Notes to Accounts of Indo Tech Transformers Ltd.

Mar 31, 2025

i. Provisions, contingent liabilities and contingent
assets

A provision is recognised if, as a result of a past event,
the Company has a present legal or constructive
obligation that can be estimated reliably, and it is
probable that an outflow of economic benefits will
be required to settle the obligation. Provisions are
determined by discounting the expected future
cash flows (representing the best estimate of the
expenditure required to settle the present obligation
at the balance sheet date) at a pre-tax rate that
reflects current market assessments of the time
value of money and the risks specific to the liability.
The unwinding of the discount is recognised as
finance cost. Expected future operating losses are
not provided for.

(i) Warranties

A provision for warranties is recognised when
the underlying products or services are sold. The
provision is based on technical evaluation, historical
warranty data and a weighting of all possible
outcomes by their associated probabilities.

(ii) Onerous contracts

A contract is considered to be onerous when the
expected economic benefits to be derived by the
Company from the contract are lower than the
unavoidable cost of meeting its obligations under
the contract. The provision for an onerous contract
is measured at the present value of the lower of the
expected cost of terminating the contract and the
expected net cost of continuing with the contract.

Before such a provision is made, the Company
recognises any impairment loss on the assets
associated with that contract.

Contingent liabilities are disclosed when there
is a possible obligation arising from past events,
the existence of which will be confirmed only by
the occurrence or non-occurrence of one or more
uncertain future events not wholly within the control
of the Company or a present obligation that arises
from past events where it is either not probable
that an outflow of resources will be required to
settle the obligation or a reliable estimate of the
amount cannot be made. Contingent assets are
neither recognised nor disclosed in the financial
statements.

j. Earnings per share

Basic earnings per share is computed by dividing
net profit or loss for the year attributable to equity —
shareholders by the weighted average number
of shares outstanding during the year. Diluted
earnings per share amounts are computed after
adjusting the effects of all dilutive potential equity
shares. The number of shares used in computing
diluted earnings per share comprises the weighted
average number of shares considered for deriving
basic earnings per share, and also the weighted
average number of equity shares, which could
have been issued on the conversion of all dilutive
potential shares.

k. Revenue

The Company derives revenues primarily from sale
of transformers and related services (i.e. freight,
insurance and labour).

(a) Sale of goods

Revenue is recognised when a promise in a customer
contract (performance obligation) has been
satisfied by transferring control over the promised
goods to the customer. Control over a promised
good refers to the ability to direct the use of, and
obtain substantially all of the remaining benefits
from those goods. Control is usually transferred
upon shipment, delivery to, upon receipt of goods
by the customer, in accordance with the individual
delivery and acceptance terms agreed with the

customers. Revenue towards satisfaction of a
performance obligation is measured at the amount
of transaction price (net of variable consideration)
allocated to that performance obligation. The
transaction price is based on the consideration
expected to be received in exchange for goods,
excluding amounts collected on behalf of third
parties such as sales tax or other taxes directly
linked to sales. Revenue from sale of goods is
recorded net of allowances for estimated rebates,
cash discounts and estimates of return of goods, all
of which are established at the time of sale.

If a contract contains more than one performance
obligation, the transaction price is allocated to
each performance obligation based on their
relative standalone selling prices. In case of any
modification to the contract, the entity recognises
such modification as a separate contract if it
increases both the performance obligation and the
consideration due for such modification.

Arrangements with customers for sale of the goods
are either on a fixed firm price basis or variable on
a key material price change basis.

Amounts due in respect of price escalation
claims and / or variation in sale are recognised
as revenue only if the contract allows for such
claims or variations and / or there is evidence
that the customer has accepted it and it is highly
probable that a significant reversal in the amount of
cumulative revenue recognised will not occur.

Liquidated damages/penalties, warranties
and contingencies are provided for, based on
management''s assessment of the estimated liability,
as per the contractual terms and / or acceptance.

Revenues in excess of invoicing are classified as
contract assets (i.e. unbilled revenue).

Consideration received before the transfer of
goods to the customers are presented as a contract
liability (i.e. advance from customers).

(b) Sale of services

Revenue from services is recognised as the
performance obligation is satisfied in accordance
with the terms of the relevant contract.

Disaggregation of revenue

The Company disaggregates revenue from
contracts with customers by the nature of sale
i.e. sale of transformers and sale of services and
type of contracts viz fixed price contract and
variable price contract. 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. Refer Note 22.

l. Recognition of interest income or expense

Interest income or expense is recognised using the
effective interest method.

The ''effective interest rate'' is the rate that exactly
discounts estimated future cash payments or
receipts through the expected life of the financial
instrument to:

- the gross carrying amount of the financial
asset; or

- the amortised cost of the financial liability.

In calculating interest income and expense, the
effective interest rate is applied to the gross
carrying amount of the asset (when the asset
is not credit-impaired) or to the amortised cost
of the liability. However, for financial assets that
have become credit-impaired subsequent to
initial recognition, interest income is calculated by
applying the effective interest rate to the amortised
cost of the financial asset. If the asset is no longer
credit-impaired, then the calculation of interest
income reverts to the gross basis.

m. Segment reporting

Operating segments are reported in a manner
consistent with the internal reporting provided to
the chief operating decision maker. The Company
is engaged into the business of manufacture and
sale of transformers and there are not more than
one reportable segment as envisaged by Indian
Accounting Standard 108 - Segment Reporting (Ind
AS-108).

n. Leases

The Company assesses whether a contract contains
a lease, at inception of a contract. A contract is,
or contains, a lease if the contract conveys the
right to control the use of an identified asset for
a period of time in exchange for consideration. To
assess whether a contract conveys the right to
control the use of an identified asset, the Company
assesses whether: (i) the contract involves the
use of an identified asset (ii) the Company has
substantially all of the economic benefits from use
of the asset through the period of the lease and (iii)
the Company has the right to direct the use of the
asset.

The Company recognises right-of-use asset (ROU)
representing its right to use the underlying asset
for the lease term at the lease commencement
date. The cost of the right-of-use asset measured
at inception shall comprise of the amount of the
initial measurement of the lease liability adjusted
for any lease payments made at or before the
commencement date less any lease incentives

received, plus any initial direct costs incurred and
an estimate of costs to be incurred by the lessee
in dismantling and removing the underlying asset
or restoring the underlying asset or site on which it
is located. The right-of-use assets is subsequently
measured at cost less any accumulated depreciation,
accumulated impairment losses, if any and adjusted
for any remeasurement of the lease liability. The
right-of-use assets is depreciated using the
straight-line method from the commencement date
over the shorter of lease term or useful life of right-
of-use asset. The estimated useful lives of right-
of-use assets are determined on the same basis
as those of property, plant and equipment. Right-
of-use assets are tested for impairment whenever
there is any indication that their carrying amounts
may not be recoverable. Impairment loss, if any, is
recognised in the statement of profit and loss.

The Company measures the lease liability at the
present value of the lease payments that are not
paid at the commencement date of the lease.
The lease payments are discounted using the
interest rate implicit in the lease, if that rate can
be readily determined. If that rate cannot be
readily determined, the Company uses incremental
borrowing rate. The lease payments shall include
fixed payments, variable lease payments, residual
value guarantees, exercise price of a purchase
option where the Company is reasonably certain to
exercise that option and payments of penalties for
terminating the lease, if the lease term reflects the
lessee exercising an option to terminate the lease.
The lease liability is subsequently remeasured by
increasing the carrying amount to reflect interest on
the lease liability, reducing the carrying amount to
reflect the lease payments made and remeasuring
the carrying amount to reflect any reassessment
or lease modifications or to reflect revised in¬
substance fixed lease payments. The company
recognises the amount of the re-measurement of
lease liability due to modification as an adjustment
to the right-of-use asset and statement of profit
and loss depending upon the nature of modification.
Where the carrying amount of the right-of-use
asset is reduced to zero and there is a further
reduction in the measurement of the lease liability,
the Company recognises any remaining amount of
the re-measurement in statement of profit and loss.

The Company has elected not to apply the
requirements of Ind AS 116 Leases to short-term
leases of all assets that have a lease term of 12
months or less and leases for which the underlying
asset is of low value. The lease payments associated
with these leases are recognized as an expense on
a straight-line basis over the lease term.

o. Income tax

Income tax comprises current and deferred tax. It is
recognised in profit or loss except to the extent that
it relates to an item recognised directly in equity or
in other comprehensive income.

(i) Current tax

Current tax comprises the expected tax payable or
receivable on the taxable income or loss for the year
and any adjustment to the tax payable or receivable
in respect of previous years. The amount of current
tax reflects the best estimate of the tax amount
expected to be paid or received after considering
the uncertainty, if any, related to income taxes. It is
measured using tax rates (and tax laws) enacted or
substantively enacted by the reporting date.

