(a) Term/rights attached to equity shares

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

(a) Represents a free reserve not meant for any specific purpose.

(b) Created as per Section 45 IC of the Reserve Bank of India Act, 1934.

Note:

Buildings include one property (Gross Block and Net Block amounting to Rs. 912 Thousand and Rs. 236 Thousand respectively) as at March 31, 2018 (March 31, 2017: Rs. 912 Thousand and Rs. 247 Thousand respectively) located at Mumbai, the title deeds of which is not readily traceable. Necessary steps are being taken to obtain certified copy of the title deed from the appropriate authorities in respect of the said property. However, the property is in the possession of the Company.

(a) 70,00,000 shares (31st March 2017 : 57,00,000 shares) of Eveready Industries India Limited and 19,40,570 shares (31st March 2017 : 19,40,570 shares) of Mcleod Russel India Limited have been pledged with banks and financial institutions against financial assistance taken by the Company and others.

(b) McNally Bharat Engineering Company Limited has ceased to be an Associate during the year.

(c) Each Compulsorily Convertible Preference Shares to be converted into one equity share of Rs. 10 each at a premium of Rs. 52 per equity share at any time within 18 months form the date of allotment.

(d) During the year each of 1,51,51,515 Compulsorily Convertible Preference Shares of McNally Bharat Engineering Co. Limited (MBECL) alloted in the financial year 2016-17 were converted into one equity share of MBECL.

(e) The company has also subscribed to 40,00,000 Compulsorily Convertible Preference Shares of McNally Bharat Engineering Co. Limited of Rs. 10 each at a premium of Rs. 52 per share during the year.

The probable cash outflow in respect of above is not readily determinable at this stage.

Notes :

(i) Representing claim in respect of Interest on Excise Duty pending before the Hon’ble High Court at Chennai.

(ii) Representing demand as per order issued by the Commissioner of Service Tax, Kolkata in respect of various service tax matters. The above includes penalty and interest for delayed payment of the taxes which have not been quantified in the Order.

NOTE 1A COMMITMENTS:

The Company has given an undertaking to ICICI Bank Limited (the Bank) not to transfer, assign, dispose of, pledge, charge or create any lien or in any way dispose of to the extent of 13,04,748 shares (31st March 2017 : 13,04,748 shares) or future shareholdings in McNally Bharat Engineering Company Limited without prior approval of the said bank.

OPERATING LEASE

The Company has leasing arrangements in the nature of operating leases in respect of its premises for a period of 3 to 9 years which are cancellable and are usually renewable by mutual consent on mutually agreeable terms. The aggregate of such lease rentals are recognised as rental income under Note 19.

NOTE 2 EMPLOYEE BENEFITS

I. Defined contribution Plans

Total contribution to Defined Contribution Plans amount to Rs. 457 thousand (Previous Year : Rs. 394 thousand) included in Contribution to Provident and other Funds (Refer Note 21)

II. Defined Benefit Schemes

(a) Pension (Unfunded)

The Company has a practice of paying pension to certain categories of retired employees and in certain cases to their surviving spouses based on actuarial valuation at the end of each year.

(b) Medical Insurance Premium Re-imbursement (Unfunded)

The Company has a scheme of re-imbursement of medical insurance premium to certain categories of employees and their surviving spouses, upon retirement, based on actuarial valuation at the year end subject to a monetary limit.

(c) Gratuity (Unfunded)

Gratuity benefits accrue to employees completing five years of service based on actuarial valuation at the end of the year with reference to their respective salaries and tenure of employment subject to a maximum limit of Rs. 10 lakhs which has been enhanced to Rs. 20 lakhs w.e.f. 29th March, 2018.

(d) Leave Encashment (Unfunded)

Accrued liability towards leave encashment benefits payable to employees has also been evaluated on the basis of actuarial valuation at the end of the year and has been recognized as a charge in the Statement of Profit and Loss.

Notes:

(i Cliarge for the year included in Pension and Gratuity (Note 21)

# Cliarge for the year included in Workmen and Staff Welfare (Note 21)

* Cliarge for the year included in Salaries, Wages, Compensation and Bonus (Note 21)

RELATED PARTY DISCLOSURES : IN ACCORDANCE WITH ACCOUNTING STANDARD (AS)-18

(a) Names of Related Parties and nature of relationship:

a) Associate companies:

1) Majerhat Estates & Developers Limited (MEDL)

2) Kilburn Engineering Limited (KEL)

3) Eveready Industries India Limited (EIIL)

4) McNally Bharat Engineering Co. Limited (MBECL) - ceased to be an Associate w.e.f. 31.03.2018

b) Joint Venture company:

1) D1 Williamson Magor Bio Fuel Limited (D1WM)

c) Key Management Personnel:

Mr. Tuladri Mallick (Manager)

DISCLOSUREAS PERACCOUNTINGSTANDARD(AS)-27“FINANCIALREPORTING OFINTERESTS IN JOINT VENTURE”

Name - D1 Williamson Magor Bio Fuel Limited

Proportion Ownership Interest - 15.70% (Previous year - 15.70%)

Country of Incorporation - India

NOTE 3.

EARNINGS/ (LOSS) PER Share (EPS)

Net profit/(loss) for the year has been used as the numerator and number of shares have been used as denominator for calculating the basic and diluted earnings per share.

The Company has unabsorded depreciation and carry forward business losses available for set off under Income tax Act, 1961. However, in view of inability to assess future taxable income, the extent of deferred tax assets which may be adjusted in subsequent years is not ascertainable with virtual certainty at this stage, and accordingly the deferred tax asset has been recognised only to the extent of deferred tax liability.

NOTE 4.

There are no parties registered under the Micro, Small and Medium Enterprises Development Act, 2006 based on information available with the Company.

NOTE 5. SEGMENT REPORTING

The Company is registered as a Non-Banking Financial Company and is primarily engaged in holding shares in its group companies. The Company does not have any reportable segment as envisaged in Accounting Standard (AS)-17 on “Segment Reporting”.

NOTE 6.

Based on Notification no. DNBR.009/CGM(CDS)-2015 dated 27th March, 2015, provision has been made for standard assets at 0.40 percent of the balance of such assets as at 31st March, 2018 which has been disclosed separately as ‘Contingent Provision against Standard Assets’ in Note 10.

NOTE 7.

In keeping with the directives given by the Reserve Bank of India (RBI) from time to time in the past, the Company had filed an application in the financial year 2015-16 with RBI to register itself as a Systemically Important Core Investment Company (CIC-ND-SI) in order to avail, inter-alia, exemption from complying with the stipulated Concentration of Investment/ Exposure norms etc. In response to further details required by RBI in the financial year 2017-18 in this regard the Company duly furnished the same to RBI. The matter is still under consideration of RBI.

NOTE 8. PREVIOUS YEAR FIGURES

The previous year figures have been reclassified and regrouped wherever necessary.