Notes to Accounts of Greaves Cotton Ltd.

Mar 31, 2025

2.20 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 the Company will be
required to settle the obligation, and a reliable estimate
can be made of the amount of the obligation.

The amount recognised as a provision is the best
estimate of the consideration required to settle the
present obligation at the end of the reporting period,
taking into account the risks and uncertainties
surrounding the obligation.

When some or all of the economic benefits required to
settle a provision are expected to be recovered from a
third party, a receivable is recognised as an asset if it is
virtually certain that reimbursement will be received and
the amount of the receivable can be measured reliably.

2.21 Warranties:

Provisions for the expected cost of warranty obligations
are recognised at the date of sale of the relevant
products as per management''s best estimate of the
expenditure required to settle the Company''s obligation.

2.22 Financial instrument:

Financial assets and financial liabilities are recognised
when the Company becomes a party to the contractual
provisions of the instruments. Financial assets and
liabilities are offset and the net amount is reported in
the Standalone Balance Sheet where there is a legally
enforceable right to offset the recognised amounts and
there is an intention to settle on a net basis or realise the
assets and settle the liabilities simultaneously.

2.23 Financial asset:

Purchases or sales of financial assets in ordinary
course of business are recognised and derecognised
on a trade date basis. Regular way purchases or sales
are purchases or sales of financial assets that require
delivery of assets within the time frame established by
regulation or convention in the market place.

All financial assets are recognized initially at fair value
plus in the case of financial assets not recorded at fair
value through profit or loss (FVTPL), transaction costs
that are attributable to the acquisition of the financial
asset. However, trade receivables that do not contain
a significant financing component are measured at
transaction price.

All recognised financial assets are subsequently
measured in their entirety at either amortised cost
or fair value, depending on the classification of the
financial assets.

Disputed Dues are those receivables against which
legal cases have been filed with the corresponding
legal authorities. The company writes off a financial
assets when there is information indicating that the
debtor is in severe financial difficulty and there is no
realistic prospect of recovery. Financial assets written
off may still be subject to enforcement activities under
the company''s recovery procedure, taking into account
legal advice where appropriate. Any recoveries made
are recognized in Profit or loss.

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

Financial assets at FVTPL are measured
at fair value at the end of each reporting
period, with any gains or losses arising on
re-measurement recognised in the Statement
of profit and loss. The net gain or loss
recognised in the Statement of profit and
loss incorporates any dividend or interest
earned on the financial asset and is included
in the ''Other income / Other Expenses'' line
item. Dividend on financial assets at FVTPL
is recognised when the Company''s right
to receive the dividends is established,
it is probable that the economic benefits
associated with the dividend will flow to the
entity and the amount of dividend can be
measured reliably.

2.23.2 Impairment of financial assets:

The Company applies the expected credit
loss model for recognising impairment loss on
financial assets measured at amortised cost,
lease receivables, trade receivables, other
contractual rights to receive cash or other
financial asset, and financial guarantees not
designated as at FVTPL.

For trade receivables or any contractual rights
to receive cash or another financial asset that
results from transactions that are within the
scope of Ind AS 115 “Revenue from Contracts
with Customers”, the Company always
measures their allowances at an amount
equal to lifetime expected credit losses.

Further, for the purpose of measuring lifetime
expected credit loss allowance for trade
receivable, the Company has used a practical
expedient as permitted under Ind AS 109
“Financial Instruments”. This expected credit
loss allowance is computed based on a
provision matrix which takes into account
historical credit loss experience and adjusted
for forward-looking information.

2.23.3 Derecognition of financial assets:

The Company derecognises a financial asset
when the contractual rights to the cash flows
from the asset expire, or when it transfers

the financial asset and substantially all the
risks and rewards of ownership of the asset
to another party. If the Company neither
transfers nor retains substantially all the risks
and rewards of ownership and continues to
control the transferred asset, the Company
recognises its retained interest in the asset
and an associated liability for amounts it
may have to pay. If the Company retains
substantially all the risks and rewards of
ownership of a transferred financial asset, the
Company continues to recognise the financial
asset and also recognises a collateralised
borrowing for the proceeds received.

2.23.4 Foreign exchange gains and losses:

The fair value of financial assets denominated
in a foreign currency is determined in that
foreign currency and translated at the spot
rate at the end of each reporting period.

For foreign currency denominated financial
assets measured at amortised cost and
FVTPL, exchange differences are recognised
in the Statement of profit and loss, except
for those which are designated as hedging
instruments in a hedging relationship.

2.24 Financial liabilities:

Financial liabilities are subsequently measured at

amortised cost or at FVTPL.

2.24.1 Financial liabilities at FVTPL:

Financial liabilities such as derivative that is
not designated and effective as a hedging
instrument are classified as at FVTPL.

Financial liabilities at FVTPL are stated at
fair value, with any gains or losses arising
on remeasurement recognised in the
Statement of profit and loss. The net gain
or loss recognised in the Statement of profit
and loss is included in the ‘other income /
expense'' line item.

2.24.2 Financial liabilities subsequently
measured at amortised cost:

Financial liabilities that are not held for trading
and are not designated as at FVTPL are
measured at amortised cost.

2.24.3 Foreign exchange gains and losses:

For financial liabilities that are denominated
in a foreign currency and are measured at
amortised cost at the end of each reporting
period, the foreign exchange gains or losses
are determined based on the amortised cost
of the instruments and are recognised in
‘Other income / Other Expenses''.

The fair value of financial liabilities
denominated in foreign currency is
determined in that foreign currency and
translated at the spot rate at the end of the
reporting period. For financial liabilities that
are measured at FVTPL, the foreign exchange
component forms part of the fair value gains
or losses and is recognised in the Statement
of profit and loss.

2.24.4 Derecognition of financial liabilities:

The Company de-recognises financial
liabilities when the Company''s obligations are
discharged, cancelled or have expired.

2.25 Derivative financial instruments:

The Company enters into foreign exchange forward
contracts to manage its exposure to foreign
exchange rate risks.

Derivatives are initially recognised at fair value at the
date the derivative contracts are entered into and
are subsequently remeasured to their fair value at
the end of each reporting period. The resulting gain
or loss is recognised in the Statement of profit and
loss immediately.

2.26 Contingent liabilities and contingent assets:

Contingent liability is disclosed in the case of:

i) a present obligation arising from a past event,
when it is not probable that an outflow of resources
will be required to settle the obligation

ii) a present obligation when no reliable estimate
is possible, and

iii) a possible obligation, arising from past
events where the probability of outflow of
resources is not remote.

Contingent assets are neither recognised nor disclosed.

Contingent liabilities are reviewed at each balance
sheet date and updated / recognised as appropriate.

3. CRITICAL ACCOUNTING JUDGEMENTS
AND KEY SOURCES OF ESTIMATION
UNCERTAINTY:

In the application of the Company''s accounting policies,
which are described in Note 2, the management of the
Company are required to make judgements, estimates
and assumptions about the carrying amounts of assets
and liabilities that are not readily apparent from other
sources. The estimates and associated assumptions
are based on historical experience and other factors
that are considered to be relevant. Actual results may
differ from these estimates.

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

In the following areas the management of the Company
has made critical judgements and estimates:

a. Employee Benefits:

The present value of the defined benefit
obligations depends on a number of factors that
are determined on an actuarial basis using a
number of assumptions. The assumptions used
in determining the net cost (income) for post
employments plans include the discount rate.
Any changes in these assumptions will impact the
carrying amount of such obligations.

The Company determines the appropriate discount
rate at the end of each year. This is the interest rate
that should be used to determine the present value
of estimated future cash outflows expected to be
required to settle the defined benefit obligations.
In determining the appropriate discount rate,
the Company considers the interest rates of
government bonds of maturity approximating the
terms of the related plan liability.

b. Useful lives of property, plant and
equipment & intangible assets (Including
Intangible Asset under development):

The Company reviews the useful life of property,
plant and equipment & intangible assets at the
end of each reporting period. This reassessment
may result in change in depreciation expense in
future periods.

The Company''s assessment of carrying value
of intangible under development have inherent
challenge with accurately predicting the future
economic benefits which includes estimate of
volume projection, margin, regulatory changes,
expected capital expenditure for production
phase and judgement around the probability
of acceptance of technology/new product.
Estimate and judgement around these inputs are
critical to assess the carrying value of assets.
The Company undertakes significant levels of
research and development activities for engine
development and its various uses. A periodic
review is undertaken during the life cycle of the
engine. The Company applies judgement to
determine the point at which the recognition
criteria under accounting standard is satisfied.

c. Provision for warranty:

The Company gives warranties for its products,
undertaking to repair or replace the items that
fail to perform satisfactorily during the warranty
period. Provision made at the year-end represents
the amount of expected cost of meeting such
obligations of rectification / replacement.
The timing of the outflows is expected to be within
a period of nine to sixty six months.

d. Provisions and Contingent Liabilities:

A provision is recognised when the Company
has a present obligation as a result of past event
and it is probable that an outflow of resources
will be required to settle the obligation, in respect
of which a reliable estimate can be made.
Provisions (excluding retirement benefits and
compensated absences) are not discounted to
its present value and are determined based on
best estimate required to settle the obligation at
the Balance sheet date. These are reviewed at

each Balance sheet date and adjusted to reflect
the current best estimates. Contingent liabilities
are not recognised in the financial statements.
A contingent asset is neither recognised nor
disclosed in the financial statements.

e. Impairment of Investment in Subsidiaries:

The investments in subsidiaries are carried at cost
and tested for impairment in accordance with
provisions applicable to impairment of non-financial
assets. The recoverable amount is determined
based on value in use. The determination
of recoverable amount involves significant
judgements such as market value, future projection
of revenue, EBITDA, weighted average cost of
capital and terminal growth.

The recoverable amount is significantly dependant
on achievement of revenue growth and any change
in revenue growth projection could have an impact
on recoverable value.

Based on the above, no impairment was identified
as of March 31,2025 as the recoverable amount is
higher than carrying value.

f. Recoverability assessment of Assets:

In assessing the recoverability of assets such
as intangible assets (including intangible assets
under development), investments, inventories,
trade receivables and other assets, based on
current indicators of future economic conditions
the Company expects to recover the carrying
amounts of its assets. The impact of the global
health pandemic, COVID 19, may be different from
that presently estimated and would be recognised
in the financial statements when material changes
to economic conditions arise.

3A. Standards issued but not yet effective:

Ministry of Corporate Affairs (“MCA”) notifies new
standard or amendments to the existing standards
under Companies (Indian Accounting Standards)
Rules as issued from time to time. On March 31, 2023,
MCA amended the Companies (Indian Accounting
Standards) Amendment Rules, 2023, applicable from
April 1, 2023, as below:

(i) Ind AS 8 - Definition of accounting estimates:
The amendments will help entities to distinguish
between accounting policies and accounting
estimates. The definition of a “change in
accounting estimates” has been replaced with
a definition of “accounting estimates.” Under
the new definition, accounting estimates are
“monetary amounts in financial statements that
are subject to measurement uncertainty.” Entities
develop accounting estimates if accounting
policies require items in financial statements to
be measured in a way that involves measurement
uncertainty. The Company does not expect this
amendment to have any significant impact in its
financial statements.

(ii) Ind AS 12 - Income Taxes The amendments
narrowed the scope of the recognition exemption
in paragraphs 15 and 24 of Ind AS 12. At the date
of transition to Ind ASs, a first-time adopter shall
recognize a deferred tax asset to the extent that
it is probable that taxable profit will be available
against which the deductible temporary difference
can be utilized. Similarly, a deferred tax liability for
all deductible and taxable temporary differences
associated with:

a) right-of-use assets and lease liabilities.

b) decommissioning, restoration and
similar liabilities and the corresponding
amounts recognized as part of the cost of
the related asset.

Therefore, if a Company has not yet recognised
deferred tax on right-of-use assets and lease
liabilities or has recognised deferred tax on net
basis, the same need to recognize on gross basis
based on the carrying amount of right-of-use
assets and lease liabilities. The Company does
not expect this amendment to have any significant
impact in its financial statements.

(iii) Ind AS 103 - Common control Business
Combination The amendments modify the
disclosure requirement for business combination
under common control in the first financial statement
following the business combination. It requires to
disclose the date on which the transferee obtains
control of the transferor. The Company does not
expect this amendment to have any significant
impact in its financial statements.

Footnotes to Loans:

1. a) During the year, the Company granted loan of'' 33 Crore (Previous year ''30 Crore) to Greaves Finance Limited (wholly

owned subsidiary) at an interest rate of 10% p.a. for its working capital requirements. This loan is repayable with interest
within 12-24 months or such extended period as may be agreed mutually. Further Greaves Finance Limited repaid an amount
of'' 63 Crore (Previous year '' 30 Crore). (Amount outstanding Nil).

b) During the year, the Company granted loan of '' 6.40 Crore (previous year '' 1 Crore) to its wholly owned subsidiary Greaves
Technologies Limited for its working capital requirements at an interest rate of 10% p.a. Further Greaves Technologies
Limited repaid an amount of '' 1 Crore. (Amount outstanding '' 8.40 Crore). This Loan is repayable with interest within 12
months or such extended period as may be agreed mutually.

c) Maximum amount outstanding at any point of time during the year

- '' 38 Crore by Greaves Finance Limited

- '' 8.40 Crore by Greaves Technologies Limited

2. The Company has not advanced or lent or invested funds (either borrowed funds or share premium or any other sources or kind
of funds) to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding (whether recorded
in writing or otherwise) that the Intermediary shall directly or indirectly lend to or invest in other persons or entities identified in any
manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries).

* Secured trade receivables are against letters of credit, factoring arrangements, bank guarantees and security deposits.

Footnotes:

a. Provision matrix

The Company has policy of expected credit loss provisioning. The Overdue debtors are critically reviewed and necessary
expected credit loss provisions are made.

b. Short Term non fund based limits are secured by hypothecation of all inventory, spares, tools and book debts, present and future,
of the Company, which includes Letters of credit and bank guarantees of '' 28.19 Crore (previous year '' 19.88 Crore) and
'' 16.29 Crore (previous year '' 18.57 Crore) respectively.

c. The Company writes off a trade receivable when there is information indicating that the customer is in severe financial difficulty
and there is no realistic prospect of recovery, e.g. when the customerhas been placed underliquidation or has entered into bankruptcy
proceedings etc. None of the trade receivables that have been written off is subject to enforcement activities.

d. Also refer Note 31B

* % change during the year has been computed on the basis of the number of shares at the beginning of the year.

