1 COMPANY OVERVIEW:-

Vadilal Industries Limited is a Public Limited Company domiciled in India. The company has its registered office at Vadilal House, 53, Shrimali Society, Nr. Navrangpura Railway Crossing, Navrangpura, Ahmedabad - 380009.

The Company is engaged in the business of manufacturing Ice-cream, Flavored Milk, Frozen Dessert, Other Dairy Products and processing & exporting Processed Food Products such as Frozen Fruits, Vegetable, Pulp, Ready-to-eat and Ready-to-serve products etc.

The Company is having two ice-cream production facilities - one in Gujarat and the other in Uttar Pradesh.

The Company is processing Frozen Fruits, Vegetables and Processed Foods at factory situated at Dharampur, Dist.Valsad, Gujarat. The Company is exporting to various Countries.

The Company is having RBI license under AD.II category and engaged in Money changing business. The Company's shares are listed on BSE and NSE.

The financial statements for the year ended March 31, 2018 were approved and authorised for issue by the Board of Directors on May 28, 2018.

1) For transition to Ind AS, the Company has elected to apply Ind AS retrospectively to arrive at carrying value of all its property, plant and equipments, except land, as of April 1, 2016 (transition date). Land has been valued at fair value as of April 1, 2016 (transition date).

2) Land includes Rs.643.15 Lacs (as at March 31, 2017 Rs. 643.15 Lacs,as at April 1, 2016 Rs.643.15 Lacs) and building constructed thereon which is in process of being transferred in the name of the company.

3) Building includes House Building of which Gross Value is Rs.13.38 Lacs (as at March 31, 2017 Rs.13.38 Lacs, as at April 1, 2016 Rs.13.38 Lacs) and Net Value is Rs.8.86 Lacs (as at March 31, 2017 Rs.9.07 Lacs, as at April 1, 2016 Rs.9.29 Lacs) acquired against loan which is yet to be transferred in the name of the company.

Notes

1. The credit period ranges from 7 days to 30 days.

2. Before accepting any new customer, the Company assesses the potential customer's credit quality and defines credit limits by customer. Limits attributed to customers are reviewed annually. There are no customers who represent more than 5% of the total balance of trade receivable except, as at March 31, 2018 : Rs.3,983.05 Lacs are due from two customer (as at March 31, 2017 : Rs. 1,124.53 Lacs are due from three customers and as at April 1, 2016 : Rs.1,867.67 Lacs are due from two customer). The credit risk in respect of these customers is mitigated by additional security cheque.

3. In determining the allowances for doubtful trade receivables, the Company has used a practical expedient by computing the expected credit loss allowance for trade receivables based on company policy and ageing of the receivables that are due.

b) Rights, preferences and restrictions attached to equity shares:

The company has issued only one class of equity share having par value of Rs.10/- per share. Each holder of equity shares is entitled to one vote per share and are entitled to dividend as and when declared. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

All shares rank equally with regard to the company's residual assets after distribution of all preferential amount.

a) On October 1, 2016 & October 6, 2017 a dividend of Rs.1.25 per share (total dividend Rs.108.14 Lacs) was paid to holders of fully paid equity shares. The total dividend includes dividend distribution tax at applicable rates.

b) The Board of Directors, in its meeting held on May 28, 2018, have proposed a final dividend of Rs.1.25 per share for the financial year ended March 31, 2018. The proposal is subject to the approval of shareholders at the Annual General Meeting to be held

in the month of September, 2018 and if approved would result in a cash outflow of approximately Rs.108.14 Lacs including dividend distribution tax.

c) Nature and Purpose of Reserve

Capital Reserve The company has created capital reserve out of investment utilization reserve written back and forfeited shares.

Securities Premium Reserve The amount received in excess of face value of the equity shares is recognised in Securities Premium Reserve. This reserve is available for utilization in accordance with the provisions of the Companies Act, 2013. In case of equity-settled share based payment transactions, the difference between fair value on grant date and nominal value of share is accounted as securities premium reserve.

