The Board of Directors of Aditya Birla Nuvo Limited (the Company), at its meeting held on 3rd May, 2015, has considered a Composite Scheme of Arrangement between the Company (with respect to its the branded apparel retailing division, Madura Garments), Madura Garments Lifestyle Retail Company Limited (with respect to its luxury branded apparel retailing division) and Pantaloons Fashion & Retail Limited (PFRL), and their respective shareholders and creditors under Sections 391 to 394 of the Companies Act, 1956 ["Composite Scheme"].

The Hon'ble High Court of Gujarat, vide its Order dated 23rd October, 2015, and the Hon'ble High Court of Bombay, vide its Order dated 5th December, 2015, have approved the Composite Scheme of Arrangement between the Company with respect to its branded apparel retailing division (Madura Garments), Madura Garments Lifestyle Retail Company Limited (MGLRCL) with respect to its luxury branded apparel retailing division (Madura Lifestyle), Pantaloons Fashion & Retail Limited (PFRL) now known as Aditya Birla Fashion and Retail Limited (ABFRL) and their respective shareholders and creditors under Sections 391 to 394 of the Companies Act, 1956 ["the Composite Scheme"]. Pursuant to the Composite Scheme, Madura Garments and Madura Lifestyle have been demerged from the respective companies and have been merged with ABFRL.

Eligible Shareholders of the Company have been allotted 26 new equity shares of Rs. 10 each of ABFRL for every 5 equity shares of Rs. 10 each held in the Company pursuant to demerger of Madura Garments. Shareholders of MGLRCL have been allotted 7 new equity shares of Rs. 10 each of ABFRL for every 500 equity shares of Rs. 10 each held in MGLRCL and the preference shareholder of MGLRCL has been allotted 1 new equity share of Rs. 10 each of ABFRL pursuant to demerger of Madura Lifestyle. The Composite Scheme has been made effective on 9th January, 2016, with effect from the Appointed Date of 1st April, 2015.

The Record Date fixed for ascertaining the entitlement of the eligible shareholders of the Company for the allotment of ABFRL shares was 21st January, 2016. After the effectiveness of the Composite Scheme and the allotment of shares by ABFRL, the shareholding of the Company (directly and through other subsidiaries) in ABFRL is 9.1% and, hence, ABFRL has ceased to be subsidiary of the Company.

In view of the above, the figures for the previous year are strictly not comparable.

NOTE: 1B

Amalgamation of Madura Garments Lifestyle Retail Company Limited (MGLRCL)

The Hon'ble High Court of Gujarat at Ahmedabad, vide its Order dated 21st December, 2015, has approved the Scheme of Amalgamation of remaining business of Madura Garments Lifestyle Retail Company Limited (MGLRCL) with Aditya Birla Finance Limited (ABFL) ("the Scheme"). Pursuant to the Scheme, MGLRCL, being wholly owned subsidiary of the Company, has been amalgamated with ABFL, wholly owned subsidiary of the Company, w.e.f. 1st July, 2015, being the Appointed Date. The effective date of the Scheme was 25th January, 2016, and Record Date for allotment was 2nd February, 2016. Pursuant to the said scheme, the equity shareholders of MGLRCL received 9 equity shares of ABFL for every 32 equity shares held in the MGLRCL. Each and every 8% preference shareholders of MGLRCL (face value of Rs. 10) received one 8% preference share of ABFL (face value of Rs. 10), on the same terms and conditions.

NOTE: 2

RETIREMENT BENEFITS

Disclosure in respect of Employee Benefits pursuant to Accounting Standard-15 (Revised)

a) The details of the Company's Defined Benefit Plans in respect of Gratuity (funded by the Company):

General Description of the Plan

The Company operates gratuity plan through a trust wherein every employee is entitled to the benefit equivalent to fifteen days salary last drawn for each completed year of service. The same is payable on termination of service or retirement, whichever is earlier. The benefit vests after five years of continuous service. In case of some employees, the Company's scheme is more favourable as compared to the obligation under Payment of Gratuity Act, 1972.

NOTE: 3

LIST OF RELATED PARTIES

PARTIES WHERE CONTROL EXIST

SUBSIDIARIES

Aditya Birla Financial Services Limited (ABFSL)

Aditya Birla Capital Advisors Private Limited (ABCAPL)

ABCAP Trustee Company Private Limited (ATCPL) (w.e.f. 25th March, 2016)

Aditya Birla Customer Services Limited (ABCSL)

Aditya Birla Health Insurance Co. Limited (ABHICL) (w.e.f. 22nd April, 2015)

Aditya Birla Trustee Company Private Limited (ABTCPL)

Aditya Birla Money Limited (ABML)

Aditya Birla Commodities Broking Limited (ABCBL)

Aditya Birla Financial Shared Services Limited (ABFSSL)

Aditya Birla Finance Limited (ABFL)

Aditya Birla Securities Private Limited (ABSL) (up to 10th September, 2014)

Aditya Birla Insurance Brokers Limited (ABIBL)

Birla Sun Life Asset Management Company Limited (BSAMC)

Birla Sun Life AMC (Mauritius) Ltd.