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

There were no shares issued for consideration other than cash during the period of 5 years immediately preceding the reporting date.

14E Dividend

The amount that can be distributed as dividend by the Company to its equity shareholders is determined considering
the requirements of the Companies Act, 2013.

On April 30, 2025, the Board of Directors has proposed final dividend of '' 2 per share (previous year '' 2 per share)
on face value of '' 2 each (total dividend payout '' 46.6 Crore, (previous year '' 46.5 Crore)). The proposed dividend is
subject to approval of the shareholders in the ensuing Annual General Meeting.

2. Securities premium is used to record the premium on issue of shares. The reserve is utilised in accordance with the provisions of
the Companies Act, 2013.

3. The general reserve is used from time to time to transfer profits from retained earnings for appropriation purposes. There is no
policy of regular transfer. 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 the Statement
of Profit and Loss.

*Refer Statement of changes in equity for movement during the year.

15A Employee Stock option Plan

I

A. During the earlier years, the Company introduced and implemented ‘Greaves Cotton- Employees Stock option Plan
2020’ (ESOP 2020), with following terms:

i. Create, grant, offer, issue and allot stock options at any time in one or more tranches as determined by the
Nomination and Remuneration Committee, based on employee’s grade, performance rating and such other
criteria as may be considered appropriate to or for the benefit of such person(s) who are in the permanent
employment of the Company, whether working in India or outside India, including Director of the Company,
whether Whole-time Director or not, and such other persons as may from time to time be allowed to be eligible,
but excluding Promoter, Promoter group and Independent Directors.

ii. Such number of stock options convertible into Equity Shares of the Company, in one or more tranches, not
exceeding 2.00% of the paid-up share capital of the Company of the face value of '' 2/- each (Rupees Two only)
to the eligible employees of the Company, at such price or prices, and on such terms and conditions as may
be fixed or determined by the Board.

iii. The options would vest after 1 year but not later than 8 years from the date of individual grant as decided by
the Nomination and Remuneration Committee.

iv. Exercise Price is the par value of the Share payable by the Eligible Employee for the Exercise of each Option
Granted under the Scheme for the allotment of one Share.

v. The Company will follow fair value method for computing the compensation cost, if any, for the Options Granted,
in accordance with the applicable Law.

B. The scheme was approved by the Shareholders on July 11,2020.

31 - RISK MANAGEMENT

The Company''s activities expose it to a variety of financial risks: market risk, credit risk, and liquidity risk. The Company''s
primary focus is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its
financial performance.

31A Capital risk management :

The Company''s objective for capital management is to maximize shareholder wealth, safeguard business continuity and
support the growth of the Company. The Company determines the capital management requirement based on annual
operating plans and long term and other strategic investment plan.

31B Financial instruments :

The Material Accounting Policies in respect of each class of financial asset, financial liability and equity instrument
including criteria for their recognition, the basis of measurement are as disclosed in Note No. 6, 7, 8, 11, 12, 13, 16, 19
& 38 to the financial statements. These Notes also mention the basis on which the income & expenses are recognised.

*The Management considers carrying amount of financials assets and financial liabilities in the financial statements as

approximate fair values of respective financial assets and liabilities.

31C Financial and liquidity risk management objectives :

i) Liquidity risk is the risk that the Company may encounter difficulty in meeting its obligations. The Company monitors
the rolling forecast of its liquidity position based on expected cash flows. The Company''s approach is to ensure
that it has sufficient liquidity or borrowing headroom to meet its obligations at all points in time. The Company has
sufficient short-term fund-based lines, which provide healthy liquidity and these carry the highest credit quality
rating from a reputed credit rating agency.

ii) The Company has a policy of investing surplus funds in fixed deposits with banks and in overnight debt mutual funds.

iii) The average payment terms of creditors (trade payables) is in the range of 60-180 days. In case of MSMED
creditors the payment terms are within 45 days. Other financial liabilities viz. employee payments, dealer deposits
are payable within one year.

iv) Trade receivables are secured against letters of credit, factoring arrangements, bank guarantees and security
deposits. At the end of the year, there is no significant concentration of credit risk for trade receivables as
only four parties have more than 5% of the total outstanding amount and one of them is fully secured against
factoring arrangement.

v) Of the total outstanding as at reporting date, 37.8% of the reported trade receivables are secured receivables.
In case of unsecured receivables, the Company has a credit policy where the provision for debts outstanding
is made based on provision matrix to compute the expected credit loss allowance taking into account historical
experience of collection from customers and the credit limits as determined by the management.

31D Foreign currency risk management :

Foreign currency risk is the risk that the fair value of future cash flows of exposure will fluctuate because of changes in
foreign exchange rates. The Company''s exposure to the risk of changes in foreign exchange rates relates primarily to
the Company''s operating activities (when revenue or expense is denominated in a foreign currency).

The use of foreign currency forward contracts is governed by the Company''s Risk Management Policy. The Company
uses foreign currency forward contracts to hedge its risks associated with foreign currency fluctuations relating to
certain firm commitments and forecasted transactions for amounts in excess of natural hedge available on export
realisations against import payments. The Company does not use forward contracts for speculative purposes.

The Carrying amounts of the Company''s foreign currency denominated unhedged monetary assets and liabilities at the
end of each reporting period are as follows.

31E Credit risk management :

The Company has credit management policy for its trade receivables. To minimise the risk, the Company takes letters
of credit, bank guarantees and security deposits from the customers based on the credit worthiness. Ongoing credit
evaluation is performed on the financial condition of trade receivables.

Trade receivables are secured against letters of credit, factoring arrangements, bank guarantees and security
deposits. At the end of the year, there is no significant concentration of credit risk for trade receivables as
only four parties have more than 5% of the total outstanding amount and one of them is fully secured against
factoring arrangement.

There is no single customer dependency. As at March 31 2025, the Company has top five unsecured customers that
owed to the Company '' 73.0 Crore which accounted for 26% of the total trade receivables. (As at March 31 2024, the
Company has top five unsecured customers that owed to the Company '' 36.7 Crore which accounted for 18% of the
total trade receivables).

*Contingent consideration relating to acquisition of Excel Controlinkage Private Limited is measured at its acquisition-date
fair value No gain or loss for the year relating to this contingent consideration has been recognized in profit or loss.
Level 2 fair value measurements are those derived from 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); and
Level 3 fair value measurements are those derived from valuation techniques that include inputs for the asset or liability
that are not based on observable market data (unobservable inputs).

There were no transfers between Level 1 and 2 during the current or prior year.

31G 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 two types of risks: Currency risk and interest rate risk. Financial instruments
affected by market risk include investments, trade payables, trade receivables and loans.

31H Interest Rate Risk :

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of
changes in market interest rates. Interest rate change does not affect significantly to the company. Company does not
have any exposure to the future cash flows resulting from change in interest rate as the Company''s net obligations and
assets carries fixed interest rate.

32 - SEGMENT INFORMATION

In accordance with Ind AS 108 ‘Operating Segments'', segment information has been given in the consolidated financial
statements of the Company and therefore, no separate disclosure on segment information is given in standalone
financial statements.

The Company has undertaken to provide financial support, on need basis to one subsidiary.

38 - LEASES

On adoption of Ind AS 116 : Leases, the Company recognised lease liabilities in relation to leases which had previously
been classified as ‘operating leases'' under the principles of Ind AS 17 Leases. These liabilities are measured at the
present value of the remaining lease payments, discounted using the lessee''s incremental borrowing rate, presently
determined at 8.50% p.a.

On application of Ind AS 116, the nature of expenses has changed from lease rent to depreciation cost for the right-of-
use assets, and finance cost for interest accrued on lease liability.

41 - ADDITIONAL REGULATORY INFORMATION

i. The Company does not have any Benami property, where any proceeding has been initiated or pending against the
Group for holding any Benami property.

ii. The Company has Working Capital Limits sanctioned from banks on the basis of security of Stock and Book Debts.
The quarterly returns or statements of Stock and Book Debts filed by the Company with banks are in agreement with
the Unaudited books of accounts.

iii. The Company does not have any transactions with companies struck off u/s 248(5) of the Companies Act, 2013
except for the following entities:

*Receivables from above struck off companies are fully provided in books.

@ Represents amount less than '' 1 lakh

The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the
statutory period.

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

vi. The Company has not received any funds from any person(s) or entity(ies), including foreign entities (Funding Party)
with the understanding (whether recorded in writing or otherwise) that the Company shall:

a) 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

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

vii. The Company does not have any such transaction which is not recorded in the books of account 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).

42 - The figures for the corresponding previous year have been regrouped, wherever necessary, to make them comparable
with the figures of the current year.

For and on behalf of the Board

Parag Satpute Raja Venkataraman

Managing Director & Group CEO Director

DIN : 06872200 DIN :00669376

Akhila Balachandar Atindra Basu

Chief Financial Officer Group General Counsel & Company Secretary

Mumbai, April 30, 2025

---

Mar 31, 2024

d. Provisions and Contingent Liabilities:

A provision is recognised when the Company has a present obligation as a result of past event and it is probable that an outflow of resources will be required to settle the obligation, in respect of which a reliable estimate can be made. Provisions (excluding retirement benefits and compensated absences) are not discounted to its present value and are determined based on best estimate required to settle the obligation at the Balance sheet date. These are reviewed at each Balance sheet date and adjusted to reflect the current best estimates. Contingent liabilities are not recognised in the financial statements. A contingent asset is neither recognised nor disclosed in the financial statements.

e. Impairment of Investment in Subsidiaries:

The investments in subsidiaries are carried at cost and tested for impairment in accordance with provisions applicable to impairment of non-financial assets. The recoverable amount is determined based on value in use. The determination of recoverable amount involves significant judgements such as market value, future projection of revenue, EBITDA, weighted average cost of capital and terminal growth.

The recoverable amount is significantly dependant on achievement of revenue growth and any change in revenue growth projection could have an impact on recoverable value.

Based on the above, no impairment was identified as of March 31, 2024 as the recoverable amount is higher than carrying value.

f. Recoverability assessment of Assets:

In assessing the recoverability of assets such as intangible assets (including intangible assets under development), investments, inventories, trade receivables and other assets, based on current indicators of future economic conditions the Company expects to recover the carrying amounts of its assets. The impact of the global health pandemic, COVID 19, may be different from that presently estimated and

would be recognised in the financial statements when material changes to economic conditions arise.

3A. Standards issued but not yet effective:

Ministry of Corporate Affairs ("MCA") notifies new standard or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. On March 31, 2023, MCA amended the Companies (Indian Accounting Standards) Amendment Rules, 2023, applicable from April 1, 2023, as below:

(i) Ind AS 8 - Definition of accounting estimates: The amendments will help entities to distinguish between accounting policies and accounting estimates. The definition of a "change in accounting estimates" has been replaced with a definition of "accounting estimates." Under the new definition, accounting estimates are "monetary amounts in financial statements that are subject to measurement uncertainty." Entities develop accounting estimates if accounting policies require items in financial statements to be measured in a way that involves measurement uncertainty. The Company does not expect this amendment to have any significant impact in its financial statements.

(ii) Ind AS 12 - Income Taxes The amendments narrowed the scope of the recognition exemption in paragraphs 15 and 24 of Ind AS 12. At the date of transition to Ind ASs, a

first-time adopter shall recognize a deferred tax asset to the extent that it is probable that taxable profit will be available against which the deductible temporary difference can be utilized. Similarly, a deferred tax liability for all deductible and taxable temporary differences associated with:

a) right-of-use assets and lease liabilities.

b) decommissioning, restoration and similar liabilities and the corresponding amounts recognized as part of the cost of the related asset.

Therefore, if a Company has not yet recognised deferred tax on right-of-use assets and lease liabilities or has recognised deferred tax on net basis, the same need to recognize on gross basis based on the carrying amount of right-of-use assets and lease liabilities. The Company does not expect this amendment to have any significant impact in its financial statements.

(iii) Ind AS 103 - Common control Business Combination The amendments modify the disclosure requirement for business combination under common control in the first financial statement following the business combination. It requires to disclose the date on which the transferee obtains control of the transferor. The Company does not expect this amendment to have any significant impact in its financial statements.

Footnotes to Loans:

1. a) During the year, Greaves Finance Limited (100% owned subsidiary) repaid an amount of '' 30 Crore. Further the Company granted loan of

'' 30 Crore (previous year '' 17.40 Crore) to Greaves Finance Limited at an interest rate of 10% p.a. (Amount outstanding ''30 Cr). This loan is repayable with interest within 12-24 months or such extended period as may be agreed mutually. The borrower to use the loan for its business requirements.

b) During the year, the Company granted loan of '' 1 Crore (previous year '' 1 Crore) to its wholly owned subsidiary Greaves Technologies Limited for its working capital requirements at an interest rate of 10% p.a. (Amount outstanding ''3 Cr). This Loan is repayable with interest within 12 months or such extended period as may be agreed mutually.

c) Maximum amount outstanding at any point of time during the year

- '' 30 Crore by Greaves Finance Limited

- '' 3 Crore by Greaves Technologies Limited

2. The Company has not advanced or lent or invested funds (either borrowed funds or share premium or any other sources or kind of funds) to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding (whether recorded in writing or otherwise) that the Intermediary shall directly or indirectly lend to or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries).

3. Also, Refer Note 32B

Footnotes:

a. Provision matrix

The Company has policy of expected credit loss provisioning. The Overdue debtors are critically reviewed and necessary expected credit loss provisions are made.

b. Short Term non fund based limits are secured by hypothecation of all inventory, spares, tools and book debts, present and future, of the Company, which includes Letters of credit and bank guarantees of '' 19.88 Crore (previous year '' 10.54 Crore) and '' 18.57 Crore (previous year '' 16.82 Crore) respectively.

c. The Company writes off a trade receivable when there is information indicating that the debtor is in severe financial difficulty and there is no realistic prospect of recovery, e.g. when the debtor has been placed under liquidation or has entered into bankruptcy proceedings etc. None of the trade receivables that have been written off is subject to enforcement activities.

d. Also refer Note 32B

15E Dividend

The amount that can be distributed as dividend by the Company to its equity shareholders is determined considering the requirements of the Companies Act, 2013.