Revaluation Reserve The company has created revaluation reserve out of revaluation of land carried out as at April 1, 2016. General Reserve The general reserve is used from time to time to transfer profits from retained earnings for appropriation purposes. As the general reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive income, items included in the general reserve will not be reclassified subsequently to profit or loss.

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.

‘Includes Interest portion

A Term Loans from Banks BOB, SBI (including SBT now merged with SBI) and EXIM Bank - Rs.1,949.14 Lacs (As at March 31, 2017 Rs.3,696.80 Lacs, As at April 1, 2016 Rs.5,370.13 Lacs) are secured by way of Mortgage on immovable properties and hypothecation on movable properties of the Company situated at the following places by way of 1st and 2nd charge on pari- passu basis :-

(i) Land and Building together with all plant and machineries situated on land bearing Final Plot No. 292-3-A of T. P. Scheme No. 14 of Mouje Dariapur- Kazipur of city taluka of Ahmedabad. (Ice-cream Plant) (1st charge)

(ii) Land and Building together with all plant and machineries situated at Village Dharampur, forming part of Survey No. 970 (Paiki) Mouje Dharampur of Dharampur Taluka, Dist. Valsad (Canning Unit) (1st charge)

(iii) Land and Building together with all plant and machineries situated at Survey No. 637/14, 637/16, 637/13/2, 637/15, 643/2, 643/1, 637/13/1 situated Village: Pundhra, Tal.: Kalol, Dist.: Gandhinagar (Ice-cream Plant) (1st charge).

(iv) Basement and 3rd Floor, Vadilal House, Navrangpura, Ahmedabad (Office Complex) (1st charge)

(v) Land and Building together with all plant and machineries being Unit - I, situated at Plot No. D-24 Parsakhera Industrial Estate, Bareilly, U.P. (Ice-cream Plant) (1st charge)

(vi) Land and Building together with all plant and machineries situated at Survey No. 970 (Paiki) Mouje Dharampur, Dist.: Valsad (IQF unit - excluding specific plant & machineries specifically financed by IDBI) (2nd charge)

(vii) Ground and 2nd Floor, Vadilal House, Navrangpura, Ahmedabad (Office Complex) (2nd charge)

(viii)Land and Building together with all plant and machineries situated at Unit - II, being Plot No. D-23 and D-22, F-11/14/15 at Parsakhera Industrial Estate, Bareilly, U.P. (Ice-cream Plant) (only on movable properties as 1st charge) (excluding specific plant & machineries specifically financed by IDBI)

(ix) Land and Building together with all plant and machineries situated at Survey No. 962/1, 966, 969 and 970/2 at Mouje Dharampur, Dist.: Valsad (New land). (1st charge)

(x) Land and Building together with all plant and machineries situated at Plot No. F-12, Parsakhera Industrial Estate, Bareilly, U.P. (1st charge)

(xi) Movable Properties situated at Gomtipur, Ahmedabad (only on movable properties as 1st charge)

B Above term loans are also secured by mortgage and hypothecation on immovable and movable properties of the Company situated at Bareilly, Parsakhera Industrial Area, U.P. (New Land - F-12) (Leased Property)

C The Term Loan from IndusInd Bank - Rs.4,400.63 Lacs (As at March 31, 2017 Nil, As at April 1, 2016 Nil) is secured by way of 1st charge over the following immovable fixed assets of the company, both present and future:

(i) Land and Building together with all plant and machineries situated on land bearing Final Plot No. 292-3-A of T. P. Scheme No. 14 of Mouje Dariapur- Kazipur of city taluka of Ahmedabad. (Ice-cream Plant)

(ii) Land and Building together with all plant and machineries situated at Village Dharampur, forming part of Survey No. 970 (Paiki) Mouje Dharampur of Dharampur Taluka, Dist. Valsad (Canning Unit)