Aditya Birla Sun Life AMC Ltd., Dubai

Aditya Birla Sun Life AMC Pte. Ltd., Singapore

India Advantage Fund Ltd. (IAFL)

International Opportunities Fund SPC (IOF)

Birla Sun Life Trustee Company Private Limited (BSTPL)

Aditya Birla Housing Finance Ltd. (ABHFL)

Aditya Birla Money Mart Limited (ABMML)

Aditya Birla Money Insurance Advisory Services Limited (ABMIASL)

ABNL IT & ITES Limited (IT&ITES) (upto 30th September, 2015)

Aditya Birla Minacs BPO Private Limited (ABMBPL) (upto 30th September, 2015)

Aditya Birla Minacs Worldwide Limited (ABMWL) (upto 8th May, 2014)

Aditya Birla Minacs Philippines Inc. (ABMPI) (up to 8th May, 2014)

AV TransWorks Limited (AVTL) (up to 8th May, 2014)

Aditya Birla Minacs Worldwide Inc. (ABMWI) (up to 8th May, 2014)

Aditya Birla Minacs BPO Limited (ABMBL) (up to 8th May, 2014)

Minacs Worldwide SA de CV (MWSC) (up to 8th May, 2014)

The Minacs Group (USA) Inc. (MGI) (up to 8th May, 2014)

Bureau of Collection Recovery, LLC (BCR) (up to 8th May, 2014)

Bureau of Collections Recovery (BCR) Inc. (up to 8th May, 2014)

Minacs Limited (ML) (up to 8th May, 2014)

Minacs Worldwide GmbH (MWGH) (up to 8th May, 2014)

Minacs Kft. (up to 8th May, 2014)

Aditya Vikram Global Trading House Limited (AVGTHL) (up to 29th September, 2014)

Birla Sun Life Insurance Company Limited (BSLICL)

Birla Sun Life Pension Management Limited (BSLPML) (w.e.f. 9th January, 2015)

ABNL Investment Limited (ABNL Inv)

Shaktiman Mega Food Park Private Limited (SMFP)

Madura Garments Lifestyle Retail Company Limited. (MGLRCL) (upto 30th June, 2015)

Indigold Trade and Services Limited (ITSL) (upto 30th September, 2015)

Pantaloons Fashion & Retail Limited (PFRL) (upto 31st March, 2015)

[now known as Aditya Birla Fashion and Retail Limited (ABFRL)]

Aditya Birla Renewables Limited (ABRL) (w.e.f. 7th August, 2015)

Aditya Birla IDEA Payments Bank Limited (ABIPBL) (w.e.f. 19th February, 2016)

OTHER RELATED PARTIES

JOINT VENTURES

IDEA Cellular Limited (IDEA)

ASSOCIATES

Birla Securities Limited (BSL) (upto 14th November, 2014)

KEY MANAGEMENT PERSONNEL (KMP)

Mr. Lalit Naik - Managing Director (Deputy Managing Director upto 30th June, 2014)

Mr. Sushil Agarwal - Whole-time Director (upto 30th June, 2015)

Dr. Rakesh Jain - Managing Director (Upto 30th June, 2014)

ENTERPRISES HAVING COMMON KEY MANAGEMENT PERSONNEL (KMP)

Aditya Birla Science & Technology Company Private Limited (ABSTCPL) (Common KMP Mr. Lalit Naik) (w.e.f. 30th March, 2015), upto 30th March, 2016)

NOTE: 4

The Company has incurred Rs. 7.40 Crore (Previous Year: Rs. 9.61 Crore) towards Corporate Social Responsibility activities as per Section 135 of the Companies Act, 2013, and Rules thereon. It is included in different heads of expenses in the Statement of Profit and Loss.

NOTE: 5

NOTE ON AMALGAMATION OF ABNL IT & ITES, ITSL AND ABMBPO

Pursuant to the Scheme of Amalgamation (the Scheme) under Sections 391 to 394 of the Companies Act, 1956, ABNL IT & ITES Limited (ABNL IT & ITES) and Aditya Birla Minacs BPO Private Limited (ABMBPO) and Indigold Trade and Services Limited (ITSL), wholly owned subsidiaries of the Company, have been merged with the Company with effect from 1st October, 2015 (the Appointed Date) pursuant to the Order passed by the Hon'ble High Court of Gujarat on 29th February, 2016.

The effective date of the Scheme is 31st March, 2016. There were no business activities being carried out in these companies.