On May 8, 2024, the Board of Directors has proposed final dividend of '' 2 per share (previous year '' 0.90 per share) on face value of '' 2 each (total dividend payout '' 46.4 Crore, (previous year '' 20.8 Crore)). The proposed dividend is subject to approval of the shareholders in the ensuing Annual General Meeting.

16A Employee Stock option Plan

I.

A. During the earlier years, the Company introduced and implemented ''Greaves Cotton- Employees Stock option Plan 2020'' (ESOP

2020), with following terms:

i. Create, grant, offer, issue and allot stock options at any time in one or more tranches to or for the benefit of such person(s) who are in the permanent employment of the Company, whether working in India or outside India, including Director of the Company, whether Whole-time Director or not, and such other persons as may from time to time be allowed to be eligible, but excluding Promoter, Promoter group and Independent Directors.

ii. Such number of stock options convertible into Equity Shares of the Company, in one or more tranches, not exceeding 2.00% of the paid-up share capital of the Company of the face value of '' 2/- each (Rupees Two only) to the eligible employees of the Company, at such price or prices, and on such terms and conditions as may be fixed or determined by the Board.

iii. The options would vest after 1 year but not later than 8 years from the date of individual grant as decided by the Nomination and remuneration committee.

iv. Exercise Price is the par value of the Share payable by the Eligible Employee for the Exercise of each Option Granted under the Scheme for the allotment of one Share.

v. The Company will follow fair value method for computing the compensation cost, if any, for the Options Granted, in accordance with the applicable Law.

Employee benefit plans 27A Defined contribution plans

The amount recognised as an expense during the year ended March 31, 2024 towards Provident Fund (including admin charges), ESIC contribution and Superannuation & National Pension Scheme is '' 4.73 Crore (previous year '' 4.13 Crore), '' 0.01 Crore (previous year '' 0.02 Crore) and '' 4.22 Crore (previous year '' 3.67 Crore) respectively.

27B Defined benefit plans

The Company has a defined benefit plan (the ''Gratuity Plan'') which is managed by the trusts. The Gratuity Plan provides for a lump sum payment to vested employees at retirement or termination of employment, whichever is earlier, based on the respective employee''s last drawn salary and years of employment with the Company. The benefit vests after five years of continued service.

Sensitivity analysis:

Gratuity is a lump sum plan and the cost of providing these benefits is typically less sensitive to small changes in demographic assumptions. The key actuarial assumptions to which the benefit obligation results are particularly sensitive to are discount rate and future salary escalation rate. The following table summarizes the impact in percentage terms on the reported defined benefit obligation (DBO) at the end of the reporting period arising on account of an increase or decrease in the reported assumptions by 50 basis points.

32. Risk management

The Company''s activities expose it to a variety of financial risks: market risk, credit risk, and liquidity risk. The Company''s primary focus is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance.

32A Capital risk management :

The Company''s objective for capital management is to maximize shareholder wealth, safeguard business continuity and support the growth of the Company. The Company determines the capital management requirement based on annual operating plans and long term and other strategic investment plan.

32C Financial and liquidity risk management objectives :

i) Liquidity risk is the risk that the Company may encounter difficulty in meeting its obligations. The Company monitors the rolling forecast of its liquidity position based on expected cash flows. The Company''s approach is to ensure that it has sufficient liquidity or borrowing headroom to meet its obligations at all points in time. The Company has sufficient short-term fund-based lines, which provide healthy liquidity and these carry the highest credit quality rating from a reputed credit rating agency.

ii) The Company has a policy of investing surplus funds in fixed deposits with banks and in overnight debt mutual funds.

iii) The average payment terms of creditors (trade payables) is in the range of 60-180 days. In case of MSMED creditors the payment terms are within 45 days. Other financial liabilities viz. employee payments, dealer deposits are payable within one year.

iv) Trade receivables are secured against letters of credit, factoring arrangements, bank guarantees and security deposits. At the end of the year, there is no significant concentration of credit risk for trade receivables as only five parties have more than 5%

32D Foreign currency risk management :

Foreign currency risk is the risk that the fair value of future cash flows of exposure will fluctuate because of changes in foreign exchange rates. The Company''s exposure to the risk of changes in foreign exchange rates relates primarily to the Company''s operating activities (when revenue or expense is denominated in a foreign currency).

The use of foreign currency forward contracts is governed by the Company''s Risk Management Policy. The Company uses foreign currency forward contracts to hedge its risks associated with foreign currency fluctuations relating to certain firm commitments and forecasted transactions for amounts in excess of natural hedge available on export realisations against import payments. The Company does not use forward contracts for speculative purposes.

The Carrying amounts of the Company''s foreign currency denominated unhedge monetary assets and liabilities at the end of each reporting period are as follows.

32E Credit risk management :

The Company has credit management policy for its trade receivables. To minimise the risk, the Company takes letters of credit, bank guarantees and security deposits from the customers based on the credit worthiness. Ongoing credit evaluation is performed on the financial condition of trade receivables.

Trade receivables are secured against letters of credit, factoring arrangements, bank guarantees and security deposits. At the end of the year, there is no significant concentration of credit risk for trade receivables as only five parties have more than 5% of the total outstanding amount and one of them is fully secured against factoring arrangement & two of them are fully secured against letter of credit.

There is no single customer dependency. As at March 31 2024, the Company has top five unsecured customers that owed to the company ''36.7 Crore which accounted for 18% of the total trade receivables. (As at March 31 2023, the Company has top five unsecured customers that owed to the company ''30.2 Crore which accounted for 19% of the total trade receivables).

32G 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 two types of risks: Currency risk and interest rate risk. Financial instruments affected by market risk include investments, trade payables, trade receivables and loans.

32H Interest Rate Risk :

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. Interest rate change does not affect significantly to the company. Company does not have any exposure to the future cash flows resulting from change in interest rate as the Company''s net obligations and assets carries fixed interest rate.

33. Segment information

In accordance with Ind AS 108 ''Operating Segments'', segment information has been given in the consolidated financial statements of the Company and therefore, no separate disclosure on segment information is given in standalone financial statements.

34B Audit Trail

The Company has used accounting software for maintaining its books of account for the year ended March 31, 2024 which have 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 no audit trail has been enabled at the database level for accounting Software to log any direct data changes.

35. Related party transactions

List of related parties :

35A Name of Related party where control exists:

DBH Investment Capital India Private Limited (Formerly known as Karun Carpets Private Limited)

35B Subsidiary Companies :

Greaves Electric Mobility Private Limited (Formerly known as Ampere Vehicles Private Limited) Bestway Agencies Private Limited

Greaves Technologies Limited (Formerly known as Dee Greaves Limited)

Greaves Finance Limited (Formerly known as Greaves Leasing Finance Limited)

Greaves Technologies Inc.

MLR Auto Limited (w.e.f. May 16, 2023)

Excel Controlinkage Private Limited (w.e.f. May 8, 2023)

35C Associate Company :

MLR Auto Limited (Upto May 15, 2023)

35D Fellow group company where company had transactions during the year :

Premium Transmission Private Limited

35E Enterprises owned or significantly influenced by Key Management Personnel

Peak 15 Advisors LLP

35F Key management personnel as per applicable accounting standards :

Mr Karan Thapar : Chairman & Non Executive Director

Mr Nagesh A Basavanhalli : Vice Chairman upto May 12, 2023

Non-Executive Director and Vice-Chairman from May 12, 2023 Dr Arup Basu : Managing Director

Mr Dalpat Raj Jain : Chief Financial Officer upto June 12, 2023

Mrs Akhila Balachandar : Chief Financial Officer from June 13, 2023

Mr Atindra Basu : Group General Counsel & Company Secretary

Mr Arvind Kumar Singhal : Independent Director

Mr Kewal Handa : Independent Director

Ms Sree Patel : Independent Director

Mr Vinay V Sanghi : Independent Director

Mr Firdose A Vandrevala : Independent Director

Mr Ravi M Kirpalani : Independent Director

Mr Raja Venkataraman : Independent Director

38. Leases

On adoption of Ind AS 116 : Leases, the Company recognised lease liabilities in relation to leases which had previously been classified as ''operating leases'' under the principles of Ind AS 17 Leases. These liabilities are measured at the present value of the remaining lease payments, discounted using the lessee''s incremental borrowing rate, presently determined at 8.50% p.a.

On application of Ind AS 116, the nature of expenses has changed from lease rent to depreciation cost for the right-of-use assets, and finance cost for interest accrued on lease liability.

38A Disclosure as per the requirement of Ind AS 116 Amounts recognised in the Balance Sheet

The Balance Sheet shows the following amounts relating to leases:

iv. The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.

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

vi. The Company has not received any funds from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:

a) 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

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

vii. The Company does not have any such transaction which is not recorded in the books of account 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.)

42. The figures for the corresponding previous year have been regrouped, wherever necessary, to make them comparable with the figures of the current year.

For and on behalf of the Board

Dr. Arup Basu Raja Venkataraman

Managing Director Director

DIN :02325890 DIN :00669376

Akhila Balachandar Atindra Basu

Chief Financial Officer Group General Counsel & Company Secretary

Mumbai, May 8, 2024

---

Mar 31, 2023

Footnotes to Loans:

1. a) During the year, the Company granted loan of Rs. 17.40 Crore (previous year Rs. 11.85 Crore) to its 100% owned subsidiary Greaves Finance

Limited at an interest rate of 10% p.a. This loan is repayable with interest within 12-24 months or such extended period as may be agreed mutually. The borrower to use the loan for its business requirements and lending to MLR Auto Limited.

b) During the year, the Company granted loan of Rs. 1 Crore (previous year Rs. 4 Crore) to its wholly owned subsidiary Greaves Technologies Limited for its working capital requirements at an interest rate of 10% p.a. This Loan is repayable with interest within 12 months or such extended period as may be agreed mutually. Further, Greaves Technologies Limited repaid an amount of Rs. 3 Crore during the year.

2. The Company has not advanced or lent or invested funds (either borrowed funds or share premium or any other sources or kind of funds) to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding (whether recorded in writing or otherwise) that the Intermediary shall directly or indirectly lend to or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries), except as listed below:

1. During the previous year, the Company sold its land admeasuring 32.89 acres situated at Plot No. 72, SIPCOT Industrial Park, Phase II, district Walaja, Ranipet, Tamil Nadu, to its subsidiary Greaves Electric Mobility Private Limited for a total consideration of Rs. 24.75 Crore. The said consideration was receivable in 5 equal installments starting March 31, 2022. The net present value of consideration was Rs.15.69 Crore. However during the current year, Company has received entire consideration of Rs. 19.8 Crore.

ii) Short Term non fund based limits are secured by hypothecation of all inventory, spares, tools and book debts, present and future, of the Company, which includes Letters of credit and bank guarantees of Rs. 10.54 Crore (previous year Rs. 16.09 Crore) and Rs. 16.82 Crore (previous year Rs. 11.86 Crore) respectively.

iii) The above inventory values are net of provisions made of Rs.18.36 Crore (March 31, 2022 : Rs.19.65 Crore) for slow moving, obsolete and defective inventory

iv) There is no write down on value of inventory during the current and previous year.

Footnotes:

a. Provision matrix

The Company has policy of expected credit loss provisioning. The Overdue debtors are critically reviewed and necessary expected credit loss provisions are made.

b. Short Term non fund based limits are secured by hypothecation of all inventory, spares, tools and book debts, present and future, of the Company, which includes Letters of credit and bank guarantees of Rs. 10.54 Crore (previous year Rs. 16.09 Crore) and Rs. 16.82 Crore (previous year Rs. 11.86 Crore) respectively.

c. Also refer Note 32B

15C - Terms / Rights attached to equity shares

i) The Company has only one class of equity shares having face value of Rs. 2 per share. The equity shares rank pari passu in all respects including voting rights and entitlement to the dividend.

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

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

There were no shares issued for consideration other than cash during the period of 5 years immediately preceding the reporting date.

15E Dividend

On May 12, 2023, the Board of Directors has proposed final dividend of Rs.0.90 per share (previous year Rs. 0.20 per share) on face value of Rs. 2 each (total dividend payout Rs.20.8 Crore, (previous year Rs. 4.62 Crore)). The proposed dividend is subject to approval of the shareholders in the ensuing Annual General Meeting.

1. This is not available for distribution of dividend.

2. Securities premium is used to record the premium on issue of shares. The reserve is utilised in accordance with the provisions of the Companies Act, 2013.

3. The general reserve is used from time to time to transfer profits from retained earnings for appropriation purposes. There is no policy of regular transfer. 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 the Statement of profit and loss. *Refer Statement of changes in equity

16A Employee Stock option Plan

I.

A. During the earlier years, the Company introduced and implemented ''Greaves Cotton- Employees Stock option Plan 2020'' (ESOP 2020), with following terms:

i. Create, grant, offer, issue and allot stock options at any time in one or more tranches to or for the benefit of such person(s) who are in the permanent employment of the Company, whether working in India or outside India, including Director of the Company, whether Whole-time Director or not, and such other persons as may from time to time be allowed to be eligible, but excluding Promoter, Promoter group and Independent Directors.

ii. Such number of stock options convertible into Equity Shares of the Company, in one or more tranches, not exceeding 2.00% of the paid-up share capital of the Company of the face value of Rs. 2/- each (Rupees Two only) to the eligible employees of the Company, at such price or prices, and on such terms and conditions as may be fixed or determined by the Board.

iii. The options would vest after 1 year but not later than 8 years from the date of individual grant as decided by the Nomination and remuneration committee.

iv. Exercise Price is the par value of the Share payable by the Eligible Employee for the Exercise of each Option Granted under the Scheme for the allotment of one Share.

v. The Company will follow fair value method for computing the compensation cost, if any, for the Options Granted, in accordance with the applicable Law.