(iii) Land and Building together with all plant and machineries situated at Survey No. 637/14, 637/16, 637/13/2, 637/15, 643/2, 643/1, 637/13/1 situated Village: Pundhra, Tal.: Kalol, Dist.: Gandhinagar (Ice-cream Plant)

(iv) Basement and 3rd Floor, Vadilal House, Navrangpura, Ahmedabad (Office Complex)

(v) Land and Building together with all plant and machineries being Unit - I, situated at Plot No. D-24 Parsakhera Industrial Estate, Bareilly, U.P. (Ice-cream Plant)

(vi) Land and Building together with all plant and machineries situated at Survey No. 970 (Paiki) Mouje Dharampur, Dist.: Valsad (IQF unit - excluding specific plant & machineries specifically financed by IDBI)

(vii) Ground and 2nd Floor, Vadilal House, Navrangpura, Ahmedabad (Office Complex)

(viii)Land and Building together with all plant and machineries situated at Unit - II, being Plot No. D-23 and D-22, F-11/14/15 at Parsakhera Industrial Estate, Bareilly, U.P. (Ice-cream Plant) (only on movable properties as 1st charge) (excluding specific plant & machineries specifically financed by IDBI)

(ix) Land and Building together with all plant and machineries situated at Survey No. 962/1, 966, 969 and 970/2 at Mouje Dharampur, Dist.: Valsad (New land)

(x) Land and Building together with all plant and machineries situated at Plot No. F-12, Parsakhera Industrial Estate, Bareilly U.P.

(xi) Movable Properties situated at Gomtipur, Ahmedabad (only on movable properties as 1st charge)

(xii) 4 Flats No. 801 to 804, situated at Maruti Centre, Gurukul, Drive-in-Road, Ahmedabad (Residential Flats)

D The above Term Loans are also secured by way of Hypothecation on entire current assets of the Company on 2nd pari-passu charge basis.

E Vehicle loans are secured by hypothecation of vehicles.

F The Term Loan are secured by Corporate Guarantee by Majestic Farm House Ltd., Padm Complex Ltd. and Volute Constructions Ltd. The Credit Facilities of IndusInd Bank are also secured by Corporate Guarantee by Majestic Farm House Ltd. and Vadilal Enterprises Ltd.

Collateral / Additional Securities by Group Companies

A Existing Term Loan from SBI of Rs.21 crores and Corporate Loan of Rs.20 crores from BOB and new Term Loan of Rs. 60 Crores availed/to be availed from IndusInd Bank are also secured by way of Mortgage on immovable properties of Majestic Farm House Ltd. as Collateral / Additional Securities situated at the following place by way of 1st charge on pari-passu basis :-

(i) Land and Building together with all plant and machineries situated at Unit - II, being Plot No. D-23 and D-22, F-11/14/15 at Parsakhera Industrial Estate, Bareilly, U.P. (Ice-cream Plant) (1st charge)

A Working Capital facilities from Consortium Banks, namely, BOB, SBI (including SBT now merged with SBI), IDBI and Exim Bank aggregating to Rs.65.28 crores (enhanced from Rs.45.25 crores) and additional Working Capital Facilities aggregating to Rs.5.75 crores from BOB are secured by way of Mortgage on immovable properties and hypothecation on movable properties of the Company situated at the following places by way of 1st and 2nd charge on pari-passu basis :-

(i) Land and Building together with all plant and machineries situated on land bearing Final Plot No. 292-3-A of T. P. Scheme No. 14 of Mouje Dariapur- Kazipur of city taluka of Ahmedabad. (Ice-cream Plant) (2nd charge)

(ii) Land and Building together with all plant and machineries situated at Village Dharampur, forming part of Survey No. 970 (Paiki) Mouje Dharampur of Dharampur Taluka, Dist. Valsad (Canning Unit) (2nd charge)

(iii) Land and Building together with all plant and machineries situated at Survey No. 637/14, 637/16, 637/13/2, 637/15, 643/2, 643/1, 637/13/1 situated Village: Pundhra, Tal.: Kalol, Dist.: Gandhinagar (Ice-cream Plant) (2nd charge)

