Notes to Accounts of Empee Distilleries Ltd.

Mar 31, 2016

1. Security & Other Terms

(i) Paripassu first charge on fixed assets including plant and machineries of Aranthangi Division and by personal guarantee of three Directors. The term loans are repayable on quarterly installments .

(ii) Secured by way of first charge on pari-pass basis on the fixed assets including plant and machineries of grain based division at Sangareddy, Andhrapradesh. Second paripassu charge on current assets and by personal guarantee of three directors.

The term loans are repayable in quarterly installments.

2. The company has made share application money for allotment of 0% convertible preference shares of Rs.10/-each at a premium of Rs.140 each from 7th July, 2008 to 30th September, 2012. The allotment could not be made as necessary approvals are yet to be received from SEBI, legal opinion has been received stating that BIFR is the deciding authority regarding allotment/refund of share application pending allotment

3. NOTES ON ACCOUNTS

The Company has closed the accounting year on 31.03.2016 for 12 months period from 01.04.2015 to 31.03.2016. The figures for the current year are not comparable with the previous year which relates to 18 months.

4. Contingent Liabilities, Guarantees & Capital commitments

C. Punjab National Bank vide its letter dated 06/01/2015 addressed to the company intimated about invoking corporate guarantee issued by the company (EDL) on behalf of Empee Sugars & Chemicals Limited.

The Company informs that as per the legal opinion obtained on the basis of various documents executed, it has been construed that the company has not issued any valid corporate guarantee in favour of Punjab National Bank for ESCL. Hence no provision for the guarantee has been made in the accounts of EDL.

5. Employee Benefits

As per Accounting Standard 15 “Employee Benefits”, the disclosures as defined in the Accounting Standard are given below:

a) Defined Contribution Plans : Contribution to defined contribution plan, recognized as expenses for the year is amount to Rs. 132.59 Lakhs (previous year Rs.69.58 Lakhs) pertaining to employers’ contribution to provident fund, Employees State Insurance Funds, Gratuity fund.

b) Defined Benefit Plans:

Leave encashment :

The company has dispensed off the leave encashment policy during the current period; hence no provision had been recognized in the books of accounts for the period.

Gratuity :

The Company operates gratuity plan wherein every employee is entitled to the benefit equivalent to 15 days salary (includes dearness allowance) last drawn for each completed year of service. The same is payable on termination of service, or retirement, or death whichever is earlier. The benefit vests after five years of continuous service.

A. Economic Assumptions

The principal assumptions are the discount rate and salary growth rate. The discount rate is generally based upon the market yield available on the Government bonds at the accounting date with a term that matches that of the liabilities and salary growth rate takes account of inflation, seniority, promotion and other relevant factors on long term basis.

6. Sundry Creditors and Debtors balances are subject to confirmation by the parties concerned.

7. Quantum of Excise Duty included in closing stock of finished goods is Rs.370.39 Lakhs.

8. Regarding share application money in Empee Sugars and Chemicals Ltd of Rs.137.94 Crs pending for allotment in favour of EDL, the holding Company, it is stated that management of the Company represented to us that due to non-receipt of certain statutory approvals the same is kept pending. However since these monies have been received prior to the Companies Act, 2013, the Company is said to be attracted to the provisions of the Companies Acceptance of Deposit Rules 2014 and Investors Protection and Education Fund. But the Company Vide Legal opinion has mentioned that since the Company has been registered under BIFR much ahead of the said Deposit Rules, the same shall not apply. Further the Investors protection and Education Fund Rules do not apply in so far as EDL has claimed the refund of share application money. The management vide their representation letter dated 27^th May, 2016, expressed their inability in the absence of the normal functioning of the Company and cash flows to refund the application which is a matter to be considered under rehabilitation scheme to be filed by the company.

9. Figures for the previous year have been regrouped / reclassified wherever necessary.

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Mar 31, 2015

The Company has dosed the accounting year on 31.03.2015 for 18 months period from 01,10.2013 to 31.03.2015.

1. Contingent Liabilities, Guarantees & Capital commitments

A. Contingent Liabilities (Rs. In Lakhs)

Particulars 31.03.2015 30.09.2013

a) Claims against the company not — - acknowledged as debts

b) Disputed Income tax demand 714.68 714.68

B. Capital Commitments (Rs. In Lakhs)

Particulars 31.03.2015 30.09.2013

Estimated amount of capital contracts - 654.96 remaining to be executed

2. Employee Benefits

As per Accounting Standard 15 "Employee Benefits", the disclosures as defined in the Accounting Standard are given below:

a) Defined Contribution Plans: Contribution to defined contribution plan recognized as expenses for the year is amount to Rs. 132.59 Lakhs (previous year Rs.69.58 Lakhs) pertaining to employers'' contribution to provident fund, Employees State Insurance Funds,Gratuity fund.

b) Defined Benefit Plans:

Leave encashment:

The company has dispensed off the leave encashment policy during the current period; hence no provision had been recognized in the books of accounts for the period.