In terms of the Scheme, all assets and liabilities of ABNL IT & ITES, ABMBPO and ITSL have been transferred and stand vested with the Company with effect from the Appointed Date at its respective book values on that date. ABNL IT & ITES, ABMBPO and ITSL carried on all its businesses and activities for the benefit of and in trust for, the Company from the Appointed Date. Thus, the profit or income accruing or arising to ABNL IT & ITES, ABMBPO & ITSL, or expenditure or losses arising or incurred by it from the Appointed Date have been treated as the profit or income or expenditure or loss, as the case may be, of the Company. The Scheme has accordingly been given effect to in these accounts.

The Company has accounted for the arrangement as amalgamation in the nature of merger as prescribed by Accounting Standard-14 - Accounting for Amalgamation (AS-14) issued by the Institute of Chartered Accountants of India (ICAI), which have been notified under Section 133 of the Companies Act, 2013, read together with paragraph 7 of the Companies (Accounts) Rules, 2014. Accordingly, all the assets and liabilities of ABNL IT & ITES, ABMBPO and ITSL are recorded in the books of the Company at their book values as on the Appointed Date.

NOTE: 6

EXCEPTIONAL ITEMS

(i) Rs. 6.44 Crore received by ABNL IT & ITES Limited, a wholly owned subsidiary of the Company (merged with the Company), towards deferred consideration in respect of transaction for divestment of Aditya Birla Minacs Worldwide Limited that consummated during the previous year. (Refer Note: 43)

(ii) Rs. 50.00 Crore received towards facilitation for development of distribution network for financial service business.

NOTE: 7

OTHER SIGNIFICANT NOTES

(i) The Company has presented segment information in its Consolidated Financial Statements, which are part of the same annual report. Accordingly, in terms of provisions of Accounting Standard on Segment Reporting (AS-17) no disclosure related to the segment are presented in the Standalone Financial Statements.

(ii) As per the terms of the Stock Purchase Agreement (SPA) executed by ABNL IT & ITES (merged with the Company with effect from 1st October, 2015 - Refer Note: 43) with a group of investors led by Capital Square Partners and CX Partners dated 30th January, 2014, Amendment Agreement dated 30th April, 2014, and Amended and Restated Amendment Agreement dated 8th May, 2014, ABNL IT & ITES (now merged with the Company with effect from 1st October, 2015) for divestment of Aditya Birla Minacs Worldwide Ltd. (ABMWL).

(A) The Company has to receive from the purchaser (a) balance amount of CAD 0.91 Million (Rs. 4.70 Crore) towards deferred consideration and (b) Rs. 19.31 Crore towards tax refunds, which have been shown under other non-current assets.

(B) The purchaser has made a claim of USD 0.70 Million (Rs. 4.70 Crore) against the Company towards litigation and related expenses, which have been fully provided for and appearing as other non-current liability as on the Balance Sheet date.

There is a limit on the indemnity amount and the indemnity period, i.e., USD 6 Million and 3 years from the date of closing, respectively. This limit, however, does not include (i) ownership of shares and assets and (ii) tax matters.

(C) The details of Contingent Liability (included in Note: 25 (a)) in respect of tax matters are given below:

Income tax matters: Rs. 1.68 Crore

Service tax matters: Rs. 25.40 Crore

(iii) The Company is one of the Promoter members of Aditya Birla Management Corporation Private Limited, a Company limited by guarantee which has been formed to provide a common pool of facilities and resources to its members, with a view to optimise the benefits of specialisation and minimize cost to each member. The Company's share of expenses under the common pool has been accounted for under the appropriate head.

(iv) (a) The Company has a process whereby periodically all long-term contracts are assessed for material foreseeable losses. At the year end, the Company has reviewed and ensured that adequate provision, as required under any law/accounting standards for material foreseeable losses on such long term contracts, has been made in the books of account.

(b) The Company's pending litigations comprise of claims against the Company primarily by the workers/employees/ customers/suppliers and proceedings pending with Income Tax/Excise/Service Tax/VAT/Customs and other government authorities. The Company has reviewed all its pending litigations and proceedings and has adequately provided for where Provisions are required and disclosed the 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. In respect of litigations, where the management assessment of a financial outflow is probable, the Company has made an adequate provision in the financial statements and appropriate disclosure for contingent liabilities is given in Note 25.

(v) During the year, the Company has entered into an agreement with Sun Life of Canada, to sell 437,277,840 equity shares constituting 23% of the issued and paid-up equity shares of Birla Sun Life Insurance Company Limited (BSLI).

With the regulatory approvals in place, from Insurance Regulatory and Development Authority of India ("IRDAI"), Foreign Investment Promotion Board ("FIPB") and Competition Commission of India ("CCI") the transaction was consummated during second week of April 2016. The Company has received Rs. 1,664 Crore from stake sale, valuing BSLI at Rs. 7,235 Crore. The Company continues to hold the controlling stake in BSLI at 51%.

(vi) Figures of Rs. 50,000 or less have been denoted by 'á'.

(vii) Previous Year's figures have been regrouped/rearranged, wherever necessary.