(iv) Basement and 3rd Floor, Vadilal House, Navrangpura, Ahmedabad (Office Complex) (2nd charge)

(v) Land and Building together with all plant and machineries being Unit - I, situated at Plot No. D-24 Parsakhera Industrial Estate, Bareilly, U.P. (Ice-cream Plant) (2nd charge)

(vi) Land and Building together with all plant and machineries situated at Survey No. 970 (Paiki) Mouje Dharampur, Dist.: Valsad (IQF unit - excluding specific plant & machineries specifically financed by IDBI) (1st charge)

(vii) Ground and 2nd Floor, Vadilal House, Navrangpura, Ahmedabad (Office Complex) (1st charge)

(viii)Movable Properties situated at Unit - II, being Plot No. D-23 and D-22, F-11/14/15 at Parsakhera Industrial Estate, Bareilly, U.P. (Ice-cream Plant) (2nd charge) (excluding specific plant & machineries specifically financed by IDBI)

(ix) Land and Building together with all plant and machineries situated at Survey No. 962/1, 966, 969 and 970/2 at Mouje Dharampur, Dist.: Valsad (New land). (2nd charge)

(x) Land and Building together with all plant and machineries situated at Plot No. F-12, Parsakhera Industrial Estate, Bareilly, U.P. (2nd charge)

(xi) Movable Properties situated at Gomtipur, Ahmedabad (only on movable properties as 2nd charge)

(xii) 4 Flats No. 801 to 804, situated at Maruti Centre, Gurukul, Drive-in-Road, Ahmedabad (Residential Flats) (1st charge)

B The above Working Capital facilities are also secured by way of Hypothecation on entire current assets of the Company on 1st pari-passu charge basis.

C The above Working Capital facilities are also secured by Personal Guarantee of Mr. Rajesh R. Gandhi, Chairman & Managing Director and Mr. Devanshu L. Gandhi, Managing Director of the Company. The Working Capital facilities of the Consortium Bank are also secured by Corporate Guarantee by Majestic Farm House Ltd., Padm Complex Ltd. and Volute Constructions Ltd.

D The cash credit loan is repayable on demand and carries interest @ 11.05 % to 13.20 %

E The Working Capital loan (Unsecured) is repayable on demand and carries interest @ 10.00 % to 11.85 %.

F Loans and Advances from Related Parties are repayable on demand and carry interest @ 10.50 %

G Inter corporate deposits are repayable between 60 days to 200 days and carry Interest @ 10.00 % to 14.00 %

H Fixed deposits are repayable for less than 12 months and carry interest @ 8.00 % to 9.00 %.

Collateral / Additional Securities by Group Companies

A Working Capital facilities from Consortium Banks, namely, BOB, SBI, IDBI and Exim Bank and additional Working Capital Facilities from BOB are also secured by way of Mortgage on immovable properties of [* Majestic Farm House Ltd. by way of 2nd charge on pari-passu basis ], [# Padm Complex Ltd. & Volute Constructions Ltd. by way of exclusive charge on pari-passu basis ] and [@ Vadilal Cold Storage by way of 2nd charge on pari-passu basis ] as Collateral / Additional Securities situated at the following places :-

* Unit - II (D-22, D-23, F-11/14/15), Parsakhera Industrial Estate, Bareilly, U.P. (Ice-cream Plant) (1st charge) (Leased Property)

# Ground Floor, Office No. 2B, “Mahalaya” Opp. President Hotel, Swastik Char Rasta, Ahmedabad. (Exclusive charge) (Owned Property)

@ Gomtipur, Ahmedabad (1st charge) (Leased Property)

Future Cash Outflow in respect of (b) to (g) above depends on ultimate settlement / conclusions with the relevant authorities. Future Cash Outflow in respect of (h) above depends if company is unable to fulfill export obligations between 2018-19 to 2030-31 of Rs.3,545.44 (March 31, 2017 Rs.3,133.30 Lacs), (April 1, 2016 Rs.3,280.07), for import made between the year of 2006-07 to 201718. The fulfillment of export obligation is considered on the basis of license claimed at the time of export.