B. The scheme was approved by the Shareholders on July 11, 2020.

A. In respect of stock options granted pursuant to the Company''s stock options scheme, the fair value of the options granted during the year which is Rs. 195.77 per option (PY Rs. 129.89 per option), is treated as discount and accounted as employee compensation over the vesting period.

B. Expense on Employee Stock Option Schemes debited to the Statement of profit and loss during 2022-23 is Rs. 4.45 Crore (PY Rs. 4.27 Crore) (net).

C. The perquisite amount on exercise of employee stock options will be considered as a part of the remuneration of the Executive Directors. Executive Directors may be granted stock options in subsidiary companies as per their Schemes after taking necessary approvals. Perquisites may be added to the remuneration of concerned directors and considered in the limits applicable to the Company.

The Company gives warranties for its products, undertaking to repair or replace the items that fail to perform satisfactorily during the warranty period. Provision made at the year end represents the amount of expected cost of meeting such obligations of rectification / replacement based on the historical data available. The timing of the outflows is expected to be within a period of nine to sixty six months.

Employee benefit plans

27A Defined contribution plans

The amount recognised as an expense during the year ended March 31, 2023 towards Provident Fund (including admin charges), ESIC contribution and Superannuation & National Pension Scheme is Rs. 4.13 Crore (previous year Rs. 4.87 Crore), Rs. 0.02 Crore (previous year Rs. 0.03 Crore) and Rs. 3.67 Crore (previous year Rs. 4.14 Crore) respectively.

27B Defined benefit plans

The Company has a defined benefit plan (the ''Gratuity Plan'') which is managed by the trusts. The Gratuity Plan provides for a lump sum payment to vested employees at retirement or termination of employment, whichever is earlier, based on the respective employee''s last drawn salary and years of employment with the Company. The benefit vests after five years of continued service.

Sensitivity analysis:

Gratuity is a lump sum plan and the cost of providing these benefits is typically less sensitive to small changes in demographic assumptions. The key actuarial assumptions to which the benefit obligation results are particularly sensitive to are discount rate and future salary escalation rate. The following table summarizes the impact in percentage terms on the reported defined benefit obligation (DBO) at the end of the reporting period arising on account of an increase or decrease in the reported assumptions by 50 basis points.

These sensitivities have been calculated to show the movement in defined benefit obligation in isolation and assuming there are no other changes in market conditions at the accounting date. There have been no changes from the previous periods in the methods and assumptions used in preparing the sensitivity analysis.

The average duration of the benefit obligation at March 31, 2023 is 10.41 years (as at March 31, 2022: 10.53 years).

Projected plan cash flow :

The table below shows the expected cash flow profile of the benefits to be paid to the current membership of the plan based on past service of the employees as at the valuation date :

The Company''s activities expose it to a variety of financial risks: market risk, credit risk, and liquidity risk. The Company''s primary focus is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance.

32A Capital risk management :

The Company''s objective for capital management is to maximize shareholder wealth, safeguard business continuity and support the growth of the Company. The Company determines the capital management requirement based on annual operating plans and long term and other strategic investment plan.

32B Financial instruments :

The Significant Accounting Policies in respect of each class of financial asset, financial liability and equity instrument including criteria for their recognition, the basis of measurement are as disclosed in Note No. 6, 7, 8, 11, 12, 13, 17, 20 & 38 to the financial statements. These Notes also mention the basis on which the income & expenses are recognised.

32C Financial and liquidity risk management objectives :

i) Liquidity risk is the risk that the Company may encounter difficulty in meeting its obligations. The Company monitors the rolling forecast of its liquidity position based on expected cash flows. The Company''s approach is to ensure that it has sufficient liquidity or borrowing headroom to meet its obligations at all points in time. The Company has sufficient short-term fund-based lines, which provide healthy liquidity and these carry the highest credit quality rating from a reputed credit rating agency.

ii) The Company has a policy of investing surplus funds in fixed deposits with banks and in overnight debt mutual funds.

iii) The average payment terms of creditors (trade payables) is in the range of 60-180 days. In case of MSMED creditors the payment terms are within 45 days. Other financial liabilities viz. employee payments, dealer deposits are payable within one year.

iv) Trade receivables are secured against letters of credit, factoring arrangements, bank guarantees and security deposits. At the end of the year, there is no significant concentration of credit risk for trade receivables as only five parties have more than 5% of the total outstanding amount and one of them is fully secured against factoring arrangement & two of them are fully secured against letter of credit.

v) Of the total outstanding as at reporting date, 68.1% of the reported trade receivables are secured receivables. In case of unsecured receivables, the Company has a credit policy where the provision for debts outstanding is made based on provision matrix to compute the expected credit loss allowance taking into account historical experience of collection from customers and the credit limits as determined by the management.

Foreign currency risk is the risk that the fair value of future cash flows of exposure will fluctuate because of changes in foreign exchange rates. The Company''s exposure to the risk of changes in foreign exchange rates relates primarily to the Company''s operating activities (when revenue or expense is denominated in a foreign currency).

The use of foreign currency forward contracts is governed by the Company''s Risk Management Policy. The Company uses foreign currency forward contracts to hedge its risks associated with foreign currency fluctuations relating to certain firm commitments and forecasted transactions for amounts in excess of natural hedge available on export realisations against import payments. The Company does not use forward contracts for speculative purposes.

The Carrying amounts of the Company''s foreign currency denominated unhedge monetary assets and liabilities at the end of each reporting period are as follows.

32E Credit risk management :

The Company has credit management policy for its trade receivables. To minimise the risk, the Company takes letters of credit, bank guarantees and security deposits from the customers based on the credit worthiness. Ongoing credit evaluation is performed on the financial condition of trade receivables.

Trade receivables are secured against letters of credit, factoring arrangements, bank guarantees and security deposits. At the end of the year, there is no significant concentration of credit risk for trade receivables as only five parties have more than 5% of the total outstanding amount and one of them is fully secured against factoring arrangement & two of them are fully secured against letter of credit.

There is no single customer dependency. As at March 31 2023, the Company has top five unsecured customers that owed to the company Rs.30.2 Crore which accounted for 19% of the total trade receivables. (As at March 31, 2022, the Company had top five unsecured customers that owed the Company approximately ? 29.4 Crore which accounted for 17% of the total trade receivables).

32G 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 two types of risks: Currency risk and interest rate risk. Financial instruments affected by market risk include investments, trade payables, trade receivables and loans.

32H Interest Rate Risk :

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. Interest rate change does not affect significantly to the company. Company does not have any exposure to the future cash flows resulting from change in interest rate as the Company''s net obligations and assets carries fixed interest rate.

33 - Segment information

In accordance with Ind AS 108 ''Operating Segments'', segment information has been given in the consolidated financial statements of the Company and therefore, no separate disclosure on segment information is given in standalone financial statements.

During the year, the Company did not enter into any material transactions (as defined in the Company''s Policy on Related Party Transaction) with related parties. All other transactions of the Company with related parties were in the ordinary course of business and at an arm''s length.

The amounts outstanding are unsecured and will be settled in cash. No amounts are written off / written back during the year (previous year Nil).

1. The remuneration of directors and key executives is determined by the Nomination & Remuneration Committee having regard to the performance of individuals and market trends.

2. Short term employee benefits include incentive paid during the year.

3. Stock options granted to key management personnel during the year is 3,83,103 (Also, Refer Note 16A).

36 -	Contingent liabilities		('' in Crore)
Particulars		As at March 31 2023	As at March 31 2022
a)	Sales tax liability that may arise in respect of matters in appeal	16.16	44.67
b)	Excise duty liability that may arise in respect of matters in appeal	25.76	25.91
c)	Claims made against the company, not acknowledged as debts	31.96	33.34
d)	Wage demand not acknowledged by the company in respect of matters in appeal	9.69	7.70

1. The Company presently does not expect any outflow in respect of the above contingent liabilities.

2. It is not practical to estimate the timing of cash outflows, if any, in respect of matters (a) to (d) above, pending resolution of the appellate proceedings.

37 - Commitments		('' in Crore)
Particulars	As at	As at
	March 31 2023	March 31 2022
Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances).	4.52	15.71

38 - Leases

On adoption of Ind AS 116 : Leases, the Company recognised lease liabilities in relation to leases which had previously been classified as ''operating leases'' under the principles of Ind AS 17 Leases. These liabilities are measured at the present value of the remaining lease payments, discounted using the lessee''s incremental borrowing rate, presently determined at 8.50%.

On application of Ind AS 116, the nature of expenses has changed from lease rent to depreciation cost for the right-of-use assets, and finance cost for interest accrued on lease liability.

The Company does not face a significant liquidity risk with regard to its lease liabilities as the current assets are sufficient to meet the obligations related to lease liabilities as and when they fall due.

Extension and termination options

Extension and termination options are included in some of the leases entered by the Company. These are used to maximise operational flexibility in terms of managing the assets in the Company''s operations. The majority of extension and termination options held are exercisable by both the Company and by the respective lessor. Further as on the reporting date the Company expects not to use those options.

40 - Additional Regulatory Information

i. The Company does not have any Benami property, where any proceeding has been initiated or pending against the Group for holding any Benami property.

ii. The Company has Working Capital Limits sanctioned from banks and financial institutions on the basis of security of Stock and Book Debts. The quarterly returns or statements of Stock and Book Debts filed by the Company with banks and financial institutions are in agreement with the Unaudited books of accounts.

iv. The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.

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

vi. The Company has not received any funds from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Group shall:

a) 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

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

vii. The Company does not have any such transaction which is not recorded in the books of accounts 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.)

41 - The figures for the corresponding previous year have been regrouped, wherever necessary, to make them comparable with the figures of the current year.

---

Mar 31, 2022

Note:

1. a) During the year, the Company granted loan of '' 11.85 Crore (previous year '' 0.75 Crore) to its 100% subsidiary Greaves Finance Limited, at an interest rate of 10% p.a. This loan is repayable with interest within 12-24 months or such extended period as may be agreed mutually. The borrower to use the loan for its working capital requirements and lending to MLR Auto Limited.

b) During the year, the Company granted loan of '' 86.86 Crore (previous year '' 20.64 Crore) to its wholly owned subsidiary Greaves Electric Mobility Private Limited for its capex and working capital requirements, at an interest rate of 10% p.a. This Loan was repayable with interest within 12 months or such extended period as may be agreed mutually. The total outstanding loan of '' 107.50 Crore was repaid along with interest as on 21^st March 2022.

c) During the year, the Company granted loan of '' 4.00 Crore (previous year Nil) to its wholly owned subsidiary Greaves Technologies Limited for its working capital requirements, at an interest rate of 10% p.a. This Loan is repayable with interest within 12 months or such extended period as may be agreed mutually.

Short Term Finance facilities from Banks and Cash Credit facilities of '' Nil as at Balance Sheet date (previous year '' Nil) are secured by hypothecation of all inventory, spares, tools and book debts, present and future, of the Company. The charges on these assets also cover letters of credit and bank guarantees of '' 16.09 Crore (previous year '' 15.34 Crore) and '' 11.86 Crore (previous year '' 14.18 Crore) respectively.

Note:

a. Provision matrix:

The Company has policy of expected credit loss provisioning. The Overdue debtors are critically reviewed and necessary expected credit loss provisions are made.

b. Short Term Finance facilities from Banks and Cash Credit facilities of ''Nil as at Balance Sheet date (previous year '' Nil) are secured by hypothecation of all inventory, spares, tools and book debts, present and future, of the Company. The charges on these assets also cover letters of credit and bank guarantees of '' 16.09 Crore (previous year '' 15.34 Crore) and '' 11.86 Crore (previous year '' 14.18 Crore) respectively.

c. Also refer Note 32B

15C Terms/Rights attached to equity shares

i) The Company has only one class of equity shares having face value of '' 2 per share. The equity shares rank pari passu in all respects including voting rights and entitlement to dividend.

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

15E Dividend

On 12^th May 2022, the Board of Directors has proposed final dividend of '' 0.20 per share (previous year '' 0.20 per share) on face value of '' 2 each (total dividend payout '' 4.63 Crore, (previous year '' 4.62 Crore)). The proposed dividend is subject to approval of the shareholders in the ensuing Annual General Meeting.

1. This is not available for distribution of dividend.

2. Securities premium is used to record the premium on issue of shares. The reserve is utilised in accordance with the provisions of the Act.

3. The general reserve is used from time to time to transfer profits from retained earnings for appropriation purposes. There is no policy of regular transfer. 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 the Statement of profit and loss.

*Refer Statement of changes in equity

16A Employee Stock option Plan

I. A. During the previous year, the Company introduced and implemented ''Greaves Cotton- Employees Stock option Plan 2020''

(ESOP 2020), with following terms:

i. Create, grant, offer, issue and allot stock options at any time in one or more tranches to or for the benefit of such person(s) who are in the permanent employment of the Company, whether working in India or outside India, including Director of the Company, whether Whole-time Director or not, and such other persons as may from time to time be allowed to be eligible, but excluding Promoter, Promoter group and Independent Directors.

ii. Such number of stock options convertible into Equity Shares of the Company, in one or more tranches, not exceeding 2.00% of the paid-up share capital of the Company of the face value of '' 2/- each (Rupees Two) to the eligible employees of the Company, at such price or prices, and on such terms and conditions as may be fixed or determined by the Board.

iii. The options would vest after 1 year but not later than 8 years from the date of individual grant as decided by the Nomination and remuneration committee.

iv. Exercise Price is the par value of the Share payable by the Eligible Employee for the Exercise of each Option Granted under the Scheme for the allotment of one Share.

v. The Company will follow fair value method for computing the compensation cost, if any, for the Options Granted, in accordance with the applicable Law.

III. A. In respect of stock options granted pursuant to the Company''s stock options scheme, the fair value of the options granted during

the year which is '' 129.89 per option (PY '' 82.21 per option), is treated as discount and accounted as employee compensation over the vesting period.

B. Expense on Employee Stock Option Schemes debited to the Statement of profit and loss during 2021-22 is '' 4.27 Crore (PY '' 1.43 Crore) (net).

C. The perquisite amount on exercise of employee stock options will be considered as a part of the remuneration of the Executive Directors. Executive Directors may be granted stock options in subsidiary companies as per their Schemes after taking necessary approvals. Perquisites may be added to the remuneration of concerned directors and considered in the limits applicable to the Company.