Current tax assets and current tax liabilities are
offset only if there is a legally enforceable right to
set off the recognised amounts, and it is intended
to realise the asset and settle the liability on a net
basis or simultaneously.

(ii) Deferred tax

Deferred tax is recognised in respect of temporary
differences between the carrying amounts
of assets and liabilities for financial reporting
purposes and the corresponding amounts used for
taxation purposes. Deferred tax is also recognised ⁸⁵
in respect of carried forward tax losses and tax
credits.

Deferred tax is not recognised for temporary
differences arising on the initial recognition of
assets or liabilities in a transaction that is not a
business combination and that affects neither
accounting nor taxable profit or loss at the time of
the transaction.

Deferred tax assets are recognised to the extent
that it is probable that future taxable profits will
be available against which they can be used. The
existence of unused tax losses is strong evidence
that future taxable profit may not be available. The
Company recognises a deferred tax asset only to
the extent that it has sufficient taxable temporary
differences or there is convincing other evidence
that sufficient taxable profit will be available
against which such deferred tax asset can be
realised. Deferred tax assets - unrecognised or
recognised, are reviewed at each reporting date
and are recognised / reduced to the extent that it is
probable / no longer probable respectively that the
related tax benefit will be realised.

Deferred tax is measured at the tax rates that are
expected to apply to the period when the asset is
realised or the liability is settled, based on the laws

that have been enacted or substantively enacted
by the reporting date.

The measurement of deferred tax reflects the tax
consequences that would follow from the manner
in which the Company expects, at the reporting
date, to recover or settle the carrying amount of its
assets and liabilities.

Deferred tax assets and liabilities are offset if there
is a legally enforceable right to offset current tax
liabilities and assets, and they relate to income
taxes levied by the same tax authority on the same
taxable entity, or on different tax entities, but they
intend to settle current tax liabilities and assets on

a net basis or their tax assets and liabilities will be
realised simultaneously.

p. Cash and cash equivalents

For the purpose of presentation in the statement
of cash flow, cash and cash equivalents includes
cash on hand, deposits held at call with the
financial institution, other short-term highly liquid
investments with original maturities of three
months or less that are readily convertible to
known amounts of cash and which are subject to
an insignificant risk of changes in value, and bank
overdrafts.

c Rights, preferences and restrictions attached to equity shares

The Company has a single class of equity shares. Accordingly, all equity shares rank equally with regard to
dividends and share in the Company''s residual assets. The equity shares are entitled to receive dividend as
declared from time to time. The voting rights of an equity shareholder in a poll (not on show of hands) are in
proportion to its share of the paid-up equity capital of the Company.

On winding up of the Company, the holders of equity shares will be entitled to receive the residual assets of
the company, remaining after distribution of all preferential amounts in proportion to the number of equity
shares held.

g Shares issued and bought back during the five years immediately preceding the date of Balance sheet
ie., March 31, 2025- Nil

B. Capital management

The Company''s policy is to maintain a strong capital base so as to maintain investor, creditor and market
confidence and to sustain future development of the business. It sets the amount of capital required on
the basis of annual business and long-term operating plans which include capital and other strategic
investments.

16 Other Equity

a. Securities premium

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

b. Capital reserve

Capital reserve represents the subvention (voluntary, non-repayable financial grant) of US$ 25 million (Rs.
14,912.50 lakhs) received from the Prolec GE Internacional, S de R.L de C.V., Mexico, the erstwhile holding
company.

c. General reserve

General reserve is the accumulation of retained earnings of the Company, apart from the statement of profit
and loss balance, which is utilised for meeting future obligations.

d. Retained earnings

Retained earnings represents surplus i.e., balance of the relevant column in the Statement of Changes in
Equity

e. Other comprehensive income

Remeasurements of defined benefit liability comprises of actuarial gains / losses and return on plan assets
(excluding interest income).

(a) Provisions for employee benefits

For details about the related employee benefits expense, Refer note 26.

The Company operates the following post-employment defined benefit plans.

Gratuity: The Company has a defined benefit gratuity plan, governed by the Payment of Gratuity Act, 1972. It
entitles an employee, who has rendered at least five years of continuous service, to gratuity at the rate of fifteen
days wages for every completed year of service or part thereof in excess of six months, based on the rate
of wages last drawn by the employee concerned. The gratuity plan is a funded plan and the Company makes
contributions to a fund managed by the LIC. The Company does not fully fund the liability and maintains a target
level of funding to be maintained over a period of time based on estimations of expected gratuity payments.

These defined benefit plans expose the Company to actuarial risks, such as longevity risk, interest rate risk and
market (investment) risk.

Note: The Company has not disclosed fair values of financial instruments such as trade receivables and related
unbilled revenue, cash and bank balances, deposits, bank deposits, interest accrued and trade payables (that
are short term in nature), because their carrying amounts are reasonable approximations of their fair values.
Such items have been classified under amortised costs in the above table.

B. Financial risk management

The Company has exposure to the following risks arising from financial instruments:

- Credit risk (See B(ii))

- Liquidity risk (See B(iii)) and

- Market risk (See B(iv))

(i) Risk management framework

The Company''s Board of Directors has overall responsibility for the establishment and oversight of the
Company''s risk management framework. The Board of Directors along with the top management are
responsible for developing and monitoring the Company''s risk management policies.

The Company''s risk management policies are established to identify and analyse the risks faced by the
Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk
management policies and systems are reviewed regularly to reflect changes in market conditions and the
Company''s activities. The Company, through its training and management standards and procedures, aims
to maintain a disciplined and constructive control environment in which all employees understand their roles
and obligations.

The Company''s audit committee oversees how management monitors compliance with the Company''s
risk management policies and procedures, and reviews the adequacy of the risk management framework
in relation to the risks faced by the Company. The audit committee is assisted in its oversight role by
internal audit. Internal audit undertakes both regular and ad hoc reviews of risk management controls and
procedures, the results of which are reported to the audit committee.

(ii) Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument
fails to meet its contractual obligations, and arises principally from the Company''s trade receivables,
deposits and other financial assets.

The carrying amount of financial assets represents the maximum credit exposure.

Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the
creditworthiness of customers to which the Company grants credit terms in the normal course of business.
The Company establishes an allowance for doubtful debts and impairment that represents its estimate of
incurred losses in respect of the Company''s trade receivables and other financial assets.

The Company''s exposure to credit risk is influenced mainly by the individual characteristics of each customer.
However, management also considers the factors that may influence the credit risk of its customer base,
including the default risk associated with the industry and country in which customers operate. In monitoring
customer credit risk, customers are grouped according to their credit characteristics, including end-user
customers, industry, trading history with the Company and existence of previous financial difficulties.

Expected credit loss assessment for customers as at March 31, 2025 and March 31, 2024

The Company based on internal assessment which is driven by the historical experience / current facts
available in relation to default and delays in collection thereof uses an allowance matrix to measure the
expected credit loss of trade receivables. Exposures to customers outstanding at the end of each reporting
period are reviewed by the Company to determine incurred and expected credit losses.

The following table provides information about the exposure to credit risk and expected credit loss for trade
receivables;

(iii) Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with
its financial liabilities that are settled by delivering cash or another financial asset. The Company''s approach
to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities
when they are due, under both normal and stressed conditions, without incurring unacceptable losses or
risking damage to the Company''s reputation.

Exposure to liquidity risk

The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts
are gross and undiscounted, including contractual interest but excluding impact of netting agreements.

(iv) Market risk

Market risk is the risk that changes in market prices - such as foreign exchange rates and interest rates - will
affect the Company''s income or the value of its holdings of financial instruments. The Company is domiciled
in India and has its majority of revenues and other transactions in its functional currency i.e. Rs. Accordingly,
the Company is not exposed to any high currency risk.

Currency risk

The Company is exposed to currency risk to the extent that there is a mismatch between the currencies
in which sales and purchases are denominated and the functional currency. The currencies in which these
transactions are primarily denominated is USD.

Exposure to currency risk

The summary quantitative data about the Company''s exposure to currency risk at the rate of 1% are as
follows:

Notes:

Pursuant to the Supreme Court judgement dated February 28, 2019 on the inclusion of special allowances for
contribution to provident fund, the Company has been legally advised that there are interpretative challenges
on the application of the judgement retrospectively. Based on the legal advice and in the absence of the reliable
measurement of the provision for earlier periods, the Company has not recorded a provision for the prior years.

32 The Ministry of Micro, Small and Medium Enterprises has issued an office memorandum dated 26 August
2008 which recommends that the Micro and Small Enterprises should mention in their correspondence with its
customers the Entrepreneurs Memorandum Number as allocated after filing of the Memorandum in accordance
with the Micro, Small and Medium Enterprise Development Act, 2006 (''the Act''). Accordingly, the disclosure
in respect of the amounts payable to such enterprises as at March 31, 2025 has been made in the financial
statements based on information received and available with the Company.