Future Cash Outflow in respect of (i) above depends if Vendors are unable to fulfill the liability.

NOTE - 2

During the year, a Company Petition (being Company Petition No. 42 of 2017) has been filed against the company, before the National Company Law Tribunal, Ahmedabad (“NCLT”), under Sections 241 and 242 of the Companies Act, 2013. In connection to the said Company Petition No. 42 of 2017, the petitioners and some of the parties to the petition are seeking to arrive at an amicable resolution of matter.

NOTE - 3 Commitments :

Estimated amount of contracts remaining to be executed on capital account and not provided for as on March 31, 2018:

Company has made investment in equity of overseas subsidiary company for Rs.136.41 Lacs. During the year Subsidiary Company has made a profit of Rs.265.30 Lacs (Rs.240.68 Lacs in the year 2016-17 and Rs.25.74 Lacs in the year 2015-16) and net accumulated profit as at March 31, 2018 is Rs.151.74 (net accumulated loss Rs.113.55 Lacs as at March 31, 2017 and Rs.354.24 Lacs as at April 1, 2016). In view of long term involvement and improvement in financial performance of subsidiary, the company considers that the exposure and Trade Receivable from the subsidiary amounting to Rs.1,540.42 Lacs as at March 31, 2018 (Rs. 678.70 Lacs as at March 31, 2017 and Rs.290.56 Lacs as at April 1, 2016) will be fully realisable.

NOTE - 4 Financial Instruments I Capital Management

The Company manages its capital so as to safeguard its ability to continue as a going concern and to optimise returns to stakeholder. The Capital structure of the company is based on management's judgment of its strategic and day-to-day needs with a focus on total equity to maintain investor, creditors and market confidence and to sustain future development and growth of its business.

The management and the Board of Directors monitors the return on capital as well as the level of dividends to shareholder. The company may take appropriate steps in order to maintain, or if necessary adjust, its capital structure.

The capital structure of the Company consists of net debt (borrowings as detailed in notes 20 and 25 off set by cash and bank balances) and total equity of the Company.

The company's risk management committee reviews the risk capital structure of the company on semi annual basis. As part of this review the company considers the cost of capital and the risk associated with each class of capital.

III Financial risk management objective

The Company's financial liabilities comprise mainly of borrowings, trade payables and other financial liabilities. The Company's financial assets comprise mainly of investments, cash and cash equivalents, other balances with banks, loans, trade receivables and other financial assets.

The Company's business activities are exposed to a variety of financial risks, namely liquidity risk, market risks and credit risks. The company's senior management has the overall responsibility for establishing and governing the company's risk management framework. The company has constituted a Risk management committee, which is responsible for developing and monitoring the company's risk management policies. The company's risk management policies are established to identify and analyse the risks faced by the company, to set and monitor appropriate risk limits and controls, periodically review the changes in market conditions and reflect the changes in the policy accordingly The key risks and mitigating actions are also placed before the Audit Committee of the company

A. Management of Market Risk

The company's size and operations result in it being exposed to the following market risks that arise from its use of financial instruments:

- Foreign Currency risk

- Equity price risk

- Interest rate risk

The above risks may affect the company's income and expenses, or the value of its financial instruments. The company's exposure to and management of these risks are explained below:

(i) Currency risk management

The Company's activities expose it primarily to the financial risk of changes in foreign currency exchange rates. The Company enters into a variety of derivative financial instruments to manage its exposure to foreign currency risk :

The carrying amounts of the Company's foreign currency dominated monetary assets and monetary liabilities at the end of the reporting period are as follows:

Foreign currency sensitivity analysis

The following table details, Company's sensitivity to a 1% increase and decrease in the rupee against the relevant foreign currencies. 1% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and represents management's assessment of the reasonably possible change in foreign exchange rates. This is mainly attributable to the exposure outstanding not hedged on receivables and payables in the Company at the end of the reporting period. The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period end for a 1% change in foreign currency rate.

