previous Year Rs. Nil).

The identification of suppliers under "Micro, Small and Medium Enterprises Development Act, 2006" was done on the basis of the information to the extent provided by the suppliers to the company. Total Outstanding

5. During the year ended 31st March 2012, the revised Schedule VI notified under the Companies Act 1956, has become applicable to the Company. Revised Schedule VI significantly impacts the presentation and disclosures made in the financial statements, particulars presentation of Balance Sheet. The Company has reclassified previous year figures to conform to this year's classification.

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Mar 31, 2011

1. Secured Loans:

(a) The Term Loans from Export Import Bank of India (EXIM Bank) are secured by pari passu charge by way of hypothecation of all movable fixed assets (excluding assets exclusively charged to existing term lenders) and further secured by way of mortgage on all immovable fixed assets of the Company situated at Roha, Mahad, Dist. Raigad and at Ambadvet (Sutarwadi), Dist. Pune.

(b) The Term Loans from Bank of Maharashtra (BOM) are secured by exclusive / pari passu charge by way of hypothecation of all movable fixed assets and further secured by way of mortgage on all immovable fixed assets of the Company situated at Roha, Mahad, Dist. Raigad and at Ambadvet (Sutarwadi), Dist. Pune.

(c) Working Capital Borrowings are secured by hypothecation of stock-in-trade, book debts and receivables. These are further secured by second charge on the immovable properties of the Company situated at Roha, Mahad, Dist. Raigad and at Ambadvet (Sutarwadi), Dist. Pune by creation of a joint mortgage by deposit of title deeds with EXIM Bank acting for itself and as agent of the other lenders.

2. Estimated amount of contracts remaining to be executed on capital account – Rs. 82,500,980/- (Previous Year Rs. 21,586,308/-).

3. Contingent liabilities not provided for :

(a) Excise Duty – Rs. 2,010,295/- (Previous Year Rs. 370,601/-).

(b) Corporate Guarantee issued on behalf of the wholly owned subsidiary company Prescient Color Limited – Rs. 122,500,000/- (Previous Year Rs. 122,500,000/-).

(c) Income Tax – Rs. 28,862,580/- (Previous Year Rs. 27,876,347/-).

4. During the year under review, the Company has converted the leasehold rights of the Company in respect of land situated at Final Plot No.90, Sangamwadi, corresponding ‘House No.162, Wellesley Road, Pune 411 001 into stock-in- trade and valued the same for a sum of Rs. 49.85 Crores and accordingly created a revaluation reserve.

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

5. Sundry Creditors:

a ) Outstanding to creditors other than Micro, Small & Medium Enterprise Rs. 549,975,256/- (Previous Year Rs. 520,626,648/-) [(Interest Paid/Payable Rs. Nil (Previous Year Rs. Nil)].

b) Outstanding to Micro, Small & Medium Enterprise: Rs. Nil (Previous Year Rs. 1,174,348/-).

The identification of suppliers under "Micro, Small and Medium Enterprises Development Act, 2006" was done on the basis of the information to the extent provided by the suppliers to the company. Total outstanding dues of Micro and Small Enterprises, which were outstanding for more than stipulated period, are given below:

6. Segment Reporting:

The business segment has been considered as the primary segment for disclosure. The categories included in each of the reported business segments are as follows:

i) Pigments

ii) Agro Chemicals

The above business segments have been identified considering:

i) The nature of the product/services

ii) The related risks and returns

iii) The internal financial reporting systems

Revenue and expenses have been accounted for, based on their relationship to the operating activities of the segment. Revenue and expenses, which relate to the enterprise as a whole and are not allocable to segments on a reasonable basis, have been included under "Unallocable Income/Expenses". Assets and Liabilities, which relate to the enterprise as a whole and are not allocable to segments on a reasonable basis, have been included under "Unallocable Assets/Liabilities".