Gratuity:

The Company operates gratuity plan wherein every employee is entitled to the benefit equivalent to 15 days salary (includes dearness allowance) last drawn for each completed year of service. The same is payable on termination of service, or retirement, or death whichever is earlier. The benefit vests after five years of continuous service.

3. Sundry Creditors and Debtors balances are subject to confirmation by the parties concerned

4. Trade Deposits and advance from customer includes Rs.90.20 lakhs (Previous year Rs.1306.65 lakhs) received during 2013-15.

5. Related party transactions

Related Parties

Subsidiary Company

Empee Sugars & Chemicals Limited EDI Properties Limited Appolio Distilleries Private Limited

Fellow Subsidiary Company Empee Power Company (India) Limited Appollo Wind Energy Pvt. Ltd

Key Management Personnel Mr.M.P.Purushothaman Chairman Mr.Shaji Purushothaman Director Ms.Nisha Purushothaman Jt.Mg. Director & Vice Chair Person

Relatives of Key Management Personnel Ms.Sheena.Purushothaman

Other related parties Empee Holdings Limited Empee International Hotels & Resorts Limited South (India) Hotels Pvt Ltd Appollo Alchobev Limited Aruna Exports Pvt Ltd Empee Hotels Limited Aruna Constructions (India) Limited Empee Agro Farm Products Pvt Ltd Empee Marine Products Limited Appollo Beers Pvt Ltd Empee Leasing & Finance Limited Empee Communications Limited Universal Spirits Ltd Empee Construction Company Ltd Empee Power & Infrastructure Pvt Ltd Empee Packaging Industries Aruna Constructions Empee Hospitality Pvt. Ltd

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Sep 30, 2013

1.1 Contingent Liabilities, Guarantees & Capital commitments

A. Contingent Liabilities

(Rs.in Lakhs)

Particulars 30.09.2013 30.09.2012

a) Claims against the company not acknowledged as debts

b) Disputed Income tax demand 714.68 560.58

B. Capital Commitments (Rs.in Lakhs)

Particulars 30.09.2013 30.09.2012

Estimated amount of capital contracts remaining 654.96 1176.85

1.2 Employee Benefits

As per Accounting Standard 15 "Employee Benefits", the disclosures as defined in the Accounting Standard are given below:

a) Defined Contribution Plans: Contribution to defined contribution plan , recognized as expenses for the year is amount to Rs. 69.58 Lakhs (previous year Rs.96.81 Lakhs) pertaining to employers'' contribution to provident fund, Employees State Insurance Funds,Gratuity fund.

b) Defined Benefit Plans:

Leave encashment:

The company has dispensed off the leave encashment policy during the current period; hence no provision had been recognized in the books of accounts for the period.

Gratuity:

The Company operates gratuity plan wherein every employee is entitled to the benefit equivalent to 15 days salary (includes dearness allowance) last drawn for each completed year of service. The same is payable on termination of service, or retirement, or death whichever is earlier. The benefit vests after five years of continuous service.

1.3 Sundry Creditors and Debtors balances are subject to confirmation by the parties concerned

1.4 Trade Deposits and advance from customer includes Rs.1306.65 lakhs (Previous year Rs.1661.19 lakhs) received from TASMAC on adhoc basis during the month of September 2013.