(ii) Price Risk (Equity Price Risk)

The Company's exposure to equity securities price risk arises from investments held by the Company and classified in the balance sheet at fair value through profit and loss. To manage its price risk arising from investments in equity securities, the Company diversifies its portfolio. Diversification of the portfolio is done in accordance with the limits set by the Company Sensitivity Analysis

The table below summarizes the impact of increases / decreases of the BSE index on the Company's equity and Gain / Loss for the period. The analysis is based on the assumption that the index has increased by 5% or decreased by 5% with all other variables held constant, and that all the Company's equity instruments moved in line with the index.

A change of 5% in market index would have following Impact on profit before tax

(iii) Interest rate risk

Interest rate risk is the risk that the fair value of future cash flows of the financial instruments will fluctuate because of changes in market interest rates. In order to optimize the Company's position with regards to interest income and interest expenses and to manage the interest rate risk, treasury performs a comprehensive corporate interest rate risk management by balancing the proportion of fixed rate and floating rate financial instruments in its total portfolio.

According to the Company interest rate risk exposure is only for floating rate borrowings. For floating rate liabilities, the analysis is prepared assuming that the amount of the liability outstanding at the end of the reporting period was outstanding for the whole year. A 100 basis point increase or decrease is used when reporting interest rate risk internally to key management personnel and represents management's assessment of the reasonably possible change in interest rates.

Exposure to interest rate risk Interest rate sensitivity

A change of 100 bps in interest rates would have following Impact on profit before tax

B. Management of Credit Risk

Credit risk arises from the possibility that the counter party may not be able to settle their obligations as agreed. To manage this, the Company periodically assesses financial reliability of customers, taking into account the financial condition, current economic trends, and analysis of historical bad debts and ageing of accounts receivable. Individual risk limits are set accordingly.

The company considers the probability of default upon initial recognition of asset and whether there has been a significant increase in credit risk on an ongoing basis through out each reporting period. To assess whether there is a significant increase in credit risk, the company compares the risk of default occurring on asset as at the reporting date with the risk of default as at the date of initial recognition. It considers reasonable and supportive forwarding-looking information such as:

i) Actual or expected significant adverse changes in business,

ii) Actual or expected significant changes in the operating results of the counterparty,

iii) Financial or economic conditions that are expected to cause a significant change to the counterparty's ability to meet its obligations,

iv) Significant increase in credit risk on other financial instruments of the same counterparty,

v) Significant changes in the value of the collateral supporting the obligation or in the quality of the third-party guarantees or credit enhancements.

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

The Ageing analysis of Account receivables has been considered from the date the invoice falls due

C. Management of Liquidity Risk

Liquidity risk is the risk that the company will face in meeting its obligation associated with its financial liabilities. The Company's approach in managing liquidity is to ensure that it will have sufficient funds to meet its liabilities when they are due without incurring unacceptable losses. In doing this management considers both normal and stressed conditions.

Ultimate responsibility for liquidity risk management rests with the board of directors, which has established an appropriate liquidity risk management framework for the management of the Group's short-term, medium-term and long term funding and liquidity management requirements. The Group manages liquidity risk by maintaining adequate reserves, banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual cash flows, and by matching the maturity profiles of financial assets and liabilities.

The following table shows the maturity analysis of the company's financial liabilities based on the contractually agreed undiscounted cash flows along with its carrying value as at the Balance sheet date.

Notes

1) Previous Year's transaction of Sales and Outstanding of Trade Receivables are inclusive of VAT / CST.

2) * Outstanding balances are shown net of Acceptance.

3) Previous Year figures are shown in bracket.

4) The trademark “Vadilal” and its associated trademarks are owned by Vadilal International Pvt. Ltd. The Company is a licensee of the said Trademarks.