Company derives its revenue from sale of engines, power generating sets, farm equipment. It also earns revenue from servicing of power generating sets. The Company also trades in the spares of the engines and other products like construction equipment and electric vehicles.

In case of exports the revenue is recognized based on the Bills of Lading received from the shipping companies who assume control of goods on behalf of the customers.

The products which are sold to OEMs and direct end customers, the prices are pre-determined as per negotiations and long term supply contracts. The products which are sold through dealer network have the dealer prices as determined and circulated by the Company.

The Company also offers cash discounts and volume discounts and the same are netted off against the gross revenue. The volume discounts are accrued on a regular basis based on total sales of each dealer/customer.

The Company dis-aggregates revenue on the basis of its segments viz. engines, electric mobility and others as well as geographical operations viz. domestic and overseas. The Company believes that this disaggregation best depicts how the nature, amount, timing and uncertainty of revenues and cash flows are affected by industry, market and other economic factors.

Employee benefit plans

27A Defined contribution plans

The amount recognised as an expense during the year ended 31“ March 2022 towards Provident Fund (including admin charges), ESIC contribution and Superannuation & National Pension Scheme is '' 4.87 crore (previous year '' 5.46 crore), '' 0.03 crore (previous year '' 0.06 crore) and '' 4.14 crore (previous year '' 4.34 crore) respectively.

27B Defined benefit plans

The Company has a defined benefit plan (the ''Gratuity Plan'') which is managed by the trusts. The Gratuity Plan provides for a lump sum payment to vested employees at retirement or termination of employment, whichever is earlier, based on the respective employee''s last drawn salary and years of employment with the Company. The benefit vests after five years of continued service.

32 - Risk management

32A Capital risk management :

The Company manages its capital to ensure that it will be able to continue as a going concern while maximising the returns to stakeholders. The Company has no borrowings, except cash credit facilities.

32C Financial and liquidity risk management objectives :

i) The Company has a policy of investing surplus funds in fixed deposits with banks.

ii) The average payment terms of creditors (trade payables) is in the range of 60-180 days. In case of MSMED creditors the payment terms are within 45 days. Other financial liabilities viz. employee payments, dealer deposits are payable within one year.

iii) Trade receivables are secured against letters of credit, factoring arrangements, bank guarantees and security deposits. At the end of the year, there is no significant concentration of credit risk for trade receivables as only three parties have more than 5% of the total outstanding amount and one of them is fully secured against factoring arrangement & two of them are partialy secured by letter of credit.

iv) Of the total outstanding as at reporting date, 46.5% of the reported debtors are secured receivables. In case of unsecured receivables, the Company has a credit policy where the provision for debts outstanding is made based on provision matrix to compute the expected credit loss allowance taking into account historical experience of collection from customers and the credit limits as determined by the management.

32D Foreign currency risk management :

The use of foreign currency forward contracts is governed by the Company''s Risk Management Policy. The Company uses foreign currency forward contracts to hedge its risks associated with foreign currency fluctuations relating to certain firm commitments and forecasted transactions for amounts in excess of natural hedge available on export realisations against import payments. The Company does not use forward contracts for speculative purposes.

32E Credit risk management :

The Company has credit management policy for its trade receivables. To minimise the risk, the Company takes letters of credit, bank guarantees and security deposits from the customers based on the credit worthiness. Ongoing credit evaluation is performed on the financial condition of trade receivables.

33 - Segment information

In accordance with Ind AS 108 ''Operating Segments'', segment information has been given in the consolidated financial statements of the Company and therefore, no separate disclosure on segment information is given in standalone financial statements.

38 - Leases

On adoption of Ind AS 116 : Leases, the Company recognised lease liabilities in relation to leases which had previously been classified as ''operating leases'' under the principles of Ind AS 17 Leases. These liabilities are measured at the present value of the remaining lease payments, discounted using the lessee''s incremental borrowing rate, presently determined at 8.50%.

On application of Ind AS 116, the nature of expenses has changed from lease rent to depreciation cost for the right-of-use assets, and finance cost for interest accrued on lease liability.

40 - Additional Regulatory Information

i. The Company do not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.

ii. The Company has Working Capital Limit sanctioned from banks and financial institutions on the basis of security of Stock and Book Debts. The quarterly returns or statements of Stock and Book Debts filed by the Company with banks and financial institutions are in agreement with the Unaudited books of accounts.

*Receivables from above struck off companies are fully provided in books.

@ Represents amount less than '' 1 lakh

iv. The Company do not have any charges or satisfaction which is yet to be registered with ROC beyond the statutory period.

v. The Company have not traded or invested in Crypto currency or Virtual Currency during the financial year.

vi. The Company have not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Group shall:

a) 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

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

vii. The Company have not any such transaction which is not recorded in the books of accounts 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

41 - The figures for the corresponding previous period have been regrouped wherever necessary, to make them comparable with the figures of the current period.

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Mar 31, 2018

1. General Information:

Greaves Cotton Limited (the ‘Company’) is engaged in manufacturing of engines, engine applications and trading of power tillers, spares related to engines and infrastructure equipment etc. The Company has manufacturing facilities in the states of Maharashtra and Tamil Nadu. The products are mainly sold in India with some export to Middle East, Africa & South East Asia Region. The Company has one direct and one indirect subsidiary.

The company is public limited company incorporated and domiciled in India. The address of its corporate office is 3rd Floor, Motilal Oswal Tower, Junction of Gokhale Road & Sayani Road, Prabhadevi, Mumbai - 400 025.

The Financial statements for the year ended 31st March 2018 were approved by the Board of Directors and authorised for issue on 3rd May 2018.

2. Critical accounting judgements and key sources of estimation uncertainty:

In the application of the Company’s accounting policies, which are described in note 2, the management of the Company are required to make judgements, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

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

In the following areas the management of the Company has made critical judgements and estimates:

(a) employee Benefits:

The present value of the defined benefit obligations depends on a number of factors that are determined on an actuarial basis using a number of assumptions. The assumptions used in determining the net cost (income) for post employments plans include the discount rate. Any changes in these assumptions will impact the carrying amount of such obligations.

The Company determines the appropriate discount rate at the end of each year. This is the interest rate that should be used to determine the present value of estimated future cash outflows expected to be required to settle the defined benefit obligations. In determining the appropriate discount rate, the Company considers the interest rates of government bonds of maturity approximating the terms of the related plan liability.

(b) Useful lives of property, plant and equipment & intangible assets:

The Company reviews the useful life of property, plant and equipment & intangible assets at the end of each reporting period. This reassessment may result in change in depreciation expense in future periods.

(c) provision for warranty:

The Company gives warranties for its products, undertaking to repair or replace the items that fail to perform satisfactorily during the warranty period. Provision made at the year-end represents the amount of expected cost of meeting such obligations of rectification / replacement. The timing of the outflows is expected to be within a period of eighteen months.

(d) provisions and Contingent Liabilities:

A provision is recognised when the Company has a present obligation as a result of past event and it is probable that an outflow of resources will be required to settle the obligation, in respect of which a reliable estimate can be made. Provisions (excluding retirement benefits and compensated absences) are not discounted to its present value and are determined based on best estimate required to settle the obligation at the Balance sheet date. These are reviewed at each Balance sheet date and adjusted to reflect the current best estimates. Contingent liabilities are not recognised in the financial statements. A contingent asset is neither recognised nor disclosed in the financial statements.

Fair value of investment property

The company has obtained valuation of its investment properties from an independent valuer. The fair values were Rs.16.41 crore (previous year - Rs.29.20 crore) (Level 2).

Note:

1. The non- current investments in unquoted equity shares of subsidiaries are stated at amortised cost.

2. In the previous year the shareholders of Greaves Cotton Middle East FZC voluntarily decided to liquidate the Company. As on 20th April 2017, as per local laws, the company got liquidated.

3. The fair value of other investments (Non-current and Current) as at 31st March 2018 and 31st March 2017 have been arrived at on the basis of Net Asset Value (NAV) declared by the Mutual Funds (Level 1).

4. Also refer Note 33B.

For the financial assets that are measured at amortised cost, the fair values are not materially different from their carrying amounts, since they are either of short term nature or interest receivable is close to current market rates. Refer Note 33B.

On 18th September 2014, the company discontinued manufacturing operations of Construction Equipment due to non-viability and the related assets of these operations will be eventually disposed off, accordingly these have been classified as assets held for sale.

During the year, the company carried out review of recoverable amount of leasehold land and freehold building. Review led to recognition of impairment loss of ‘ NIL (previous year Rs.3.44 crore) which has been recognised in the Statement of profit and loss in Note 35. The recoverable value was estimated based on the fair value less cost of disposal of the asset.

3A On 3rd May 2018, the Board of Directors has proposed final dividend at the rate of Rs.1.50 per share of face value of Rs.2.00 (cash outgo Rs.44.16 crores including Dividend Distribution Tax). This proposed dividend is subject to approval of the shareholder in the ensuing annual general meeting.

The general reserve is used from time to time to transfer profits from retained earnings for appropriation purposes.There is no policy of regular transfer. 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 the Statement of profit and loss.

*There are no amounts due for payment to the Investor Education and Protection Fund Under Section 125 of the Companies Act, 2013 as at the year end.

Current financial liabilities are measured at amortised cost as the fair values are not different from their carrying amounts. Refer Note 33B.

The Company gives warranties for its products, undertaking to repair or replace the items that fail to perform satisfactorily during the warranty period. Provision made at the year end represents the amount of expected cost of meeting such obligations of rectification / replacement based on the historical data available. The timing of the outflows is expected to be within a period of eighteen months.

Employee benefit plans

4A Defined contribution plans

The amount recognised as an expense during the year ended 31st March 2018 towards Provident Fund (including admin charges), ESIC contribution and Superannuation & National Pension Scheme is Rs.7.29 crore (previous year Rs.6.44 crore), Rs.0.35 crore (previous year Rs.0.27 crore) and Rs.4.34 crore (previous year Rs.3.66 crore) respectively.

4B Defined benefit plans

The Company has a defined benefit plan (the ‘Gratuity Plan’), managed by trusts. The Gratuity Plan provides for a lump sum payment to vested employees at retirement or termination of employment, whichever is earlier, based on the respective employee’s last drawn salary and years of employment with the Company. The benefit vests after five years of continued service.

The current service cost and the net interest expense for the year are included in the ‘Employee benefits expense’ line item in the statement of profit and loss.

The re-measurement of the net defined benefit liability is included in other comprehensive income.

The amount included in the balance sheet arising from the entity’s obligation in respect of its defined benefit plans is as follows:

Sensitivity Analysis:

Gratuity is a lump sum plan and the cost of providing these benefits is typically less sensitive to small changes in demographic assumptions. The key actuarial assumptions to which the benefit obligation results are particularly sensitive to are discount rate and future salary escalation rate. The following table summarizes the impact in percentage terms on the reported defined benefit obligation (DBO) at the end of the reporting period arising on account of an increase or decrease in the reported assumption by 50 basis points.

These sensitivities have been calculated to show the movement in defined benefit obligation in isolation and assuming there are no other changes in market conditions at the accounting date. There have been no changes from the previous periods in the methods and assumptions used in preparing the sensitivity analysis.

The average duration of the benefit obligation at 31st March 2018 is 10.59 years, (as at 31st March 2017: 12.16 years).

Projected Plan Cash Flow :

The table below shows the expected cash flow profile of the benefits to be paid to the current membership of the plan based on past service of the employees as at the valuation date :

1. Profit on sale of assets includes sale of some of Company’s immovable properties.

2. During the year, Company carried out rationalisation of manpower to achieve efficiencies in operations and accordingly offered compensation for voluntary separation for the employees.

3. The Company had employees in its branch in UK. The Company used to make yearly provision on regular basis towards the pension liability of these employees. During the previous year, Company decided to buy out the future liability by taking annuities to secure the pension. During the year, the process of buying annuities was completed. Based on final valuation of the annuities the liability got reduced by Rs.1.26 crore.

5 Risk management

5A Capital risk management

The Company manages its capital to ensure that it will be able to continue as a going concern while maximising the returns to stakeholders. The company has no borrowings, except cash credit facilities.

5B Financial instruments

The significant accounting policies, including the criteria for recognition, the basis of measurement and the basis on which income & expenses are recognised, in respect of each class of financial asset, financial liability and equity instrument are as disclosed in Note no. 7, 8, 11, 12, 13, 17 & 20 to financial statements.

@ The management considers carrying amount of financials assets and financial liabilities, recognised in the financial statement, approximate their fair values.

5C Financial and liquidity risk management objectives

(i) The Company has a very conservative policy on investing surplus funds. The investments are in debt schemes of mutual funds and fixed deposits with banks and financial institutions. Highest rated portfolios of the mutual funds are selected with high liquidity.

(ii) The average payment terms of creditors (trade payables) is 82 days. In case of MSMED creditors the payment terms are within 45 days. Other financial liabilities viz. employee payments, dealer deposits are payable within one year.

(iii) Trade receivables are secured against letters of credit, bank guarantees and security deposits. At the end of the year, there is no significant concentration of credit risk for trade receivables as only three parties constitutes more than 5% of the total outstanding amount and is fully secured by letter of credit.

(iv) Of the total outstanding as at reporting date, 69% of the total debts are secured receivables. In case of unsecured receivables the company has a credit policy where the provision for debts outstanding is made based on provision matrix to compute the expected credit loss allowance taking into account historical experience of customers and the credit limit as determined by the management.

(v) The products of the Company under engine segment include application of engines in farm equipment and gensets. The products under other segment include products traded by International Business and After Market Business.

5D Foreign currency risk management

The use of foreign currency forward contracts is governed by the Company’s strategy, approved by the Board of Directors, which provides principles on the use of such forward contracts consistent with the Company’s Risk Management Policy. The Company uses foreign currency forward contracts to hedge its risks associated with foreign currency fluctuations relating to certain firm commitments and forecasted transactions for amounts in excess of natural hedge available on export realisations against import payments. The Company does not use forward contracts for speculative purposes.

The carrying amounts of the Company’s foreign currency denominated monetary assets and liabilities at the end of the reporting period are as follows.