7. Related Party Disclosures:

List of Related Parties and description of relationship:

i) Key Management Personnel

Mr. N. J. Rathi

Mr. P. R. Rathi

Dr. K. D. Inamdar

Mr. A. V. Vij

Mr. K. L. Rathi

Mr. R. B. Rathi

Mr. K. R. Ambekar

ii) Relatives of Key Management Personnel

Mrs. R. R. Rathi - Wife of Mr. R. B. Rathi

Mrs. A. N. Rathi - Wife of Mr. N. J. Rathi

Mr. R. P. Rathi - Son of Mr. P. R. Rathi

Mr. A. N. Rathi - Son of Mr. N. J. Rathi

Mrs. K. B. Rathi - Mother of Mr. R. B. Rathi

Mrs. K. R. Rathi - Mother of Mr. P. R. Rathi

Ms. S. R. Rathi - Daughter of Mr. R. B. Rathi

Mr. A. B. Rathi - Brother of Mr. R. B. Rathi

Mr. A. K. Ambekar - Son of Mr. K. R. Ambekar

Mrs. A. K. Rathi - Wife of Mr. K. L. Rathi

Mrs. S. P. Rathi - Wife of Mr. P. R. Rathi

iii) Subsidiary Companies: Prescient Color Limited, Sudarshan Europe B.V. and Sudarshan North America, Inc. (Subsidiary of Sudarshan Europe B.V.)

8. Previous years figures have been regrouped and reclassified, wherever necessary, to conform to current years groupings and classifications.

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Mar 31, 2010

NOTICE IS HEREBY GIVEN THAT the 59th Annual General Meeting of the Company will be held on Saturday, 14th August, 2010 at 11.30 A.M. at Pudumjee Hall, Mahratta Chamber of Commerce, Industries And Agriculture, Tilak Road, Pune 411 002 to transact the following business:

ORDINARY BUSINESS:

1. To consider and adopt the Balance Sheet as at 31st March, 2010, the Profit & Loss Account for the year ended on that date and the Report of the Board of Directors and Auditors thereon.

2. To declare dividend on the Equity Shares of the Company for the year ended 31st March, 2010.

3. To appoint a director in place of Mr. S.Padmanabhan, who retires by rotation and being eligible, offers himself for reappointment.

4. To appoint a director in place of Mr. S.N.Inamdar, who retires by rotation and being eligible, offers himself for reappointment.

5. To appoint Auditors and to fix their remuneration. NOTES:

(a) Mr.S. Padmanabhan renowned Management Consultant and Mr. S.N.Inamdar, renowned Advocate, Directors, retire by rotation at the ensuing Annual General Meeting and being eligible, offer themselves for reappointment. Mr. S.N.Inamdar, Director holds 493 equity shares in the Company. Mr. S. Padmanabhan, the other retiring Director does not hold any equity shares of the Company.

As required under Clause 49 of the Listing Agreement, the information / data to be provided for the retiring directors is given below:

Mr. S. Padmanabhan - Other directorships :

Sr.No. Name of the Company Board position held

1. Videocon Industries Limited Director

2. Applicomp (India) Limited Director

3. Videocon Power Limited Director

4. KAIL Limited Director

5. Videocon Energy Holdings Limited Director

6. Desai Brothers Limited Director

7. Premier Limited Director

8. Rajkumar Forge Limited Director

9. Force Motors Limited Director

10. Sanghvi Movers Limited Director

11. Next Retail India Limited Director

12. Aquapharm Chemicals Private Limited Director

13. Goa Energy Private Limited Director

14. Pipavav Energy Private Limited Director

(b) A MEMBER ENTITLED TO ATTEND AND VOTE AT A MEETING IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF AND THE PROXY NEED NOT BE A MEMBER. THE PROXY FORM DULY COMPLETED MUST BE DEPOSITED AT THE REGISTERED OFFICE OF THE COMPANY NOT LESS THAN 48 HOURS BEFORE THE COMMENCEMENT OF THE MEETING.

(c) The Register of Members and Share Transfer Books of the Company will remain closed from Monday, 2nd August, 2010 to Saturday, 14th August, 2010 ( both days inclusive ).