37 Security details for Working Capital facilities and Term loans from Banks:

a) Name of the Bankers - State Bank of India, Bank of Baroda and IndusInd

b) Primary Security:

(i) For Working Capital facilities

Hypothecation of entire stocks, receivables and entire current assets (both present and future).

(ii) For Term Loan

Hypothecation of Machinery/Equipments to be purchased out of the term loan for setting up of second
transformer testing facility.

c) Collateral Security:

- Equitable mortgage of factory land and building at Illuppapattu village in Kancheepuram administering 30.04
acres

- Equitable mortgage of factory land and building at Thirumazhisai administering 2,65,062 sq ft

- Equitable mortgage of commercial plot at Pazhavoor village in Thirunelveli administering 3 acres

- Hypothecation of Windmill at Thirunelveli

- Lien on Fixed deposits Rs. 67 lakhs

- Hypothecation charge of entire plant & machinery of Indo Tech Transformers Limited except the machinery
to be purchased out of SBI''s Term Loan belonging to M/s. Indo Tech Transformers Limited on pari passu first
charge with Bank of Baroda(BOB) & Indus Ind Bank(IBL).

- Pledge of 31,86,000 Equity shares of the Company held by the Holding Company.

⁽¹⁾ prepayment of term loan lead to the decrease in this ratio

⁽²⁾ higher net profit with no change in the capital employed has resulted in improvement of this ratio

⁽³⁾ increase in inventory owing to the expected increase in volumes lead to decrease in this ratio

⁽⁴⁾ better collections in terms of receivables lead to improvement in the ratio

⁽⁵⁾ better payables management lead to increase in the ratio

⁽⁶⁾ revenue growth with no drastic change in the fixed costs resulted in the improvement of net profit ratio

⁽⁷⁾ higher net profit with no change in the capital employed has resulted in improvement of this ratio

39 Transfer pricing

The Company has transactions with related parties. For the financial year 2022-23, the Company has obtained
the Accountant''s Report from a Chartered Accountant as required by the relevant provisions of the Income-
tax Act, 1961 and has filed the same with the tax authorities. For the financial year 2024-25, the management
confirms that it maintains documents as prescribed by the Income-tax Act, 1961 to prove that these transactions
are at arm''s length considering the economic scenario, prevailing market conditions etc. and the aforesaid
legislation will not have any impact on the financial statements, particularly on the amount of tax expense and
that of provision for taxation.

40 The Company is in the process of reconciling the monthly returns filed under the Central Goods and Services Tax
Act, 2017 ("CGST Act"), The Integrated Goods And Services Tax Act, 2017 and Tamil Nadu Goods And Services
Tax Act, 2017 [Tamil Nadu Act 19 Of 2017] with its books and records to file the annual return for FY 2023-24.
Adjustments, if any, consequent to the said reconciliation will be given effect to in the financial statements on
completion of reconciliation and filing of returns. However, in the opinion of the Management, the impact of the
same will not be material.

41 Code of Social Security, 2020

The date on which the Code of Social Security, 2020 ("the code") relating to employee benefits during the
employment and post-employment benefit will come into effect is yet to be notified and the related rules are
yet to be finalized. The company will evaluate the code and its rules, assess the impact, if any on account of the
same once they become effective.

42 Prior Year Comparatives

Previous year figures have been re-grouped/ re-classified, wherever necessary, to confirm to current year''s
classification and presentation

As per our report of even date attached

for ASA & Associates LLP for and on behalf of the Board of Directors of

Chartered Accountants Indo Tech Transformers Limited

Firm''s Registration No. - 009571N/N500006

G N Ramaswami Sharat Chandra Kolla Purushothaman M

Partner Director Chief Executive Officer &

Membership No.: 202363 DIN : 08851423 Whole-Time Director

DIN : 11074837

Saikrishnan C P Shiva Prasad Padhy

Chief Financial Officer Company Secretary

Place: Chennai Place: Chennai

Date: May 20, 2025 Date: May 20, 2025

---

Mar 31, 2024

i. Provisions, contingent liabilities and contingent assets

A provision is recognised if, as a result of a past event, the Company has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are determined by discounting the expected future cash flows (representing the best estimate of the expenditure required to settle the present obligation at the balance sheet date) at a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The unwinding of the discount is recognised as finance cost. Expected future operating losses are not provided for.

(i) Warranties A provision for warranties is recognised when the underlying products or services are sold. The provision is based on technical evaluation, historical warranty data and a weighting of all possible outcomes by their associated probabilities.

(ii) Onerous contracts A contract is considered to be onerous when the expected economic benefits to be derived by the Company from the contract are lower than the unavoidable cost of meeting its obligations under the contract. The provision for an onerous contract is measured at the present value of the lower of the expected cost of terminating the contract and the expected net cost of continuing with the contract. Before such a provision is made, the Company recognises any impairment loss on the assets associated with that contract.

Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company or a present obligation that arises from past events where it is either not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount cannot be made. Contingent assets are neither recognised nor disclosed in the financial statements.

j. Earnings per share

Basic earnings per share is computed by dividing net profit or loss for the year attributable to equity shareholders by the weighted average number of shares outstanding during the year. Diluted earnings per share amounts are computed after adjusting the effects of all dilutive potential equity shares. The number of shares used in computing diluted earnings per share comprises the weighted average number of shares considered for deriving basic earnings per share, and also the weighted average number of equity shares, which could have been issued on the conversion of all dilutive potential shares.

k. Revenue

The Company derives revenues primarily from sale of transformers and related services (i.e. freight, insurance and labour).

(a) Sale of goods

Revenue is recognised when a promise in a customer contract (performance obligation) has been satisfied by transferring control over the promised goods to the customer. Control over a promised good refers to the ability to direct the use of, and obtain substantially all of the remaining benefits from those goods. Control is usually transferred upon shipment, delivery to, upon receipt of goods by the customer, in accordance with the individual delivery and acceptance terms agreed with the customers. Revenue towards satisfaction of a performance obligation is measured at the amount of transaction price (net of variable consideration) allocated to that performance obligation. The transaction price is based on the consideration expected to be received in exchange for goods, excluding amounts collected on behalf of third parties such as sales tax or other taxes directly linked to sales. Revenue from sale of goods is recorded net of allowances for estimated rebates, cash discounts and estimates of return of goods, all of which are established at the time of sale.

If a contract contains more than one performance obligation, the transaction price is allocated to each performance obligation based on their relative standalone selling prices. In case of any modification to the contract, the entity recognises such modification as a separate contract if it increases both the performance obligation and the consideration due for such modification.

Arrangements with customers for sale of the goods are either on a fixed firm price basis or variable on a key material price change basis.

Amounts due in respect of price escalation claims and / or variation in sale are recognised as revenue only if the contract allows for such claims or variations and / or there is evidence that the customer has accepted it and it is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur.

Liquidated damages/penalties, warranties and contingencies are provided for, based on management''s assessment of the estimated liability, as per the contractual terms and / or acceptance.

Revenues in excess of invoicing are classified as contract assets (i.e. unbilled revenue).

Consideration received before the transfer of goods to the customers are presented as a contract liability (i.e. advance from customers).

(b) Sale of services

Revenue from services is recognised as the performance obligation is satisfied in accordance with the terms of the relevant contract. Disaggregation of revenue

The Company disaggregates revenue from contracts with customers by the nature of sale i.e. sale of transformers and sale of services and type of contracts viz fixed price contract and variable price contract. 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. Refer Note 20.

l. Recognition of interest income or expense

Interest income or expense is recognised using the effective interest method.

The ''effective interest rate'' is the rate that exactly discounts estimated future cash payments or receipts through the expected life of the financial instrument to: - the gross carrying amount of the financial asset; or - the amortised cost of the financial liability.

In calculating interest income and expense, the effective interest rate is applied to the gross carrying amount of the asset (when the asset is not credit-impaired) or to the amortised cost of the liability. However, for financial assets that have become credit-impaired subsequent to initial recognition, interest income is calculated by applying the effective interest rate to the amortised cost of the financial asset. If the asset is no longer credit-impaired, then the calculation of interest income reverts to the gross basis.

m. Segment reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker. The Company is engaged into the business of manufacture and sale of transformers and there are not more than one reportable segment as envisaged by Indian Accounting Standard 108 - Segment Reporting (Ind AS-108).

n. Leases

The Company assesses whether a contract contains a lease, at inception of a contract. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. To assess whether a contract conveys the right to control the use of an identified asset, the Company assesses whether: (i) the contract involves the use of an identified asset (ii) the Company has substantially all of the economic benefits from use of the asset through the period of the lease and (iii) the Company has the right to direct the use of the asset.