(i) This is mainly attributable to the exposure outstanding on foreign currency receivables and payables in the Company at the end of the reporting period.

(ii) The company hedges its net exposure in foreign currencies and as such the profit or loss of the company is not subject to foreign exchange fluctuation.

5E Credit risk management

The company has credit policy for its trade receivables. To minimise the risk company takes letters of credit, bank guarantees and security deposits from the customers based on the credit worthiness. Ongoing credit evaluation is performed on the financial condition of accounts receivable.

5F Fair value measurements

This note provides information about how the Company determines fair value of various financial asset and financial liabilities.

(a) Fair value of the Company’s financial assets and financial liabilities that are measured at fair value on recurring basis Some of Company financial asset and financial liabilities are measured at fair value at end of the reporting period.

6 Segment Information

Segment Identification:

Business segments have been identified on the basis of the nature of products/services, their risk-return profile, the organisational structure and the internal reporting system of the Company.

Reportable Segments:

Reportable segments have been identified as per the aggregation criteria specified in Ind AS-108:’Operating Segments’

Segment Composition:

1. Engines include application of engines in farm equipment and gensets.

2. Others include products traded by International Business and After Market Business.

Operating segments:

1. The risk-return profile of the Company’s business is determined predominantly by the nature of its products and services.

2. In respect of geographical information, the Company has identified its geographical areas as (i) Domestic and (ii) Overseas.

The expenses and incomes which are not directly attributable to the business segments are shown as central administration costs. Unallocated assets mainly comprise of investments, cash and bank balances, advance tax and unallocated liabilities mainly include tax provisions and provisions for employee retirement benefits.

7A Segment revenue and results

The following is an analysis of the companies revenue and results from continuing operations by reportable segment.

Segment revenue reported above represents revenue generated from external customers.

Segment profit represents the profit before tax earned by each segment without allocation of central administration costs , investment income, other gains and losses, as well as finance costs.

All assets as identified to the reportable segment are shown under respective segment. Assets such as investments and income tax receivables are not allocable to reportable segment.

All liabilities as identified to the reportable segment are shown under respective segment. Liabilities such as employee benefits arising on actuarial valuation and income tax liabilities are not allocable to reportable segment.

7B Geographical information

The company’s revenue from continuing operations from external customers by location of operations and information about its non-current assets* by location of assets are detailed below.

8 Discontinued operations

On 18th September 2014, the Company discontinued manufacturing operations of Construction Equipment (Infrastructure) business due to non-viability and accordingly the related assets of these operations are disclosed as assets held for sale.

Analysis of profit/ (loss) from discontinued operations

The profit / (loss) and cash flows of the discontinued operations are shown below.

9 Related party transactions

List of related parties :

9A Subsidiary Companies

Dee Greaves Limited

Greaves Cotton Middle East FZC (up to 20th April 2017)

Greaves Leasing Finance Limited

9B Promoter and the promoter group companies, where company has transactions during the year

Mr Karan Thapar, Chairman Bharat Starch Products Limited DBH International Private Limited Karun Carpets Private Limited EICL Limited

Premium Transmission Private Limited

9C Key Management Personnel :

Mr Nagesh A Basavanhalli Managing Director & CEO from 27th September 2016

Mr Sunil Pahilajani Managing Director & CEO upto 15th September 2016

Ms Monica Chopra Executive Director - Legal & Company Secretary upto 25th December 2016

Ms Neetu Kashiramka Chief Financial Officer from 5th February 2018

Mr Narayan Barasia Chief Financial Officer upto 5th February 2018

9D Transactions with related parties

The following transactions occurred with the related parties:

During the year, the company did not enter into any material transaction (as defined in the Company’s Policy on Related Party Transaction) with related parties. All other transactions of the company with related parties were in the ordinary course of business and at an arm’s length.

The amounts outstanding are unsecured and will be settled in cash. No amounts are written off / written back during the year (Previous Year Nil).

10A The lease agreements provide an option to the company to renew the lease at the end of non-cancellable period. There are no exceptional / restrictive covenants in the lease agreements.

11 Short Term Finance facilities from Banks and Cash Credit facilities (Nil balance as at Balance Sheet date) are secured by hypothecation of all inventory, spares, tools and book debts, present and future, of the Company. The charges on these assets also extend to letters of credit and bank guarantees up to Rs.16.88 crore (previous year Rs.6.57 crore) and Rs.7.72 crore (previous year Rs.6.88 crore) respectively.

12 (i) The income tax assets (Net) under non current assets represents the difference between the advance taxes paid for past years net of provisions.

(ii) The income tax liabilities (Net) under current liabilities represents the income tax liabilities for current and past years net of advance taxes paid.

13 Recent accounting pronouncements - Standards issued but not yet effective:

In March 2018, the Ministry of Corporate Affairs issued the Companies (Indian Accounting Standards) (Amendments) Rules, 2018, notifying amendments to Ind AS 12, ‘Income Taxes’, Appendix B to Ind AS 21, ‘The Effects of Changes in Foreign Exchange Rates’ and Ind AS 115 ‘Revenue from Contract with Customers’. The amendments are applicable to the company from 1st April 2018.

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

This amendment 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 company does not expect this amendment to have any impact on its financial statements.

Ind AS 115- Revenue from Contract with Customers:

Revenue from Contract with Customers. The core principle of the new standard is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Further the new standard requires enhanced disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from the entity’s contracts with customers.

The standard permits two possible methods of transition:

- Retrospective approach - Under this approach the standard will be applied retrospectively to each prior reporting period presented in accordance with Ind AS 8 - Accounting Policies, Changes in Accounting Estimates and Errors

- Retrospectively with cumulative effect of initially applying the standard recognised at the date of initial application (Cumulative catch - up approach) The effective date for adoption of Ind AS 115 is financial periods beginning on or after 1st April, 2018.

The company is evaluating the requirements of the amendment and its effect on the financial statements.

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Mar 31, 2017

1. RISK MANAGEMENT

2. Capital risk management

The Company manages its capital to ensure that it will be able to continue as a going concern while maximizing the returns to stakeholders. The company has no borrowings, except cash credit facilities.

3. Financial instruments

The significant accounting policies, including the criteria for recognition, the basis of measurement and the basis on which income & expenses are recognized, in respect of each class of financial asset, financial liability and equity instrument are as disclosed in note no. 8, 9 & 18 to financial statements.

4. Financial and liquidity risk management objectives

5. The Company has a very conservative policy on investing surplus funds. The investments are in debt schemes of mutual funds and fixed deposits with banks and financial institutions. Highest rated portfolios of the mutual funds are selected with high liquidity.

6. The average payment terms of creditors (trade payables) is 76 days. In case of MSMED creditors the payment terms are within 45 days. Other financial liabilities viz. employee payments, dealer deposits are payable within one year.

7. Trade receivables are secured against letters of credit, bank guarantees and security deposits. At the end of the year, there is no significant concentration of credit risk for trade receivables as only three parties constitutes more than 5% of the total outstanding amount and is fully secured by letter of credit.

8. Of the total outstanding as at reporting date, 70% of the total debts are secured receivables. In case of unsecured receivables the company has a credit policy where the provision for debts outstanding is made based on provision matrix to compute the expected credit loss allowance taking into account historical experience of customers and the credit limit as determined by the management.

9. The products of the Company under engine segment include application of engines in farm equipment and genets. The products under other segment include products traded by International Business and After Market Business

10. Foreign currency risk management

The use of foreign currency forward contracts is governed by the Company''s strategy, approved by the Board of Directors, which provides principles on the use of such forward contracts consistent with the Company''s Risk Management Policy. The Company uses foreign currency forward contracts to hedge its risks associated with foreign currency fluctuations relating to certain firm commitments and forecasted transactions for amounts in excess of natural hedge available on export realizations against import payments. The Company does not use forward contracts for speculative purposes.

11. This is mainly attributable to the exposure outstanding on foreign currency receivables and payables in the Company at the end of the reporting period.

12. The company hedges its net exposure in foreign currencies and as such the profit or loss of the company is not subject to foreign exchange fluctuation.

13. Credit risk management

The company has credit policy for its trade receivables. To minimise the risk company takes letters of credit, bank guarantees and security deposits from the customers based on the credit worthiness. Ongoing credit evaluation is performed on the financial condition of accounts receivable.

14. Fair value measurements

This note provides information about how the Company determines fair value of various financial asset and financial liabilities.

15. Fair value of the Company''s financial assets and financial liabilities that are measured at fair value on recurring basis:

Some of Company financial asset and financial liabilities are measured at fair value at end of the reporting period.

The following table gives information about how the fair value of these financial assets and liabilities are determined

35. SEGMENT INFORMATION segment identification:

Business segments have been identified on the basis of the nature of products/services, their risk-return profile, the organizational structure and the internal reporting system of the Company.

Reportable segments:

Reportable segments have been identified as per the aggregation criteria specified in Ind AS-108:''Operating Segments''

Segment Composition:

16. Engines include application of engines in farm equipment and gensets.

17. Others include products traded by International Business and After Market Business.

Operating segments:

18. The risk-return profile of the Company''s business is determined predominantly by the nature of its products and services.

19. In respect of geographical information, the Company has identified its geographical areas as (i) Domestic and (ii) Overseas.

The expenses and incomes which are not directly attributable to the business segments are shown as central administration costs. Unallocated assets mainly comprise of investments, cash and bank balances, advance tax and unallocated liabilities mainly include tax provisions and provisions for employee retirement benefits.

20. discontinued operations

21. plan to dispose of the manufacturing operations of construction Equipment (Infrastructure) Business

On 18th September 2014, the Company discontinued manufacturing operations of Construction Equipment (Infrastructure) business due to non-viability and accordingly the related assets are disclosed as assets held for sale.

22. Analysis of profit for the year from discontinued operations

The result of the discontinued operations included in the profit for the year are set out below. The comparative profit and cash flows from discontinued operations have been presented as if these operations were discontinued in the prior years as well.

23. Short Term Finance facilities from Banks and Cash Credit facilities (Nil balance as at Balance Sheet date) are secured by hypothecation of all inventory, spares, tools and book debts, present and future, of the Company. The charges on these assets also extend to letters of credit and bank guarantees up to Rs. 6.57 crore (previous year Rs. 2.49 crore) and Rs. 6.88 crore (previous year Rs. 3.14 crore) respectively.

24. The income tax assets (Net) under noncurrent assets represents the difference between the advance taxes paid for past years net of provisions.

25. The income tax liabilities (Net) under current liabilities represents the income tax liabilities for current and past years net of advance taxes paid.

26. RECENT ACCOUNTING PRONOUNCEMENTS - STANDARDS ISSUED BUT NOT YET EFFECTIVE:

In March 2017, the Ministry of Corporate Affairs issued the Companies (Indian Accounting Standards) (Amendments) Rules, 2017, notifying amendments to Ind AS 7, ''Statement of cash flows'' and Ind AS 102, ''Share-based payment''. These amendments are in accordance with the recent amendments made by International Accounting Standards Board (IASB) to IAS 7, ''Statement of cash flows'' and IFRS 2, ''Share-based payment'', respectively. The amendments are applicable to the company from 1st April 2017.

Amendment to Ind AS 7:

The amendment to Ind AS 7 requires the entities to provide disclosures that enable users of financial statements to evaluate changes in liabilities arising from financing activities, including both changes arising from cash flows and non-cash changes, suggesting inclusion of a reconciliation between the opening and closing balances in the balance sheet for liabilities arising from financing activities, to meet the disclosure requirement.

The company is evaluating the requirements of the amendment and its effect on the financial statements.

Amendment to Ind AS 102:

The amendments to Ind AS 102 provides specific guidance to measurement of cash-settled awards, modification of cash-settled awards and awards that include a net settlement feature in respect of withholding taxes.

The company does not expect this amendment to have any impact on its financial statements.

27. Adjustments to Statement of cash flows

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

28. Notes to first time adoption

29. 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 events. Accordingly, provision for proposed dividend was recognized as a liability. Under Ind AS, such dividends are recognized when the same is approved by the Shareholders in the general meeting. Accordingly, the liability for proposed dividend of Rs. 29.53 crore as at 31st March 2016 (1st April 2015 - Rs. 32.15 crore) included under provisions has been reversed with corresponding adjustment to retained earnings. Consequently, the total equity increased by an equivalent amount.

30. Under the previous GAAP, investments in equity instruments and mutual funds were classified as long-term investments or current investments based on the intended holding period and reliability. Long-term investments were carried at cost less permanent diminution 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 recognized in retained earnings as at the date of transition and subsequently in the profit or loss for the year ended 31st March 2016. This increased the retained earnings by Rs. 1.86 crore as at 31st March 2016 (1st April 2015 - Rs. 0.47 crore).

31. Under the previous GAAP, interest free lease security deposits (that are refundable in cash on completion of the lease term) are recorded at their transaction value. Under Ind AS, all financial assets are required to be recognized at fair value. Accordingly, the Company has fair valued these security deposits and under Ind AS. Difference between the fair value and transaction value of the security deposit has been recognized as prepaid rent. Consequent to this change, the amount of security deposits decreased by Rs. 0.13 crore as at 31st March 2016 (1st April 2015 - Rs. 0.26 crore). The prepaid rent increased by Rs. 0.12 crore as at 31st March 2016 (1st April 2015 - Rs. 0.25 crore). Total equity decreased by Rs. 0.01 crore as on 1st April 2015. The profit for the year and total equity as at 31st March 2016 decreased by Rs. 0.01 crore due to amortization of the prepaid rent of Rs. 0.13 crore which is partially off-set by the notional interest income of Rs. 0.12 crore recognized on security deposits.

32. Under Ind AS, investment property is required to be presented separately in the balance sheet and depreciation is charged on it. Accordingly, the carrying value of investment property as at 1st April 2015 of Rs. 4.28 crore and as at 31st March 2016 of Rs. 4.08 crore under previous GAAP has been reclassified to a separate line item on the face of the balance sheet. The Company has opted for the deemed cost exemption available to it in accordance with Ind AS 101. There was no impact on total equity or total comprehensive income due to this adjustment.