Pursuant to Section 205A(5) of the Companies Act, 1956 all unclaimed dividends for the Accounting Years ended upto 31st March , 2002 have been transferred to the Investor Education and Protection Fund of the Central Government, pursuant to Section 205C of the Companies Act, 1956. Unclaimed dividends, for subsequent years will also be transferred to the Investor Education and Protection Fund of the Central Government if they remain unclaimed for a period of seven years from the date they become due for payment. Kindly note that after such date/s i.e. after transfer of unclaimed dividends to the Investor Education and Protection Fund of the Central Government, the members shall not be entitled to claim such dividend.

(d) It may be in the interest of Members to hold physical securities in joint names.

(e) Members who are still holding the shares in physical form may consider surrendering the shares with the concerned Depository Participant since it is advantageous to hold the shares in demat form.

(f) Members who hold shares in physical form and wish to avail of the Electronic Credit Services ( ECS ) facility for payment of dividend are requested to fill the attached form and send the same either to the Company / Link Intime India Private Limited (LIIPL) for necessary processing. The information required should reach the Company / LIIPL invariably on or before 31st July, 2010 failing which physical dividend warrants will be issued to the Members for the year 2009-10.

(g) Based on the records available with the Depositories, the Company has tied up with State Bank of India, Industrial Finance Branch,Tara Chambers, Wakdewadi, Mumbai Pune Road, Pune 411003 , for payment of dividend for the Financial Year 2009-10 by ECS at selected Centers viz: New Delhi, Chandigarh, Kanpur, Jaipur, Ahmedabad,Mumbai, Hyderabad, Bangalore, Chennai, Trivandrum, Kolkata, Bhubaneshwar, Guwahati, Patna, Pune, Baroda, Surat, Nagpur, Bhopal, Coimbatore, Gwalior, Indore, Jodhpur, Kolhapur, Lucknow, Madurai, Mangalore, Nasik, Rajkot and Solapur. The shareholders residing in these Centers will be covered by ECS. These centers will offer ECS provided there are at least twenty five beneficiaries per centre.

(h) Members who do not wish to avail of the ECS are requested to avail the facility of Dividend mandate to enable despatch of Dividend warrants directly to their bankers for credit of dividend to their accounts.

(i) Members who wish to dematerialise the shares or seek any information regarding transfer of shares are requested to contact the Companys Registrar and Share Transfer Agents at the following address :

Link Intime India Private Limited "Akshay Complex",Block No.202,2 nd Floor, Near Ganesh Temple,Off Dhole Patil Road, Pune-411 001 Tel.No.020-26051629,020-26050084 Telefax 020-26053503 E-mail :pune(5)linkintime.co.in Website www.linkintime.co.in

(j)The Company has designated an e-mail address -grievance.redressal (gsudarshan.com for timely action on investor complaints.Members are requested to forward their complaints ,if any,at the designated e-mail address . (k)The Companies Act,1956 has been amended by inserting Section 109A to facilitate nomination by member/s (only individuals)holding shares singly or jointly.Member/s who are holding the shares in physical form and are desirous of registering his/her/their nomination is/are requested to send the nomination in Form No.2B duly filled and signed. (I) (m)Members are requested to notify immediately any change in their address /bank account details. Members holding shares under different folios may approach the Company for consolidation of ledger folios under one folio. (P) Members are requested to notify immediately their email address so asto enable the Company to communicate with you electronically asand when required . Members /Proxies are requested to bring their copies of the Annual Report asextra copies of the Annual Report will not be made available at the time of the Annual General Meeting. Members desirous of getting any information about the accounts of the Company are requested to address their queries to the Director and Company Secretary of the Company.Such requests should be received at least seven days before the date of the meeting,so that the information required can be readily made available at the meeting,to the best extent possible.



By Order of the Board of Directors For SUDARSHAN CHEMICAL INDUSTRIES LIMITED Pune,May 29,2010 N.J.RATHI DIRECTOR AND COMPANY SECRETARY