The Company recognises right-of-use asset (ROU) representing its right to use the underlying asset for the lease term at the lease commencement date. The cost of the right-of-use asset measured at inception shall comprise of the amount of the initial measurement of the lease liability adjusted for any lease payments made at or before the commencement date less any lease incentives received, plus any initial direct costs incurred and an estimate of costs to be incurred by the lessee in dismantling and removing the underlying asset or restoring the underlying asset or site on which it is located. The right-of-use assets is subsequently measured at cost less any accumulated depreciation, accumulated impairment losses, if any and adjusted for any remeasurement of the lease liability. The right-of-use assets is depreciated using the straight-line method from the commencement date over the shorter of lease term or useful life of right-of-use asset. The estimated useful lives of right-of-use assets are determined on the same basis as those of property, plant and equipment. Right-of-use assets are tested for impairment whenever there is any indication that their carrying amounts may not be recoverable. Impairment loss, if any, is recognised in the statement of profit and loss.

The Company measures the lease liability at the present value of the lease payments that are not paid at the commencement date of the lease. The lease payments are discounted using the interest rate implicit in the lease, if that rate can be readily determined. If that rate cannot be readily determined, the Company uses incremental borrowing rate. The lease payments shall include fixed payments, variable lease payments, residual value guarantees, exercise price of a purchase option where the Company is reasonably certain to exercise that option and payments of penalties for terminating the lease, if the lease term reflects the lessee exercising an option to terminate the lease. The lease liability is subsequently remeasured by increasing the carrying amount to reflect interest on the lease liability, reducing the carrying amount to reflect the lease payments made and remeasuring the carrying amount to reflect any reassessment or lease modifications or to reflect revised in-substance fixed lease payments. The company recognises the amount of the re-measurement of lease liability due to modification as an adjustment to the right-of-use asset and statement of profit and loss depending upon the nature of modification. Where the carrying amount of the right-of-use asset is reduced to zero and there is a further reduction in the measurement of the lease liability, the Company recognises any remaining amount of the re-measurement in statement of profit and loss. The Company has elected not to apply the requirements of Ind AS 116 Leases to short-term leases of all assets that have a lease term of 12 months or less and leases for which the underlying asset is of low value. The lease payments associated with these leases are recognized as an expense on a straight-line basis over the lease term.

o. Income tax

Income tax comprises current and deferred tax. It is recognised in profit or loss except to the extent that it relates to an item recognised directly in equity or in other comprehensive income.

(i) Current tax

Current tax comprises the expected tax payable or receivable on the taxable income or loss for the year and any adjustment to the tax payable or receivable in respect of previous years. The amount of current tax reflects the best estimate of the tax amount expected to be paid or received after considering the uncertainty, if any, related to income taxes. It is measured using tax rates (and tax laws) enacted or substantively enacted by the reporting date.

Current tax assets and current tax liabilities are offset only if there is a legally enforceable right to set off the recognised amounts, and it is intended to realise the asset and settle the liability on a net basis or simultaneously.

(ii) Deferred tax

Deferred tax is recognised in respect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the corresponding amounts used for taxation purposes. Deferred tax is also recognised in respect of carried forward tax losses and tax credits.

Deferred tax is not recognised for temporary differences arising on the initial recognition of assets or liabilities in a transaction that is not a business combination and that affects neither accounting nor taxable profit or loss at the time of the transaction.

Deferred tax assets are recognised to the extent that it is probable that future taxable profits will be available against which they can be used. The existence of unused tax losses is strong evidence that future taxable profit may not be available. The Company recognises a deferred tax asset only to the extent that it has sufficient taxable temporary differences or there is convincing other evidence that sufficient taxable profit will be available against which such deferred tax asset can be realised. Deferred tax assets - unrecognised or recognised, are reviewed at each reporting date and are recognised / reduced to the extent that it is probable / no longer probable respectively that the related tax benefit will be realised.

Deferred tax is measured at the tax rates that are expected to apply to the period when the asset is realised or the liability is settled, based on the laws that have been enacted or substantively enacted by the reporting date.

The measurement of deferred tax reflects the tax consequences that would follow from the manner in which the Company expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities.

Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realised simultaneously.

p. Cash and cash equivalents

For the purpose of presentation in the statement of cash flow, cash and cash equivalents includes cash on hand, deposits held at call with the financial institution, other short-term highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value, and bank overdrafts.

a. Securities premium

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

b. Capital reserve

Capital reserve represents the subvention (voluntary, non-repayable financial grant) of US$ 25 million (Rs. 14,912.50 lakhs) received from the Prolec GE Internacional, S de R.L de C.V., Mexico, the erstwhile holding company.

c. General reserve

General reserve is the accumulation of retained earnings of the Company, apart from the statement of profit and loss balance, which is utilised for meeting future obligations.

d. Retained earnings

Retained earnings represents surplus i.e., balance of the relevant column in the Statement of Changes in Equity

e. Other comprehensive income

Remeasurements of defined benefit liability comprises of actuarial gains / losses and return on plan assets (excluding interest income).

For details about the related employee benefits expense, Refer note 25.

The Company operates the following post-employment defined benefit plans.

Gratuity: The Company has a defined benefit gratuity plan, governed by the Payment of Gratuity Act, 1972. It entitles an employee, who has rendered at least five years of continuous service, to gratuity at the rate of fifteen days wages for every completed year of service or part thereof in excess of six months, based on the rate of wages last drawn by the employee concerned. The gratuity plan is a funded plan and the Company makes contributions to a fund managed by the LIC. The Company does not fully fund the liability and maintains a target level of funding to be maintained over a period of time based on estimations of expected gratuity payments.

These defined benefit plans expose the Company to actuarial risks, such as longevity risk, interest rate risk and market (investment) risk.

A. Funding

The gratuity plan is fully funded by the Company. The funding requirements are based on the gratuity fund''s actuarial measurement framework set out in the funding policies of the plan. The funding of Plan is based on a separate actuarial valuation for funding purposes for which the assumptions may differ from the assumptions set out in (D). Employees do not contribute to the plan.

29 Financial instruments - Fair values and risk management (continued)

B. Financial risk management

The Company has exposure to the following risks arising from financial instruments:

- Credit risk (See B(ii))

- Liquidity risk (See B(iii)) and

- Market risk (See B(iv))

(i) Risk management framework

The Company''s Board of Directors has overall responsibility for the establishment and oversight of the Company''s risk management framework. The Board of Directors along with the top management are responsible for developing and monitoring the Company''s risk management policies.

The Company''s risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company''s activities. The Company, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.

The Company''s audit committee oversees how management monitors compliance with the Company''s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The audit committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the audit committee.

(ii) Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company''s trade receivables, deposits and other financial assets.

The carrying amount of financial assets represents the maximum credit exposure.

Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. The Company establishes an allowance for doubtful debts and impairment that represents its estimate of incurred losses in respect of the Company''s trade receivables and other financial assets.

The Company''s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management also considers the factors that may influence the credit risk of its customer base, including the default risk associated with the industry and country in which customers operate. In monitoring customer credit risk, customers are grouped according to their credit characteristics, including end-user customers, industry, trading history with the Company and existence of previous financial difficulties.

Expected credit loss assessment for customers as at March 31, 2024 and March 31, 2023

The Company based on internal assessment which is driven by the historical experience / current facts available in relation to default and delays in collection thereof uses an allowance matrix to measure the expected credit loss of trade receivables. Exposures to customers outstanding at the end of each reporting period are reviewed by the Company to determine incurred and expected credit losses.

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company''s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation.

Market risk is the risk that changes in market prices - such as foreign exchange rates and interest rates - will affect the Company''s income or the value of its holdings of financial instruments. The Company is domiciled in India and has its majority of revenues and other transactions in its functional currency i.e. Rs. Accordingly, the Company is not exposed to any high currency risk.

Currency risk

The Company is exposed to currency risk to the extent that there is a mismatch between the currencies in which sales and purchases are denominated and the functional currency. The currencies in which these transactions are primarily denominated is USD.

Exposure to currency risk

Notes:

Pursuant to the Supreme Court judgement dated February 28, 2019 on the inclusion of special allowances for contribution to provident fund, the Company has been legally advised that there are interpretative challenges on the application of the judgement retrospectively. Based on the legal advice and in the absence of the reliable measurement of the provision for earlier periods, the Company has not recorded a provision for the prior years.

31 The Ministry of Micro, Small and Medium Enterprises has issued an office memorandum dated 26 August 2008 which recommends that the Micro and Small Enterprises should mention in their correspondence with its customers the Entrepreneurs Memorandum Number as allocated after filing of the Memorandum in accordance with the Micro, Small and Medium Enterprise Development Act, 2006 (''the Act''). Accordingly, the disclosure in respect of the amounts payable to such enterprises as at March 31, 2024 has been made in the financial statements based on information received and available with the Company.