NOTE - 5 Employee Benefits

I Post Employment Benefit Plans as per Indian Accounting Standard 19:

Defined Contribution Plan:

The company makes provident fund (PF) contributions to defined contribution benefit plans for eligible employees. Under the scheme the company is required to contribute a specified percentage of the payroll costs to fund the benefits. The contributions specified under the law are paid to the government authorities (PF commissioner).

Amount towards Defined Contribution Plan have been recognized under “Contribution to Provident and Other funds” in Note 36 Rs.103.27 Lacs (Previous Year: Rs.91.18 Lacs).

Defined Benefit Plan:

The Company has defined benefit plans for gratuity to eligible employees, contributions for which are made to Life Insurance Corporation of India, who invests the funds as per IRDA guidelines. The details of these defined benefit plans recognised in the financial statements are as under:

Gratuity is a defined benefit plan and company is exposed to the Following Risks:

Interest rate risk: A fall in the discount rate which is linked to the G.Sec. Rate will increase the present value of the liability requiring higher provision. A fall in the discount rate generally increases the mark to market value of the assets depending on the duration of asset.

Salary Risk: The present value of the defined benefit plan liability is calculated by reference to the future salaries of members As such, an increase in the salary of the members more than assumed level will increase the plan's liability Investment Risk: The present value of the defined benefit plan liability is calculated using a discount rate which is determined by reference to market yields at the end of the reporting period on government bonds. If the return on plan asset is below this rate, it will create a plan deficit. Currently, for the plan in India, it has a relatively balanced mix of investments in government securities, and other debt instruments.

Asset Liability Matching Risk: The plan faces the ALM risk as to the matching cash flow. Since the plan is invested in lines of Rule 101 of Income Tax Rules, 1962, this generally reduces ALM risk.

Mortality risk: Since the benefits under the plan is not payable for life time and payable till retirement age only, plan does not have any longevity risk.

Concentration Risk: Plan is having a concentration risk as all the assets are invested with the insurance company and a default will wipe out all the assets. Although probability of this is very less as insurance companies have to follow regulatory guidelines.

f) Sensitivity Analysis

Significant actuarial assumptions for the determination of the defined benefit obligation are discount rate, expected salary increase and mortality. The sensitivity analysis below have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period, while holding all other assumptions constant.

The sensitivity analysis above have been determined based on reasonably possible changes of the respective assumptions occurring at the end of the reporting period and may not be representative of the actual change. It is based on a change in the key assumption while holding all other assumptions constant. When calculating the sensitivity analysis, the present value of projected defined benefit obligation has been calculated using Projected Unit Credit Method at the end of the reporting period. The methods and types of assumptions used in preparing the sensitivity analysis did not change compared with the previous period.

h) Investment details of plan assets :

To fund the obligations under the gratuity plan, Contributions are made to Life Insurance Corporation of India, who invests the funds as per IRDA guidelines.

NOTE - 6 First time Ind AS adoption reconciliation Transition to Ind AS - Reconciliation

The following reconciliations provide a quantification of the effect of significant differences arising from the transition from previous GAAP to Ind AS as required under Ind AS 101:

1 Reconciliation of Balance Sheet as at April 1, 2016 (Transition Date) and March 31, 2017

2 Reconciliation of Total Comprehensive Income for the year ended March 31, 2017

3 Reconciliation of Equity as at April 1, 2016 and as at March 31, 2017

4 Reconciliation of Profit for the year ended March 31, 2017

5 Adjustments to Statement of Cash flow

6 Notes on reconciliation

5 Adjustments to Statement of Cash flow

The Ind AS adjustments are either non cash adjustments or are regrouping among the cash flows from operating, investing and financing activities. Consequently, Ind AS adoption has no impact on the net cash flow for the year ended March 31, 2017 as compared with the previous GAAP

6 Notes on Reconciliation

(a) Under previous GAAP, non current investment were measured at cost less diminution in value which is other than temporary. Under Ind AS 109, investment in equity instruments are classified as FVTPL. On transition to Ind AS, these financial assets have been measured at fair value which is higher / lower than cost as per previous GAAP

(b) Under previous GAAP, investment property was disclosed under non current investment which is now shown as per Ind AS under investment property.