1.5 Related party transactions Related Parties

Subsidiary Company

Empee Sugars & Chemicals Limited

EDL Properties Limited

Appollo Distilleries Private Limited

Fellow Subsidiary Company

Empee Power Company (India) Limited Appollo Wind Energy Pvt. Ltd

Key Management Personnel

Mr.M.P.Purushothaman Chairman

Ms.Nisha Purushothaman Jt.Mg. Director & Vice Chair Person

Mr.Shaji Purushothaman Director

Relatives of Key Management Personnel Ms.Sheena.Purushothaman

Other related parties

Empee Holdings Limited

Empee International Hotels & Resorts Limited

South (India) Hotels Pvt Ltd

Appollo Alchobev Limited

Aruna Exports Pvt Ltd

Empee Hotels Limited

Aruna Constructions (India) Limited

Empee Agro Farm Products Pvt Ltd

Empee Marine Products Limited

Appollo Beers Pvt Ltd

Empee Leasing & Finance Limited

Empee Communication Limited

Universal Spirits Ltd

Empee Construction Company Ltd

Empee Power & Infrastructure Pvt Ltd

Empee Packaging Industries

Aruna Constructions

Empee Hospitality Pvt. Ltd

EDL Marketing Pvt. Ltd

1.6 The company is in the process of appointing Company Secretary

1.7 Figures for the previous year have been regrouped / reclassified wherever necessary.

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Mar 31, 2011

1. The Company has closed the accounting year on 31.03.2011 for the period from 01.04.2010 to 31.3.2011.

2. SECURED LOANS:

a) Working capital facility from Andhra Bank, Egmore Branch, Chennai for Rs.13.00 Crores (Balance as on 31.03.2011 Rs.19.04 Crores) is secured by hypothecation of raw materials, stores and consumables, work- in-process, finished goods and sales receivables (not older than 90 days) and by second charge on fixed assets of the company and personal guarantee of two Directors.

b) Working capital facility from Andhra Bank, Egmore Branch, Chennai for Rs.5.00 Crores (Balance as on 31.03.2011 Rs. 5.43 Crores) is secured by hypothecation of raw materials, stores and consumables, work- in-process, finished goods and sales receivables (not older than 90 days) and by second charge on fixed assets of the Palakkad unit of the company and also personal guarantee of the two Directors.

c) Term loan – Power division, from Andhra Bank, Anna Salai, Chennai for Rs.22.04 Crores (Balance as on 31.03.2011 Rs.11.97 Crores) and Rs.4.55 Crores (Balance as on 31.03.2011 Rs. 3.30 Crores) is secured by way of first charge on the fixed assets including plant and machineries of Aranthangi division and by personal guarantee of two Directors.

d) Working capital facility – Power division, from Andhra Bank, Anna Salai, Chennai for Rs.5.00 Crores (Balance as on 31.03.2011 Rs. 4.91 Crores) is secured by hypothecation of raw materials, stores and consumables, work-in-process, finished goods and sales receivables (not older than 90 days) and by second charge on the fixed assets including plant and machineries of Aranthangi division and by personal guarantee of two Directors.

e) Corporate Loan from Andhra Bank for Rs.30.00 Crore (Balance as on 31.03.2011 Rs. 21.00 Crores) : – collateral security of land and building belonging to associate company, M/s.Appollo Alchobev Ltd, Bangalore and by hypothecation of 55.47 acres of wind mill land situated at Periyakumarapalayalam, Dharapuram Taluk.

f) Term loan – 60KLPD, Grain based Distillery Project in Choutkur, Sangareddy, Andra Pradesh from Andhra Bank, Egmore, Chennai for Rs. 35.00 Crores (Balance as on 31.03.2011 Rs. 26.02 Crores) and from Union Bank of India, Nungambakkam for Rs.23.04 Crores (Balance as on 31.03.2011 Rs. 8.27 Crores) is secured by way of first charge on the fixed assets including plant and machineries of grainbased division and by personal guarantee of two Directors.

g) Working Capital – 60KLPD, Grain based Distillery Project in Choutkur, Sangareddy, Andra Pradesh from Andhra Bank, Egmore, Chennai for Rs.5.00 Crores and from Union Bank of India, Nungambakkam for Rs.3.49 Crores is secured by way of hypothecation of raw materials, stores and consumables, work-in-process, finished goods and sales receivables (not older than 90 days) and by second charge on fixed assets of the (paripassu basis with Union Bank of India belong to this Grain based Distillery Unit) of the company and also personal guarantee of the two Directors. The above two credit facilities were not utilized so far.

h) Working capital facility from Andhra Bank, Egmore Branch, Chennai for Rs.2.50 Crores is secured by hypothecation of raw materials, stores and consumables, work-in-process, finished goods and sales receivables (not older than 90 days) and by second charge on fixed assets of the Kolar unit of the company and also personal guarantee of the two Directors. The said credit facility was not utilised so far.

i) Secured Loan from banks represents the Hire Purchase Loan availed against the security of Vehicles. Balance outstanding with ICICI Bank Ltd Rs.7.32 Lacs and HDFC Bank Ltd Rs.20.02 Lacs as on 31.03.2011.

3. Contingent Liabilities, Guarantees & Capital commitments

A. Contingent Liabilities

Particulars Rs. in Lacs Rs. in Lacs 31.03.2011 31.03.2010

a) Claims against the company not acknowledged as debts 40.00 35.00

b) Disputed Income tax demand 366.57 674.00

c) Disputed sales tax demand - 1640.00

4. Disclosure in respect of employee benefits under Accounting Standard (AS) – 15 (Revised) “Employees Benefits” prescribed by the Companies (Accounting Standards) Rules, 2006.

a) Defined Contribution Plans: Amount of Rs. 39.59 Lacs (previous year Rs.104.74) pertaining to employers' contribution to provident fund, Employees State Insurance Fund, gratuity provision and leave encashment provision is recognized as an expense.