38 Transfer pricing

The Company has transactions with related parties. For the financial year 2022-23, the Company has obtained the Accountant''s Report from a Chartered Accountant as required by the relevant provisions of the Income-tax Act, 1961 and has filed the same with the tax authorities. For the financial year 2023-24, the management confirms that it maintains documents as prescribed by the Income-tax Act, 1961 to prove that these transactions are at arm''s length considering the economic scenario, prevailing market conditions etc. and the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

39 The Company is in the process of reconciling the monthly returns filed under the Central Goods and Services Tax Act, 2017 ("CGST Act"), The Integrated Goods And Services Tax Act, 2017 and Tamil Nadu Goods And Services Tax Act, 2017 [Tamil Nadu Act 19 Of 2017] with its books and records to file the annual return for FY 2023-24. Adjustments, if any, consequent to the said reconciliation will be given effect to in the financial statements on completion of reconciliation and filing of returns. However, in the opinion of the Management, the impact of the same will not be material.

40 Code of Social Security, 2020

The date on which the Code of Social Security, 2020 ("the code") relating to employee benefits during the employment and post-employment benefit will come into effect, is yet to be notified and the related rules are yet to be finalized. The company will evaluate the code and its rules, assess the impact, if any on account of the same once they become effective.

41 Prior Year Comparatives

Previous year figures have been re-grouped/ re-classified, wherever necessary, to confirm to current year''s classification and presentation As per our report of even date attached

for ASA & Associates LLP for and on behalf of the Board of Directors of

Chartered Accountants Indo Tech Transformers Limited

Firm''s Registration No. - 009571N/N500006

Sharat Chandra Kolla Shridhar Gokhale

Director Whole-Time Director

DIN No: 08851423 DIN No: 08349732

G N Ramaswami

Partner Saikrishnan C P Manikandan M

Membership No: 202363 Chief Financial Officer Company Secretary

Place : Chennai Place : Chennai

Date : May 23, 2024 Date : May 23, 2024

---

Mar 31, 2023

* Deferred tax asset on unabsorbed depreciation or carry forward of losses are recognised only if there is a probable certainty of realisation of such assets. Hence, deferred tax asset on carried forward tax losses and other provisions has been restricted to the extent of deferred tax liabilities. The closing deferred tax asset (net) represents the MAT Credit Entitlement only.

Unrecognised deferred tax assets

Deferred tax assets have not been recognised in respect of the unused tax losses amounting to Rs. 496.45 lakhs as at March 31, 2023 and Rs.3,417.02 lakhs as at March 31, 2022 because it is not probable that future taxable profit will be available against which the Company can use the benefits therefrom.

c Rights, preferences and restrictions attached to equity shares

The Company has a single class of equity shares. Accordingly, all equity shares rank equally with regard to dividends and share in the Company''s residual assets. The equity shares are entitled to receive dividend as declared from time to time. The voting rights of an equity shareholder in a poll (not on show of hands) are in proportion to its share of the paid-up equity capital of the Company.

On winding up of the Company, the holders of equity shares will be entitled to receive the residual assets of the company, remaining after distribution of all preferential amounts in proportion to the number of equity shares held.

g Shares issued and bought back during the five years immediately preceding the date of Balance sheet ie., March 31,2023- Nil B. Capital management

The Company''s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. It sets the amount of capital required on the basis of annual business and long-term operating plans which include capital and other strategic investments.

16 Other Equity

a. Securities premium

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

b. Capital reserve

Capital reserve represents the subvention (voluntary, non-repayable financial grant) of US$ 25 million (Rs. 14,912.50 lakhs) received from the Prolec GE Internacional, S de R.L de C.V., Mexico, the erstwhile holding company.

c. General reserve

General reserve is the accumulation of retained earnings of the Company, apart from the statement of profit and loss balance, which is utilised for meeting future obligations.

d. Retained earnings

Retained earnings represents surplus i.e., balance of the relevant column in the Statement of Changes in Equity

e. Other comprehensive income

Remeasurements of defined benefit liability comprises of actuarial gains / losses and return on plan assets (excluding interest income).

(a) Provisions for employee benefits

For details about the related employee benefits expense, Refer note 25.

The Company operates the following post-employment defined benefit plans.

Gratuity: The Company has a defined benefit gratuity plan, governed by the Payment of Gratuity Act, 1972. It entitles an employee, who has rendered at least five years of continuous service, to gratuity at the rate of fifteen days wages for every completed year of service or part thereof in excess of six months, based on the rate of wages last drawn by the employee concerned. The gratuity plan is a funded plan and the Company makes contributions to a fund managed by the LIC. The Company does not fully fund the liability and maintains a target level of funding to be maintained over a period of time based on estimations of expected gratuity payments.

These defined benefit plans expose the Company to actuarial risks, such as longevity risk, interest rate risk and market (investment) risk. A. Funding

The gratuity plan is fully funded by the Company. The funding requirements are based on the gratuity fund''s actuarial measurement framework set out in the funding policies of the plan. The funding of Plan is based on a separate actuarial valuation for funding purposes for which the assumptions may differ from the assumptions set out in (D). Employees do not contribute to the plan.

Provision for warranty: A provision is estimated for expected warranty claims in respect of products sold during the year on the basis of a technical evaluation and past experience regarding failure trends of products and costs of rectification or replacement. The provision for warranty is maintained over the period of the warranty, as per the terms of the contract.

Provision for others: This represents provisions made for probable liabilities / claims arising out of pending disputes / litigations with indirect tax authorities.

29 Financial instruments - Fair values and risk management (continued)

B. Financial risk management

The Company has exposure to the following risks arising from financial instruments:

- Credit risk (See B(ii))

- Liquidity risk (See B(iii)) and

- Market risk (See B(iv))

(i) Risk management framework

The Company''s Board of Directors has overall responsibility for the establishment and oversight of the Company''s risk management framework. The Board of Directors along with the top management are responsible for developing and monitoring the Company''s risk management policies.

The Company''s risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company''s activities. The Company, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.

The Company''s audit committee oversees how management monitors compliance with the Company''s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The audit committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the audit committee.

(ii) Credit risk

Credit risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company''s trade receivables, deposits and other financial assets.

The carrying amount of financial assets represents the maximum credit exposure.

Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. The Company establishes an allowance for doubtful debts and impairment that represents its estimate of incurred losses in respect of the Company''s trade receivables and other financial assets.

The Company''s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management also considers the factors that may influence the credit risk of its customer base, including the default risk associated with the industry and country in which customers operate. In monitoring customer credit risk, customers are grouped according to their credit characteristics, including end-user customers, industry, trading history with the Company and existence of previous financial difficulties.

Expected credit loss assessment for customers as at March 31, 2023 and March 31, 2022

The Company based on internal assessment which is driven by the historical experience / current facts available in relation to default and delays in collection thereof uses an allowance matrix to measure the expected credit loss of trade receivables. Exposures to customers outstanding at the end of each reporting period are reviewed by the Company to determine incurred and expected credit losses.

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company''s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation.

Exposure to liquidity risk

The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross and undiscounted, including contractual interest but excluding impact of netting agreements.

Market risk is the risk that changes in market prices - such as foreign exchange rates and interest rates - will affect the Company''s income or the value of its holdings of financial instruments. The Company is domiciled in India and has its majority of revenues and other transactions in its functional currency i.e. Rs. Accordingly, the Company is not exposed to any high currency risk.

Currency risk

The Company is exposed to currency risk to the extent that there is a mismatch between the currencies in which sales and purchases are denominated and the functional currency. The currencies in which these transactions are primarily denominated is USD.

Notes:

Pursuant to the Supreme Court judgement dated February 28, 2019 on the inclusion of special allowances for contribution to provident fund, the Company has been legally advised that there are interpretative challenges on the application of the judgement retrospectively. Based on the legal advice and in the absence of the reliable measurement of the provision for earlier periods, the Company has not recorded a provision for the prior years.

31 The Ministry of Micro, Small and Medium Enterprises has issued an office memorandum dated 26 August 2008 which recommends that the Micro and Small Enterprises should mention in their correspondence with its customers the Entrepreneurs Memorandum Number as allocated after filing of the Memorandum in accordance with the Micro, Small and Medium Enterprise Development Act, 2006 (''the Act''). Accordingly, the disclosure in respect of the amounts payable to such enterprises as at March 31, 2023 has been made in the financial statements based on information received and available with the Company.

38 Transfer pricing

The Company has transactions with related parties. For the financial year 2021-22, the Company has obtained the Accountant''s Report from a Chartered Accountant as required by the relevant provisions of the Income-tax Act, 1961 and has filed the same with the tax authorities. For the financial year 2022-23, the management confirms that it maintains documents as prescribed by the Income-tax Act, 1961 to prove that these transactions are at arm''s length considering the economic scenario, prevailing market conditions etc. and the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

39 The Company is in the process of reconciling the monthly returns filed under the Central Goods and Services Tax Act, 2017 ("CGST Act"), The Integrated Goods And Services Tax Act, 2017 and Tamil Nadu Goods And Services Tax Act, 2017 [Tamil Nadu Act 19 Of 2017] with its books and records to file the annual return for FY 2022-23. Adjustments, if any, consequent to the said reconciliation will be given effect to in the financial statements on completion of reconciliation and filing of returns. However, in the opinion of the Management, the impact of the same will not be material.