33. Under the previous GAAP, the premium or discount arising at the inception of forward exchange contracts entered into to hedge an existing asset / liability, is amortised as expense or income over the life of the contract. Exchange differences on such a contract are recognized in the statement of profit and loss in the reporting period in which the exchange rates change. Any profit or loss arising on cancellation or renewal of such a forward exchange contract is recognized as income or as expense for the period.

Forward exchange contracts outstanding as at the year-end on account of firm commitment / highly probable forecast transactions are marked to market and the losses, if any are recognized in the statement of profit and loss and gains are ignored in accordance with the announcement by the Institute of Chartered Accountants of India on "Accounting for Derivatives" issued in March 2008.

Under Ind AS 109, derivatives which are not designated as hedging instruments are fair valued with resulting changes being recognized in statement of profit and loss. Consequent to this adjustment, the equity of the company increased by Rs. 0.16 crore as at 31st March 2016 (increased by Rs. 0.07 crore as at 1st April 2015).

34. Under Ind AS 19, re-measurements i.e. actuarial gains and losses and the return on plan assets, excluding amounts included in the net interest expense on the net defined benefit liability are recognized in other comprehensive income instead of statement of profit and loss. Under the previous GAAP, these re-measurements were forming part of the statement of profit and loss for the year. As a result of this change, the Statement of profit for the year ended 31st March 2016 decreased by Rs. 0.99 crore (Net of tax). There is no impact on the total equity as at 31st March 2016.

Under Ind AS, all items of income and expense recognized in a period should be included in profit or loss for the period, unless a standard requires or permits otherwise. Items of income and expense that are not recognized in profit or loss but are shown in the statement of profit and loss as ''other comprehensive income'' includes re-measurements of defined benefit plans. The concept of other comprehensive inco

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Mar 31, 2016

Contingent liability is disclosed in the case of:

i) a present obligation arising from a past event, when it is not probable that an outflow of resources will be required to settle the obligation

ii) a present obligation when no reliable estimate is possible, and

iii) a possible obligation, arising from past events where the probability of outflow of resources is not remote.

Contingent assets are neither recognized nor disclosed.

Provisions, contingent liabilities and contingent assets are reviewed at each balance sheet date and updated / recognized as appropriate.

d) Terms / Rights attached to equity shares

(i) The Company has only one class of equity shares having a face value of Rs,2 per share. The equity share rank pari pasu in all respects including voting rights and entitlement of dividend.

(ii) In the event of liquidation of the Company, the holder of equity shares will be entitled to receive the remaining assets of the Company, after distribution of all preferential amounts, if any, in proportion to the number of equity shares held by the shareholders.

*As at 1^st April, 2015, in accordance with Schedule II to Companies Act, 2013 the company carried out exercise of componentization of fixed assets. The impact of additional depreciation (net of deferred tax benefit of Rs,0.47 crore) was adjusted against the opening balance of Retained Earnings.

In previous year it represents the written down value of fixed assets (net of residual value), which have no balance useful life in accordance with Schedule II to Companies Act, 2013 as at 1^st April, 2014. These balances (net of deferred tax benefit of Rs,3.89 crore) have been adjusted against the opening balance of Retained Earnings.

The Company gives warranties for its products, undertaking to repair or replace the items that fail to perform satisfactorily during the warranty period. Provision made at the yearend represents the amount of expected cost of meeting such obligations of rectification / replacement. The timing of the outflows is expected to be within a period of eighteen months.

NOTES : (I) Net block of Freehold Land and Building includes Rs, 3.91 crore (Previous Period Rs, 3.91 crore) added on revaluation as on 31^st May, 1987.

(II) Freehold Building includes Rs, 5.84 crore (Previous Period Rs, 5.94 crore) towards cost of ownership flats in Co-operative Housing Societies / Condominium and cost of Nil shares (Previous Period 5 shares) ofRs, 50/- each.

(III) *Represents the assets of dis-continued manufacturing operations of Construction Equipment (Infrastructure) Business, which are identified by management as ''Assets held for sale''.

(IV) **During the year, componentization of fixed assets was carried out in accordance with Schedule II to Companies Act, 2013 as at 1^st April, 2015. The impact of additional depreciation isRs, 1.36 crore. It also includes the impairment of certain assetsRs,6.47 crore (net of impairment reversal of previous yearRs,0.36 crore).

Disclosure as required by Accounting Standard (AS)-15 (Revised) ''Employee Benefits'' :

1. Defined Contribution Plans:

The amount recognized as an expense during the year ended 31^st March, 2016 towards Provident Fund (including admin charges), ESIC contribution and Superannuation is '' 6.27 crore (Previous Year Rs,7.06 crore), Rs,0.21 crore (Previous Year Rs,0.31 crore) and Rs,3.33 crore (Previous Year Rs,3.65 crore) respectively.

2. Defined Benefit Plans:

A) Gratuity & Excreta:

The Company has a defined benefit plan (the ''Gratuity Plan''), managed by trusts. The Gratuity Plan provides for a lump sum payment to vested employees at retirement or termination of employment, whichever is earlier, based on the respective employee''s last drawn salary and years of employment with the Company. The benefit vests after five years of continued service.

B) Compensated Absence:

The obligation for compensated absences is recognized in the same manner as gratuity and net charge to the Statement of Profit and Loss for the year is Rs,6.52 crore (Previous Year Rs,2.65 crore).

C) Retirement Pension Scheme:

For UK branch employees, based on the estimation given by the actuary, the Company has recognized a write back of Rs,0.94 crore, equivalent to GBP 96,700 (Previous year charge of Rs,0.58 crore, equivalent to GBP 62,300) towards present value of post retirement pension. The yearend balance amounts to Rs,Nil, equivalent to GBP Nil (Previous year Rs,3.25 crore, equivalent to GBP 352,000).

Note:

The estimates of future increase in salary, considered in the actuarial valuation, have been derived based on expected inflation, seniority changes, promotion and other relevant factors such as demand in the employment market.

Notes:

1) During the Year the company provided for permanent diminution in the value of its investment in Greaves Cotton Middle East FZC (''GCME'') as company decided to scale down the operations of GCME on account of continued losses.

2) During the year the company sold some of its immovable properties.

3) Based on the assessment of carrying value of some of the assets, its relisable value & the expected future economic benefits, the company provided for impairment on Land & Building at Gummidipoondi, Plant and Equipment at various locations.

No amounts are written off / written back during the year (Previous Year Nil). During the year, provision which was created in the previous year on amount due from Greaves Cotton Middle East FZC Rs,3.7 crore has been reversed Rs,3.7 crore.

Transactions when rounded off are lower than Rs,1 lac, are not disclosed in the above details.

Segment Identification, Reportable Segments and Segment Composition:

Segment Identification:

Business segments have been identified on the basis of the nature of products / services, the risk-return profile of individual divisions, the organizational structure and the internal reporting system of the Company.

Reportable Segments:

Reportable segments have been identified as per the quantitative criteria specified in Accounting Standard (AS)-17: ''Segment Reporting''

Segment Composition:

1. Engines include Agro products and Gensets.

2. Infrastructure Equipment comprises of equipment used in road construction, bridges, dams, mining, etc.

3. Others includes products traded by International and After Market Business.

Primary / secondary Segment:

1. The risk-return profile of the Company''s business is determined predominantly by the nature of its products and services. Accordingly, the business segments constitute the primary segments for disclosure of segment information.

2. In respect of secondary segment information, the Company has identified its geographical segments as (i) Domestic and

(ii) Overseas.

The expenses and incomes which are not directly attributable to the business segments are shown as unallowable income / expenditure. Unallowable assets mainly comprise of investments, cash and bank balances, advance tax and unallowable liabilities mainly include loan funds, tax provisions and provisions for employee retirement benefits.

b) Derivative Instruments:

The Company uses foreign currency forward contracts to hedge its risks associated with foreign currency fluctuations relating to certain firm commitments and forecasted transactions. The use of foreign currency forward contracts is governed by the Company''s strategy, approved by the Board of Directors, which provides principles on the use of such forward contracts consistent with the Company''s Risk Management Policy. The Company does not use forward contracts for speculative purposes.

3. DUES TO MICRO AND SMALL ENTERPRISES:

The information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act) has been determined to the extent such parties have been identified on the basis of information available with the Company.

4. Short Term Finance facilities from Banks and Cash Credit facilities (Nil balance as at Balance Sheet date) are secured by hypothecation of all inventory, spares, tools and book debts, present and future, of the Company. The charges on these assets also extend to letters of credit and bank guarantees upto Rs,2.49 crore (Previous Year Rs,4.59 crore) and Rs,3.14 crore (Previous Year Rs,4.05 crore) respectively.

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

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Mar 31, 2014

1 General Information:

Greaves Cotton Limited (the ''Company'') is engaged in manufacturing of engines and construction equipment and trading of power tillers, motor graders etc. The Company has manufacturing facilities in the states of Maharashtra and Tamil Nadu. The products are mainly sold in India with some export to Middle East, Africa & South East Asia Region. The Company has one direct and two indirect subsidiaries having operations in India and Sharjah.

2. Defined Contribution Plans:

The amount recognised as an expense during the year ended 31st March 2014 towards Provident Fund (including admin charges), ESIC contribution and Superannuation is Rs. 7.34 crore (Previous Year Rs. 7.93 crore), Rs. 0.45 crore (Previous Year Rs. 0.60 crore) and Rs. 3.62 crore (Previous Year Rs. 3.03 crore) respectively.

3. Defined Benefit Plans:

A) Gratuity :

The Company has a defined Benefit plan (the ''Gratuity Plan''), managed by trusts. The Gratuity Plan provides for a lump sum payment to vested employees at retirement or termination of employment, whichever is earlier, based on the respective employee''s last drawn salary and years of employment with the Company. The Benefit vests after five years of continued service.

B) Compensated Absence:

The obligation for compensated absences is recognised in the same manner as gratuity and net charge to the Statement of Profit and Loss for the year is Rs. 1.17 crore (Previous Year Rs. 1.39 crore).

C) Retirement Pension Scheme:

For UK branch employees, based on actuarial valuation, the Company has recognised a charge of Rs. Nil, equivalent to GBP Nil (Previous year Rs. 1.36 crore, equivalent to GBP 157,350) towards present value of post retirement pension. The year end balance amounts to Rs. 3.35 crore, equivalent to GBP 335,800 (Previous year Rs. 3.17 crore, equivalent to GBP 381,900).

a) i) Greaves Auto Limited (GAL), wholly owned subsidiary of the Company was liquidated as at 10th April 2014 using the Fast

Track Exit Mode as prescribed in the Guidelines for Fast Track Exit Mode for defunct companies under section 560 of the Companies Act, 1956 - The liquidation loss in relation to this investment was accounted in the books of account. There were no operations in GAL since its inception.

ii) The Company''s wholly owned subsidiary, Greaves Cotton Netherlands BV (GCN), held 100% stake in Greaves Farymann Diesel GmbH (GFD). The Company had provided Corporate Guarantee on behalf of GFD in the past. To meet the conditions of such Corporate Guarantee and also to enable GFD to settle its outstanding liabilities, the Company made further investment in GCN, which in turn invested the proceeds in GFD. GCN divested its stake in GFD in October 2013 at a loss. In December 2013, liquidation proceedings for GCN were initiated, which concluded in March 2014. The management has accounted for both impairment and liquidation loss in relation to its investments in GCN in the books of account as at 31st March 2014.

b) During the year, the management of the Company carried out an exercise of rationalisation of manpower at few locations. It offered separation scheme to the employees and paid compensation for the same.

c) During the year, the Company sold two of its residential properties and earned profit thereon.

d) During the year, the Company closed its foundry. The fixed asset impairment on closure is recognised in the books by writing down the asset values to their estimated realisable value.

No amounts are written of / written back during the year except for Investment in Greaves Cotton Netherlands B.V of Rs. 67.32 crore (Previous year Rs. Nil) and Trade receivables from Greaves Farymann Diesel GmbH of Rs. 3.07 crore (Previous year Rs. Nil).

Transactions when rounded of are lower than Rs. 1 lac, are not disclosed in the above details.

IV. Key Management Personnel (KMP):

Remuneration to Managing Director Rs. 2.22 crore (Previous Year Rs. 1.90 crore).

Segment Identification:

Business segments have been Identified on the basis of the nature of products/services, the risk-return Profile of individual divisions, the organisational structure and the internal reporting system of the Company.

Reportable Segments:

Reportable segments have been Identified as per the quantitative criteria specified in Accounting Standard (AS)-17:'' Segment Reporting''

Segment Composition:

1. Engines include Agro products and Gensets.

2. Infrastructure Equipment comprises of equipment used in road construction, bridges, dams, mining, etc.

3. Others includes products traded by International and After Market Business.

Primary / secondary Segment:

1. The risk-return Profile of the Company''s business is determined predominantly by the nature of its products and services. Accordingly, the business segments constitute the primary segments for disclosure of segment information.

2. In respect of secondary segment information, the Company has Identified its geographical segments as (i) Domestic and (ii) Overseas.

The expenses and incomes which are not directly attributable to the business segments are shown as unallocable income/ expenditure. Unallocable assets mainly comprise of investments, cash and bank balances, advance tax and unallocable liabilities mainly include loan funds, tax provisions and provisions for employee retirement Benefits.

4. Details of Lease Transactions:

a) Certain properties, computers & vehicles are taken on non-cancellable operating lease. These lease agreements are normally renewed on expiry.

b) Rent expense in respect of operating lease, for year ended, 31st March 2014, was Rs. 10.39 crore (Previous Year Rs. 9.93 crore).

c) The lease agreements provide for an option to the Company to renew the lease at the end of the non-cancellable period. There are no exceptional / restrictive covenants in the lease agreements.

b) Derivative Instruments:

The Company uses foreign currency forward contracts to hedge its risks associated with foreign currency fluctuations relating to certain firm commitments and forecasted transactions. The use of foreign currency forward contracts is governed by the Company''s strategy, approved by the Board of Directors, which provides principles on the use of such forward contracts consistent with the Company''s Risk Management Policy. The Company does not use forward contracts for speculative purposes.

5. Details on Borrowing costs:

Disclosure as required by Accounting Standard (AS)-16 ''Borrowing Costs'' No borrowing costs have been capitalised during the year

6. Management has evaluated the need for impairment of assets as required by Accounting Standard (AS)-28 '' Impairment of Assets'' and on the basis of such evaluation, management has provided for necessary impairment as at 31st March 2014.