(c) Under previous GAAP, current investment were measured at cost or net realisable value whichever is lower. Under Ind AS 109, investment in equity instruments are classified as FVTPL. On transition to Ind AS, these financial assets have been measured at fair value which is higher / lower than cost as per previous GAAP

(d) Under Ind AS, security deposit given against operating lease are presented at fair value by discounting it taking lease contract period and the differential amount has been treated as advance rentals to be amortised as rent over lease period.

(e) Under previous GAAP, dividend recommended by board of directors on equity shares for the reporting period while approving financial statement, subject to its approval by members in general meeting, was being recognised in the financial statements as a liability. Under Ind AS, such dividends are recognised as liability when declared by the members in a general meeting.

(f) Under previous GAAP, actuarial gains and losses were recognised in the statement of profit and loss. Under Ind AS, the actuarial gains and losses form part of remeasurement of net defined benefit liability / asset which is recognised in other comprehensive income in the respective periods.

(g) Under previous GAAP, upfront fees paid to the lenders is charged to statement of profit and loss as and when incurred. However, Ind AS - 109 “Financial instruments” requires long term debt to be recognised at amortised cost and upfront fees are charged on the basis of effective interest rate method.

(h) Under previous GAAP, property, plant and equipment was capitalized net of duty saved amount under EPCG scheme. Now, as per Ind AS it has been capitalized and deferred govt. grant is credited under current and non current liability.

(i) Under previous GAAP, the company had revalued freehold land, leasehold land, building and certain plant & machineries. Under Ind AS, the company has elected to apply Ind AS retrospectively to arrive at carrying value of all of its property, plant and equipments, except land, as of April 1, 2016 (transition date). Land have been valued at fair value as of April 1, 2016 (transition date).

(j) The Company has given financial guarantee on behalf of Vadilal Enterprises Limited. The Company does not charge any amount for the guarantee provided. Under Ind AS, fair value presentation has been done for the notional commission earned on corporate guarantee given on behalf of Vadilal Enterprises Limited.

(k) Consequent to adoption of Ind AS from April 1, 2016, deferred tax at applicable rates has been recognised on effect of Ind AS adoption and transition on retained earnings as at April 1, 2016 and on impact on profit for the year ended March 31, 2017 for the adjustment carried out in the statement of profit and loss.

Under previous GAAP, MAT credit entitlement was classified as other non-current assets.Under Ind AS, MAT credit entitlement is considered as part of deferred tax component.

NOTE - 7 Standards issued but not yet effective

Appendix B to Ind AS 21, Foreign currency transactions and advance consideration

On March 28, 2018, Ministry of Corporate Affairs (“”MCA””) has notified the Companies (Indian Accounting Standards) Amendment Rules, 2018 containing Appendix B to Ind AS 21, Foreign currency transactions and advance consideration which clarifies the date of the transaction for the purpose of determining the exchange rate to use on initial recognition of the related asset, expense or income, when an entity has received or paid advance consideration in a foreign currency.

The amendment will come into force from 1 April 2018. The Company is evaluating the requirement of the amendment and the impact on the financial statements. The effect on adoption of Ind AS 21 is expected to be insignificant.”

Ind AS 115 - Revenue from contracts with customers

The Ministry of Corporate Affairs (MCA), on March 28, 2018, notified Ind AS 115, Revenue from Contracts with Customers as part of the Companies (Indian Accounting Standards) Amendment Rules, 2018. The new standard is effective for accounting periods beginning on or after April 1, 2018. The Company is evaluating the disclosure requirements of the amendments and its effect on the financial statements.

NOTE – 8 Previous years' figures have been regrouped and rearranged wherever necessary to comply with requirement of Ind AS.