40 Code of Social Security, 2020

The date on which the Code of Social Security, 2020 ("the code") relating to employee benefits during the employment and post-employment benefit will come into effect is yet to be notified and the related rules are yet to be finalized. The company will evaluate the code and its rules, assess the impact, if any on account of the same once they become effective.

41 Prior Year Comparatives

Previous year figures have been re-grouped/ re-classified, wherever necessary, to confirm to current year''s classification and presentation

---

Mar 31, 2018

1 Company overview

Indo Tech Transformers Limited (‘Indo Tech’ / ‘the Company’) is engaged in the business of manufacturing power and distribution transformers and various special application transformers, mobile sub-station transformers and sub-stations. The Company has manufacturing plants located at Chennai and Kancheepuram in Tamil Nadu.

2 Basis of preparation

a. Statement of compliance

These financial statements have been prepared in accordance with Indian Accounting Standards (Ind AS) as per the Companies (Indian Accounting Standards) Rules, 2015 notified under Section 133 of Companies Act, 2013, (the ‘Act’) and other relevant provisions of the Act.

The Company’s financial statements up to and for the year ended March 31, 2017 were prepared in accordance with the Companies (Accounting Standards) Rules, 2006, notified under Section 133 of the Act and other relevant provisions of the Act.

As these are the first financial statements prepared in accordance with Indian Accounting Standards (Ind AS), Ind AS 101, First-time Adoption of Indian Accounting Standards has been applied. An explanation of how the transition to Ind AS has affected the previously reported financial position, financial performance and cash flows of the Company is provided in Note 30.

The financial statements were authorised for issue by the Company’s Board of Directors on May 16, 2018.

Details of the Company’s accounting policies are included in Note 3.

b. The Company has consistently been incurring operational losses over the last few years and has significant accumulated losses as at the year ended March 31, 2018. In order to overcome this, the Company has developed a business plan to streng then its financial position / liquidity and is in the process of initiating various measures to improve it’s operational performance. Prolec GE (the holding company) has also continued to support the Company over the years. Based on the approved business plans, commitment by the holding company to provide financial and other assistance as is necessary to enable the Company to continue in operational existence for the foreseeable future (at least for the next 12 months) and availability of banking limits, the Company believes that it would be able to meet its financial requirements and no adjustments would be required in respect of the carrying values of assets/liabilities. Accordingly, this Financial Statements has been prepared on a going concern basis.

c. Functional and presentation currency

These financial statements are presented in Indian Rupees (Rs.), which is also the Company’s functional currency. All amounts have been rounded-off to the nearest lakhs, unless otherwise indicated

d. Basis of measurement

The financial statements have been prepared on the historical cost basis except for the following items:

e. Use of estimates and judgements

I n preparing these financial statements, management has made judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised prospectively.

Assumptions and estimation uncertainties

Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material adjustment in the year ending March 31, 2018 is included in the following notes:

Note 3(c) - estimated useful life of property, plant and equipment and intangible assets.

Note 3(i) and Note 31 - recognition and measurement of provisions and contingencies; key assumptions about the likelihood and magnitude of an outflow of resources.

Note 7 - recognition of deferred tax assets: availability of future taxable profit against which tax losses carried forward can be used;

Note 18 - measurement of defined benefit obligations: key actuarial assumptions;

Note 3(f) - impairment of financial assets

f. Measurement of fair values

A few of the Company’s accounting policies and disclosures require the measurement of fair values, for both financial and non-financial assets and liabilities.

The Company has an established control framework with respect to the measurement of fair values.

Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows.

- Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.

- Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

- Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

When measuring the fair value of an asset or a liability, the Company uses observable market data as far as possible. If the inputs used to measure the fair value of an asset or a liability fall into different levels of the fair value hierarchy, then the fair value measurement is categorised in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement.

The Company recognises transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred.

Further information about the assumptions made in measuring fair values is included in the following notes:

- Note 29 - financial instruments;

* Deferred tax asset on unabsorbed depreciation or carry forward of losses are recognized only if there is a probable certainty of realization of such assets. Hence, deferred tax asset on carried forward tax losses and other provisions has been restricted to the extent of deferred tax liabilities.

Unrecognised deferred tax assets

Deferred tax assets have not been recognised in respect of the unused tax losses amounting to Rs. 15,734.26 lakhs as at March 31, 2018 and Rs. 16,054.73 lakhs as at March 31, 2017 because it is not probable that future taxable profit will be available against which the Company can use the benefits therefrom:

Tax losses carried forward

Tax losses for which no deferred tax asset was recognised expire as follows.

Note: The above amount is net of bad debts aggregating to Rs. 111.94 lakhs (March 31, 2017 : Rs. Nil, April 01, 2016: Rs. 726.59 lakhs).

For trade reeivables from related parties, refer note 33.

The Company’s exposure to credit risks and loss allowances related to trade receivables are disclosed in note 29.

During the year 2017, the Board of Directors had approved the shifting of the business operations from one manufacturing location to another. Free hold Land and Building classified as held for sale during the reporting period March 31, 2017 was measured at the lower of its carrying amount and fair value less costs to sell at the time of the reclassification and as at March 31, 2017. These assets are not considered for active use. As at March 31, 2018 such assets includes freehold land amounting to Rs. 36.42 lakhs for which the Company has obtained the perfection of title during the year. At March 31, 2018, the assets held for sale has been stated at carrying amount being lower than fair value less costs to sell.

3 a. share capital

a The details of authorised, issued, subscribed and paid up share capital is as under:

b reconciliation of the shares outstanding at the beginning and at the end of the year is as under:

c rights, preferences and restrictions attached to equity shares

The Company has a single class of equity shares. Accordingly, all equity shares rank equally with regard to dividends and share in the Company’s residual assets. The equity shares are entitled to receive dividend as declared from time to time. The voting rights of an equity shareholder in a poll (not on show of hands) are in proportion to its share of the paid-up equity capital of the Company. During the year ended March 31, 2018, the Company has not declared any dividend.

On winding up of the Company, the holders of equity shares will be entitled to receive the residual assets of the company, remaining after distribution of all preferential amounts in proportion to the number of equity shares held.

d shares held by holding company and / or their subsidiaries / associates

e Particulars of shareholders holding more than 5% shares of a class of shares

B. capital management

The Company’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. It sets the amount of capital required on the basis of annual business and long-term operating plans which include capital and other strategic investments.

4 other equity

a. securities premium

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

b. capital reserve

Capital reserve represents the subvention (voluntary, non-repayable financial grant) of US$ 25 million (Rs. 14,912.50 lakhs) received from the holding company, Prolec GE.

c. General reserve

General reserve is the accumulation of retained earnings of the Company, apart from the statement of profit and loss balance, which is utilised for meeting future obligations.

d. other comprehensive Income

Remeasurements of defined benefit liability comprises of actuarial gains / losses and return on plan assets (excluding interest income).

(a) Provisions for employee benefits

For details about the related employee benefit expense, Refer note 25.

The Company operates the following post-employment defined benefit plans.

Gratuity: The Company has a defined benefit gratuity plan, governed by the Payment of Gratuity Act, 1972. It entitles an employee, who has rendered at least five years of continuous service, to gratuity at the rate of fifteen days wages for every completed year of service or part thereof in excess of six months, based on the rate of wages last drawn by the employee concerned. The gratuity plan is a funded plan and the Company makes contributions to a fund managed by the LIC. The Company does not fully fund the liability and maintains a target level of funding to be maintained over a period of time based on estimations of expected gratuity payments.

These defined benefit plans expose the Company to actuarial risks, such as longevity risk, interest rate risk and market (investment) risk.

A. Funding

The gratuity plan is fully funded by the Company. The funding requirements are based on the gratuity fund’s actuarial measurement framework set out in the funding policies of the plan. The funding of Plan is based on a separate actuarial valuation for funding purposes for which the assumptions may differ from the assumptions set out in (D). Employees do not contribute to the plan.

B. Reconciliation of the net defined benefit (asset) liability

The following table shows a reconciliation from the opening balances to the closing balances for the net defined benefit (asset) liability and its components.

Provision for warranties: A provision is estimated for expected warranty claims in respect of products sold during the year on the basis of a technical evaluation and past experience regarding failure trends of products and costs of rectification or replacement. The provision for warranty is maintained over the period of the warranty, as per the terms of the contract.