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

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Mar 31, 2013

1 General Information:

Greaves Cotton Limited (the ''Company'') is engaged in manufacturing of engines and construction equipment and trading of power tillers, motor graders etc. The Company has manufacturing facilities in the states of Maharashtra and Tamil Nadu. The products are mainly sold in India with some export to Middle East, Africa & South East Asia Region. The Company has four direct and two indirect subsidiaries having operations in India, Netherlands, Germany and Sharjah.

2. Details of Lease Transactions:

a) Certain plant & machinery, computers and vehicles are taken on non-cancellable operating lease. These lease agreements are normally renewed on expiry.

b) Rent expense in respect of operating lease, for year ended, 31st March 2013, was Rs. 9.93 crore (Previous Year Rs. 8.51 crore). Contingent rent recognised in Statement of profit and loss is Rs. Nil ( Previous Year Rs. Nil).

c) The lease agreements provide for an option to the Company to renew the lease at the end of the non-cancellable period. There are no exceptional / restrictive covenants in the lease agreements.

3. Details of Derivative Instruments & Unhedged Foreign Currency Exposures:

a) The year end foreign currency exposures that were not hedged by a derivative instrument or otherwise are given below:

i) Amount receivable in foreign currency on account of the following:

b) Derivative Instruments:

The Company uses foreign currency forward contracts to hedge its risks associated with foreign currency fluctuations relating to certain firm commitments and forecasted transactions. The use of foreign currency forward contracts is governed by the Company''s strategy, approved by the Board of Directors, which provides principles on the use of such forward contracts consistent with the Company''s Risk Management Policy. The Company does not use forward contracts for speculative purposes.

4. Dues to Micro and Small Enterprises:

The information as required to be disclosed under the Micro, Small and Medium Enterprises Development Act, 2006 (MSMED Act) has been determined to the extent such parties have been identified on the basis of information available with the Company.

5. Management has evaluated the need for impairment of assets as required by Accounting Standard (AS)-28 '' Impairment of Assets'' and on the basis of such evaluation, management has provided for neccessary impairment as at 31st March 2013.

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

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Mar 31, 2012

1 General Information: Greaves Cotton Limited (the 'Company') is engaged in manufacturing of engines and construction equipment and trading of power tillers, motor graders etc. The Company has manufacturing facilities in the states of Maharashtra and Tamil Nadu. The products are mainly sold in India with some export to Middle East, Africa & South East Asia Region. The Company has four direct and two indirect subsidiaries having operations in India, Netherlands, Germany and Sharjah.

As at As at 31.03.2012 31.03.2011 Rs Crore Rs Crore

2. Contingent Liabilities:

a) Sales Tax liability that may arise in respect of matters in appeal 6.41 7.44

b) Excise Duty liability that may arise in respect of matters in appeal 2.31 2.21

c) Income Tax liability that may arise in respect of matters in appeal 2.84 2.84

d) Claims made against the Company, not acknowledged as debts 14.80 13.98

e) Wage demand not acknowledged by the Company in respect of matter in appeal - 3.37

f) Bonds executed in favour of Collector of Customs/Central Excise 8.89 8.88

g) Guarantees given on behalf of a subsidiary company 13.91 13.01

Notes:

1. The Company does not expect any reimbursement in respect of the above contingent liabilities.

2. It is not practical to estimate the timing of cash outflows, if any, in respect of matters (a) to (e) above, pending resolution of the appellate proceedings.

1. Defined Contribution Plans:

The amount recognised as an expense during the year ended 31st March 2012 towards Provident Fund (including admin charges) ESIC contribution and Superannuation is Rs 6.11 crore (Previous Period Rs 4.30 crore) and Rs 0.82 crore (Previous Period Rs 0.53 crore) and Rs 2.42 crore (Previous Period Rs 1.45 crore) respectively.

2. Defined Benefit Plans:

A) Gratuity :

The Company has a defined benefit plan (the Gratuity Plan), managed by trusts.The Gratuity Plan provides for a lump sum payment to vested employees at retirement or termination of employment, whichever is earlier, based on the respective employee's last drawn salary and years of employment with the Company. The benefit vests after five years of continued service.

B. Compensated Absences:

The obligation for compensated absences is recognised in the same manner as gratuity and net charge to the statement of profit and loss for the period is Rs 0.45 crore (Previous Period Rs 0.28 crore).

C. Retirement Pension Scheme :

For UK branch employees, based on actuarial valuation , the Company had recognised liability of Rs 4.36 crore (equivalent GBP 5,92,000) in the year 2009-2010, towards present value of post retirement pension and the same is now funded appropriately.

Note:

The estimates of future increase in salary, considered in the actuarial valuation, have been derived based on expected inflation, seniority changes, promotion and other relevant factors such as demand in the employment market.

a) During the year, the Company sold land and building situated at Thoraipakkam, Tamil Nadu. Till 2008-09, the Company had its Farm Equipment Business's manufacturing facility situated there at. In 2008-09, the same was relocated to Gummidipoondi, Tamil Nadu.

b) During the year, the Company carried out an extensive exercise to identify obsolete inventory arising out of design, model and technological changes. This charge represents the consequent devaluation arising out of the said exercise.

c) The Company's subsidiary, Greaves Cotton Netherlands B.V. (GCN), holds 100% stake in Greaves Farymann Diesel GmbH (GFD).Due to losses incurred in the past, the net worth of GFD has been fully eroded. The management has detailed plans in place to increase market share of GFD using the international network of the Company and through aggressive marketing efforts. GFD expects to generate earnings, which would contribute to the net worth and the management of GFD and the Company do not expect further impairment in the investments of GCN in GFD. Accordingly, the management of the Company has decided to impair the Company's investment in GCN to the extent of 50% of GCN's corresponding investment in GFD.

Segment Identification, Reportable Segments and Segment Composition :

Segment Identification:

Business segments have been identified on the basis of the nature of products/services, the risk-return profile of individual divisions, the organisational structure and the internal reporting system of the Company.

Reportable Segments:

Reportable segments have been identified as per the quantitative criteria specified in Accounting Standard (AS)-17:'Segment Reporting'

Segment Composition:

1. Engines comprises of single and multi cylinder engines.

2. Infrastructure Equipment comprises of equipment used in road construction, bridges, dams, mining, etc.

3. Others includes Power Tillers and other products traded by International Business.

Primary / secondary Segment:

1. The risk-return profile of the Company's business is determined predominantly by the nature of its products and services. Accordingly, the business segments constitute the primary segments for disclosure of segment information.

2. In respect of secondary segment information, the Company has identified its geographical segments as (i) Domestic and

(ii) Overseas.

The expenses and incomes which are not directly attributable to the business segments are shown as unallocable income/ expenditure. Unallocable assets mainly comprise of investments, cash and bank balances, advance tax and unallocable liabilities mainly include loan funds, tax provisions and provisions for employee retirement benefits.

b) Rent expense in respect of operating lease, for year ended, 31st March 2012, was Rs 8.51 crore (Previous Period Rs 5.07 crore). Contingent rent recognised in statement of profit and loss is Rs Nil ( Previous Period Rs Nil).

c) The lease agreements provide for an option to the Company to renew the lease at the end of the non-cancellable period. There are no exceptional / restrictive covenants in the lease agreements.

3. Management has evaluated the need for impairment of assets as required by Accounting Standard (AS)-28 ' Impairment of Assets' and on the basis of such evaluation, management has provided for neccessary impairment as at 31st March 2012. (Refer Note 35)

4. Figures for the corresponding period are for a period of nine months due to change in financial year end to 31st March during the previous period and hence are not comparable with the figures of the current year. Figures for the previous period have been regrouped / reclassified, wherever necessary.

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Jun 30, 2010

2009-2010 2008-2009

Rs. Crore Rs. Crore

1 Contingent Liabilities

a) Sales Tax liability that may arise in respect of matters in appeals 8.45 8.35

b) Excise Duty liability that may arise in respect of matters in appeals 0.90 0.94

c) Income Tax liability that may arise in respect of matters in appeals 2.84 3.48

d) Claims made against the Company, not acknowledged as debt 14.52 13.88

e) Bonds executed in favour of Collector of Customs/Central Excise 8.98 9.08

f) Guarantees given on behalf of a subsidiary company 11.53 16.78

g) Wage demand not acknowledged by the Company in respect of matter in appeal 2.89 - Note:

1. The Company does not expect any reimbursement in respect of the above contingent liabilities.

2. It is not practical to estimate the timing of cash outflows, if any, in respect of matters at (a) to (d) and (g) above, pending resolution of the appeallate procedings.

b) Rental expenses in respect of operating lease was ? 1.92 crore(Previous Year ? 1.92 crore). Contingent rent recognised in Profit and Loss account is ? Nil.( Previous Year ^ Nil).

c) The lease agreements provide for an option to the Company to renew the lease at the end of the non-cancellable period. There are no exceptional/restrictive covenants in the lease agreements.

2 a) The year end foreign currency exposures that were not hedged by a derivative instrument or otherwise are given below:

b) Derivative Instruments

The Company uses foreign currency forward contracts to hedge its risks associated with foreign currency fluctuations relating to certain firm commitments and forecasted transactions. The use of foreign currency forward contracts is governed by the Companys strategy approved by the Board of Directors, which provide principles on the use of such forward contracts consistent with the Companys Risk Management Policy. The Company does not use forward contracts for speculative purposes.

3 The tax year for the Company being the year ending 31st March, the provision for taxation for the financial year is the aggregate of the provision made for the nine months ended 31st March, 2010 and the provision based on the figures for the remaining three months upto 30th June, 2010, the ultimate tax liability of which will be determined on the basis of the figures for the period 1st April, 2010 to 31st March, 2011.

4 Disclosure as required by Accounting Standards (AS)-15 (Revised) Employee Benefits

a) Defined Benefit Plans

Gratuity:

b) Compensated absences :

The obligation for compensated absences is recognised in the same manner as gratuity and net charge to Profit and Loss account for the year is ? 0.66 crore (Previous Year ? 0.03 crore)

c) Retirement Pension Scheme :

In case of foreign branch employees, based on actuarial valuation, the Company has recognised liability of ? 4.36 crore (equivalent GBP 592,000), for present value of post retirement pension liability of which ? 1.79 crore (equivalent GBP 243,000) has been paid during the year. Notes:

1 The estimates of future increase in salary, considered in the actuarial valuation, have been taken on account of inflation, seniority, promotion and relevant factors such as demand in the employment market.

2 The amount shown against " Staff Expense" is net of excess of plan assets of prior year.

Business segments have been identified on the basis of the nature of products/services, the risk-return profile of individual divisions, the organisational structure and the internal reporting system of the Company.

Reportable Segments:

Reportable segments have been identified as per the quantitative criteria specified in Accounting Standard (AS)-17: Segment Reporting

Segment Composition:

1. Engines comprises of single and multi cylinder engines.

2. Infrastructure Equipments comprises of equipments used in road construction, bridges, dams, mining, etc.

3. Others includes traded products.

Primary/secondary segment reporting format:

1. The risk-return profile of the Companys business is determined predominantly by the nature of its products and services. Accordingly, the business segments constitute the primary segments for disclosure of segment information.

2. In respect of secondary segment information, the Company has identified its geographical segments as (i) Domestic and (ii) Overseas.

The expenses and incomes which are not directly attributable to the business segments are shown as unallocable income/ expenditure.

Unallocable assets mainly comprise of investments, cash bank, advance tax and unallocable liabilities include mainly loan funds, tax provisions and provision for employee retirement benefits. 20 Disclosures as required by Accounting Standard (AS)-18 Related Party Disclosures

I Relationships:

A) List of related parties over which control exists:

SI. Name of the Related Party Relationship

No.

1 Greaves Leasing Finance Limited Wholly Owned Subsidiary

2 Dee Greaves Limited Subsidiary of Greaves Leasing Finance Limited

3 Greaves Cotton Netherlands B.V. Wholly Owned Subsidiary

4 Greaves Farymann Diesel GmbH Subsidiary of Greaves Cotton Netherlands B.V.

5 Greaves Auto Limited Wholly Owned Subsidiary

B) Key Management Personnel:

Mr. Prabhakar Dev - Managing Director & CEO

C) List of related parties with whom transactions were carried out during the year and description of relatio:

Subsidiaries:

1 Greaves Leasing Finance Limited

2 Dee Greaves Limited 3 Greaves Cotton Netherlands B.V.

4 Greaves Farymann Diesel GmbH Key Management Personnel:

Mr. Prabhakar Dev - Managing Director & CEO

Other Related Parties:

1 Premium Energy Transmission Limited

2 Mr. Karan Thapar

IV Key Management Personnel (KMP):

Remuneration to Managing Director Rs. 1.04 crore (Previous year Rs. 2.53 crore, includes to former Managing Director upto 3rd May, 2009).

5 Management has evaluated impairment of assets as required by Accounting Standard (AS)-28 Impairment of Assets and on the basis of evaluation, management is of the opinion that there is no impairment of the Companies assets as at 30th June, 2010.

The Company gives warranties for its products undertaking to repair or replace the items that fail to perform satisfactorily during the warranty period. Provisions made at the year end represents the amount of expected cost of meeting such obligations of rectification / replacement. The timing of the outflows is expected to be within a period of eighteen months.

6 No borrowing costs have been capitalised during the year.

26 In case of one of the units of the Company the wage agreement with workers expired in December, 2006. The Company has appealed to the Division Bench of Madras High Court against the Tribunal Order. The Company has made the payments as per the Interim Order of the Division Bench. The Company has further recognized the liability in the books, based on the trend as existed in the industry for the location, over and above the amounts paid as per the Interim Order of the Madras High Court. Pending final order the liability is not fully ascertainable.(See schedule O, Note 1(g))

7 Sales is net of discount and includes direct sales compensation of Rs. 2.57 crore (Previous Year Rs. 1.48 crore).

8 The provision for Current Tax includes Wealth Tax Rs. 0.05 crore (Previous Year Rs. 0.06 crore) and is net of minimum alternate tax of Rs. 0.49 crore (Previous Year Rs. 3.82 crore)

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