4. Sundry Creditors and Debtors balances are subject to confirmation by the parties concerned.

5. Trade Deposits and advance from customer includes Rs.1060.57 Lacs received from TASMAC on adhoc basis during the month of March 2011.

6. In the absence of receipt of information the small scale industrial status from the parties, the details of names of small scale industrial undertaking to which the company owe any sum together with interest outstanding for more than 30 days could not be ascertained.

7. All the investments held by the company are long term in nature.

8. There are no transactions entered into with Micro,Small and Medium Enterprises (MSME) during the year or in the earlier year. Accordingly, no amount is due to Micro, Small and Medium Enterprises in respect of sundry creditors. Further, no interest has been paid or is accrued and payable to MSME under the circumstances either in this year or the earlier year.

9. Consumption – Raw material, stores & spares and others

- Imported Nil Nil

- Indigenous 19008.01 17429.53

10. Related party transactions

Related Parties

Subsidiary Company

Empee Sugars & Chemicals Limited

EDL Properties Limited

Appollo Distilleries Private Limited

Fellow Subsidiary Company

Empee Power Company (India) Limited

Key Management Personnel

Mr.M.P.Purushothaman, Chairman Mr.Shaji Purushothaman, Managing Director Ms.Nisha Purushothaman, Joint Managing Director

Relatives of Key Management Personnel

Ms.Sheena Purushothaman

Other Related Parties

Empee Holdings Limited

Empee International Hotels & Resorts Limited

South (India) Hotels Pvt Ltd

Appollo Alchobev Limited

Aruna Exports Pvt Ltd

Empee Hotels Limited

Aruna Constructions (India) Limited

Empee Agro Farm Products Pvt Ltd

Empee Marine Products Limited

Appollo Wind Energy Pvt Limited

Appollo Bears Pvt Ltd

Empee Leasing & Finance Limited

Shainvest Holdings Ltd

Universal Spirits Ltd

Empee Construction Company Pvt Ltd

Empee Power & Infrastructure Pvt Ltd

Empee Packaging Industries

Aruna Constructions

11. Quantum of Excise Duty included in closing stock of finished goods is Rs.79.10 Lacs.

12. Previous years figures have been regrouped or reclassified wherever necessary to be in conformity with the current year's classification.

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Mar 31, 2010

1. Contingent Liabilities

a) Claims against the company not acknowledged as debts: Rs.35 Lacs (Previous year Rs.87 lacs)

b) Disputed Income tax demand Rs.674 lakhs (previous year Rs.674 lacs)

c) Disputed sales tax demand Rs. 1240 lacs (previous year Rs. 1640 lacs)

2. Estimated amount of capital contracts remaining to be executed is Rs.2819.03 lacs (previous year Rs.2331.61 lacs).

3. Balances in some of the parties accounts are subjectto confirmation.

4. In the absence of receipt of information the small scale industrial status from the parties, the details of names of small scale industrial undertaking to which the company owe any sum together with interest outstanding for more than 30 days could not be ascertained.

5. Related party transactions

Related Parties

Subsidiary Companies

Empee Sugars & Chemicals Limited

EDL Properties Private Limited

Fellow Subsidiary Company

Empee Power Company (India) Limited

Key Management Personnel

Mr.M.P.PurushothamanChairman Mr.Shaji PurushothamanManaging Director Ms.Nisha PurushothamanJoint Managing Director

Relatives of Key Management Personnel

Ms.Sheena.Purushothaman

Other related parties

Empee Holdings Limited

Empee International Hotels & Resorts Limited

South (India) Hotels Pvt Ltd

Appollo Alchobev Limited

Aruna Exports Pvt Ltd

Empee Hotels Limited

Aruna Constructions (India) Limited

Empee Agro Farm Products Pvt Ltd

Empee Marine Products Limited

Appollo Wind Energy Pvt Limited

Appollo Bears Pvt Ltd

Empee Leasing & Finance Limited

Shainvest Holdings Ltd

Universal Spirits Ltd

Empee Construction Company Pvt Ltd

Empee Power & Infrastructure Pvt Ltd

Empee Packaging Industries

Aruna Constructions

6. Employees cost include Rs.Rs.65.66 lakhs being provision for gratuity as per actuarial valuation of which Rs.4.75 lakhs is for the current year and the balance of Rs.60.91 lakhs is relating to earlier years.