Provision for income tax :During the year 2016-17, the Company had filed an application for settlement under ‘The Direct Tax Dispute Resolution Scheme, 2016’ to facilitate quick resolution of certain tax disputes relating to earlier years. Provision for income tax represents the tax expense of Rs. 220.65 lakhs, interest expense of Rs. 72.81 lakhs (included in Note 26) and penalty of Rs. 55.16 lakhs (included in Note 28) accrued based on such settlement.

Provision for others: This represents provisions made for probable liabilities / claims arising out of pending disputes / litigations with customs authorities. Timing of outflow of resources will depend upon timing of decision of cases.

5 financial instruments - fair values and risk management

a. accounting classifications and fair values

The following table shows the carrying amounts and fair values of financial assets and financial liabilities. It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value._

Note: The Company has not disclosed fair values of financial instruments such as trade receivables and related unbilled revenue, cash and bank balances, bank deposit, interest accrued, other receivables, trade payables and amount payable towards Investor Education and Protection Fund (that are short term in nature), because their carrying amounts are reasonable approximations of their fair values. Such items have been classified under amortised costs in the above table.

The fair values for deposits are calculated based on cash flows discounted using a current lending rate. They are classified as level 3 fair values in the fair value hierarchy due to the use of unobservable inputs.

B. Financial risk management

The Company has exposure to the following risks arising from financial instruments:

- Credit risk (See B(ii))

- Liquidity risk (See B(iii)) and

- Market risk (See B(iv))

(i) Risk management framework

The Company’s board of directors has overall responsibility for the establishment and oversight of the Company’s risk management framework. The board of directors along with the top management are responsible for developing and monitoring the Company’s risk management policies.

The Company’s risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company’s activities. The Company, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.

The Company’s audit committee oversees how management monitors compliance with the Company’s risk management policies and procedures, and reviews the adequacy of the risk management framework in relation to the risks faced by the Company. The audit committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and ad hoc reviews of risk management controls and procedures, the results of which are reported to the audit committee.

(ii) credit risk

Credit risk is the risk of financial loss to the company if a customer or counterparty to a financial instrument fails to meet its contractual obligations, and arises principally from the Company’s trade receivables, deposits and other financial assets.

The carrying amount of financial assets represents the maximum credit exposure.

Credit risk is managed through credit approvals, establishing credit limits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. The Company establishes an allowance for doubtful debts and impairment that represents its estimate of incurred losses in respect of the Company’s trade receivables and other financial assets.

The Company’s exposure to credit risk is influenced mainly by the individual characteristics of each customer. However, management also considers the factors that may influence the credit risk of its customer base, including the default risk associated with the industry and country in which customers operate. In monitoring customer credit risk, customers are grouped according to their credit characteristics, including end-user customers, industry, trading history with the Company and existence of previous financial difficulties.

Expected credit loss assessment for customers as at April 1, 2016, March 31, 2017 and March 31, 2018 The Company based on internal assessment which is driven by the historical experience / current facts available in relation to default and delays in collection thereof uses an allowance matrix to measure the expected credit loss of trade receivables. Exposures to customers outstanding at the end of each reporting period are reviewed by the Company to determine incurred and expected credit losses.

The following table provides information about the exposure to credit risk and expected credit loss for trade receivables;

(iii) Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company’s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the company’s reputation.

Exposure to liquidity risk

The following are the remaining contractual maturities of financial liabilities at the reporting date. The amounts are gross and undiscounted, including contractual interest but excluding impact of netting agreements.

(iv) Market risk

Market risk is the risk that changes in market prices - such as foreign exchange rates and interest rates - will affect the Company’s income or the value of its holdings of financial instruments. The Company is domiciled in India and has its majority of revenues and other transactions in its functional currency i.e. Rs. Accordingly the Company is not exposed to any high currency risk.

Currency risk

The Company is exposed to currency risk to the extent that there is a mismatch between the currencies in which sales and purchases are denominated and the functional currency. The currencies in which these transactions are primarily denominated is USD.

Exposure to currency risk

The summary quantitative data about the Company’s exposure to currency risk are as follows:

A reasonably possible strengthening (weakening) of the INR against US dollar as at March 31 would have affected the measurement of financial instruments denominated in a foreign currency and affected equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant and ignores any impact of forecast sales and purchases.

6 Explanation of transition to Ind AS

As stated in Note 2(a), these are the Company’s first financial statements prepared in accordance with Ind AS. For the year ended March 31, 2017, the Company had prepared its financial statements in accordance with Companies (Accounting Standards) Rules, 2006, notified under Section 133 of the Act and other relevant provisions of the Act (‘previous GAAP’).

The accounting policies set out in Note 3 have been applied in preparing these financial statements for the year ended March 31, 2018 including the comparative information for the year ended March 31, 2017 and the opening consolidated Ind AS balance sheet on the date of transition i.e. April 1, 2016.

In preparing its Ind AS balance sheet as at April 1, 2016 and in presenting the comparative information for the year ended March 31, 2017, the Company has adjusted amounts reported previously in financial statements prepared in accordance with previous GAAP. This note explains the principal adjustments made by the Company in restating its financial statements prepared in accordance with previous GAAP, and how the transition from previous GAAP to Ind AS has affected the Company’s financial position, financial performance and cash flows.

Optional exemptions availed and mandatory exceptions

In preparing these financial statements, the Company has applied the below mentioned optional exemptions and mandatory exceptions.

A. Optional exemptions availed

1. Property, plant and equipment and intangible assets

As per Ind AS 101 an entity may elect to use carrying values of property, plant and equipment and intangible assets as on the date of transition to Ind AS (which are measured in accordance with previous GAAP and after making adjustments relating to decommissioning liabilities prescribed under Ind AS 101) if there has been no change in its functional currency on the date of transition.

As permitted by Ind AS 101, the Company has elected to continue with the carrying values under previous GAAP for all the items of property, plant and equipment and intangible assets.

B. Mandatory exceptions

1. Estimates

As per Ind AS 101, an entity’s estimates in accordance with Ind AS at the date of transition to Ind AS at the end of the comparative period presented in the entity’s first Ind AS financial statements, as the case may be, should be consistent with estimates made for the same date in accordance with the previous GAAP unless there is objective evidence that those estimates were in error. However, the estimates should be adjusted to reflect any differences in accounting policies.

As per Ind AS 101, where application of Ind AS requires an entity to make certain estimates that were not required under previous GAAP, those estimates should be made to reflect conditions that existed at the date of transition (for preparing opening Ind AS balance sheet) or at the end of the comparative period (for presenting comparative information as per Ind AS).

The Company’s estimates under Ind AS are consistent with the above requirement. Key estimates considered in preparation of the financial statements that were not required under the previous GAAP are listed below:

- Impairment of Financial Assets based on the expected credit Loss model.

- Determination of the discounted value for Financial instruments carried at amortised cost.

2. derecognition of financial assets and liabilities

As per Ind AS 101, an entity should apply the derecognition requirements in Ind AS 109, Financial Instruments, prospectively for transactions occurring on or after the date of transition to Ind AS. However, an entity may apply the derecognition requirements retrospectively from a date chosen by it if the information needed to apply Ind AS 109 to financial assets and financial liabilities derecognised as a result of past transactions was obtained at the time of initially accounting for those transactions.

The Company has elected to apply the de-recognition principles of Ind AS 109 prospectively from the date of transition to Ind AS.

3. classification and measurement of financial assets

Ind AS 101 requires an entity to assess classification of financial assets on the basis of facts and circumstances existing as on the date of transition. Further, the standard permits measurement of financial assets accounted at amortised cost based on facts and circumstances existing at the date of transition if retrospective application is impracticable.

Accordingly, the Company has determined the classification of financial assets based on facts and circumstances that exist on the date of transition. Measurement of the financial assets accounted at amortised cost has been done retrospectively except where the same is impracticable. reconciliation of equity

statement of cash FIows

Other than effect of certain reclassifications due to difference in presentation, there was no other material effect of cash flow from operating, financing, investing activities for all periods presented.

Notes to the reconciliations

a. Adjustment arising from fair valuation of interest free earnest money deposits

Under the previous GAAP, interest free earnest money deposits advanced for various tenders and projects usually spanning over a period of 2 to 10 years was presented at its transaction value. However, as per Ind AS 109 Financial Instruments, such interest free deposits are measured at its fair value at the time of its initial recognition. The difference between the initial fair value and the transaction value of deposit is considered as a prepayment made which is straightlined over the period of the term / expected date of refund. Such deposits are fair valued at the end of each period based upon Company’s borrowing rates and an interest expense is recognised in the statement of profit and loss.

The Company has fair valued such interest free deposits as at the April 1, 2016 with an impact to opening reserves amounting to Rs. 6.74 lakhs and recognition of prepayments amounting to Rs. 73.03 lakhs. During the year ended March 31, 2017, the Company has recognised interest income on fair valuation of such deposit amounting to Rs. 13.60 lakhs and an interest expense of Rs. 13.81 lakhs on account of passage of time.

b. Excise duty

Under previous GAAP, revenue from sale of goods was presented net of the excise duty on sales. Under Ind AS, revenue from sale of goods is presented inclusive of excise duty. Excise duty is presented in the Statement of Profit and Loss as an expense. This has resulted in an increase in the revenue from operations and expenses for the year ended March 31, 2017. The total comprehensive income for the year ended and equity as at March 31, 2017 has remained unchanged.

c. Loss allowance

On transition to Ind AS, the Company has recognised impairment loss on trade receivables measured at amortised cost on the expected credit loss model as required by Ind AS 109. Consequently, trade receivables measured at amortised cost have been reduced with a corresponding decrease in retained earnings on the date of transition and there has been a reduction in provision for the year ended March 31, 2017.

d. Actuarial gain and loss

Under previous GAAP the Company recognised actuarial gains and losses in profit or loss. Under Ind AS, all actuarial gains and losses are recognised in other comprehensive income. However, this has no impact on the total equity as on April 1, 2016 or as on March 31, 2017.

Income tax

Considering the brought forward loss and unabsorbed depreciation, the above adjustments will have no impact on the tax expense and the net deferred tax asset / liability.

Notes:

Sales tax - During the year 2011-2012, the Company had received sales tax assessment orders raising demand of Rs. 14.21 lakhs and Rs. 14.41 lakhs for FY 2005-06 and FY 2006-07 respectively. The Company had paid Rs. 25 lakhs (under protest) against these orders. Any liability in respect of these orders will be met by the ex-promoters to the benefit of the Company.

4 The Ministry of Micro, Small and Medium Enterprises has issued an office memorandum dated 26 August 2008 which recommends that the Micro and Small Enterprises should mention in their correspondence with its customers the Entrepreneurs Memorandum Number as allocated after filing of the Memorandum in accordance with the Micro, Small and Medium Enterprise Development Act, 2006 (‘the Act’). Accordingly, the disclosure in respect of the amounts payable to such enterprises as at 31 March 2018 has been made in the financial statements based on information received and available with the Company. Further in view of the Management, the impact of interest, if any, that may be payable in accordance with the provisions of the Act is not expected to be material. The Company has not received any claim for interest from any supplier as at the balance sheet date.

5 Transfer pricing

The Company has transactions with related parties. For the financial year 2016-17, the Company has obtained the Accountant’s Report from a Chartered Accountant as required by the relevant provisions of the Income-tax Act, 1961 and has filed the same with the tax authorities. For the financial year 2017 -18, the management confirms that it maintains documents as prescribed by the Income-tax Act, 1961 to prove that these transactions are at arm’s length considering the economic scenario, prevailing market conditions etc. and the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

6 During the year ended March 31, 2017, and as renewed in the current year the Company has entered into an agreement with Prolec GE, whereby Prolec GE has assured the Company that they would make good the loss to the benefit of the Company in case certain identified customers do not pay or default in the payment of outstanding dues. In the earlier years, the Company had recorded provision on a portion of the total balance receivable from these identified customers. Based on the agreement, the balance outstanding from these customers has been presented as ‘secured debtors’.

7 disclosure of specified bank notes

During the previous year, the Company had specified bank notes or other denomination note as defined in the MCA Notification G.S.R 308(E) dated March 31, 2017 on the details of specified bank notes (SBN) held and transacted during the period from November 8, 2016 to December 30, 2016. The denomination wise SBN and other notes as per the notification are given below:

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Mar 31, 2016

Notes:

a Income tax - The Company has received income-tax assessment orders raising demand of Rs, 5,129,608 and Rs, 7,487,550 for AY 2008-09 and AY 2009-10 respectively in the earlier years. Any liability in respect of these orders will be met by the ex-promoters to the benefit of the Company. b Sales tax - During the year 2011-2012, the Company had received sales tax assessment orders raising demand of Rs, 1,421,332 and Rs, 1,441,276 for FY 2005-06 and FY 2006-07 respectively. The Company had paid Rs, 2,500,000 (under protest) against these orders. Any liability in respect of these orders will be met by the ex-promoters to the benefit of the Company.

1 Segment reporting

The Company considers its business segment as its primary segment. The Company is engaged into the business of manufacture and sale of transformers and there are not more than one reportable segment as envisaged by Accounting Standard 17 - Segment Reporting (AS-1 7). Accordingly, amounts appearing in these financial statements relates to only manufacture and sale of transformers.

Further, the operations primarily cater to the needs of the domestic market. Accordingly, there are no separate reportable segments according to AS-17.

2. Transfer pricing

The Company has transactions with related parties. For the financial year 2014-15, the Company has obtained the Accountant''s Report from a Chartered Accountant as required by the relevant provisions of the Income-tax Act, 1961 and has filed the same with the tax authorities. For the financial year 2015 -16, the management confirms that it maintains documents as prescribed by the Income-tax Act, 1961 to prove that these transactions are at arm''s length considering the economic scenario, prevailing market conditions etc. and the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

3 Monies held in trust

Monies held in trust amounting to Rs, 13,538,376, represents money transferred from the Sellers'' Escrow account (expromoters), on behalf of Prolec GE during the year 2011-2012. The said money was transferred to the Company''s account, as the holding company had no office in India to do the documentation to transfer the funds on the date of settlement to their account in Mexico and the Escrow Account was closed in November 2011. During the year the entire amount of Rs, 13,538,376 has been remitted back to Prolec GE after obtaining appropriate approvals from Reserve Bank of India.

4. Related party transactions

a) Names of related parties and nature of relationship are as follows:

Nature of relationship Name of the related party

Ultimate holding company Xignux S.A. de C.V., Mexico

Holding Company Prolec GE Internacional, S.de R.L. de C.V., Mexico

Fellow subsidiary Prolec S.A. de C.V., Mexico

Key management personnel Mr. Sridhar Gokhale (Manager) (Upto May 27, 2015)

Mr. Ajay Kumar Sinha (CEO) (From May 27, 2015)

5. During the year ended March 31, 2015, vide an agreement dated July 1, 2014, the Company has received subvention (voluntary, non-repayable financial grant) of US$ 25 million (Rs. 1,491,250,000) from the holding company, Prolec GE. The grant had been utilized for repayment of all the short term borrowings.

6. During the year ended March 31, 2015, the management has reassessed the remaining useful life of the assets with effect from April 1, 2014 as required under Schedule II to the Companies Act, 2013. In respect of assets whose life had already exhausted as on April 1, 2014, depreciation of Rs. 6,522,787 (net of deferred tax impact of Rs. Nil) has been adjusted in Reserves and Surplus in accordance with the requirements of Schedule II to the Companies Act, 2013.

7. During the year ended March 31, 2015, the Company has entered into an agreement with Prolec GE, whereby Prolec GE has assured the Company that they would make good the loss to the benefit of the Company in case certain identified customers do not pay or default in the payment of outstanding dues. In the earlier years, the Company had recorded provision on a portion of the total balance receivable from these identified customers. Based on the agreement, the provision (amounting to Rs. 51,929,844), pertaining to these receivables has been reversed during the year ended March 31, 2015 and the balance outstanding from these customers has been presented as ''secured debtors''.

8. The Company had entered into a Memorandum of Understanding (''MOU'') dated March 2, 2015 with a buyer for sale of one of its freehold land, included in assets held for sale and had received Rs. 20,000,000 as advance under the MOU as at March 31, 2015. During the current year, the aforesaid land has been sold.

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Mar 31, 2015

1 Company overview

Indo Tech Transformers Limited (''Indo Tech'' / ''the Company'') is engaged in the business of manufacturing power and distribution transformers and various special application transformers, mobile sub-station transformers and sub-stations. The Company has manufacturing plants located at Chennai and Kancheepuram in Tamil Nadu.

2 Contingent liabilities and Commitments Particulars As at As at March 31, 2015 March 31, 2014

Contingent liabilities:

a) Commitments in respect of bank guaran tees and letters of credit issued by 358,096,301 343,770,763 Company''s bankers

b) Disputed sales tax / income tax / service tax (refer Note a and b) 10,099,772 10,099,772

Notes:

a Income tax - The Company has received income-tax assessment orders raising demand of Rs. 5,129,608 and Rs. 7,487,550 for AY 2008-09 and AY 2009-10 respectively in the earlier years. Any liability in respect of these orders will be met by the ex-promoters to the benefit of the Company.

b Sales tax - During the year 2011-2012, the Company had received sales tax assessment orders raising demand of Rs. 1,421,332 and Rs. 1,441,276 for FY 2005-06 and FY 2006-07 respectively. The Company had paid Rs. 2,500,000 (under protest) against these orders. Any liability in respect of these orders will be met by the ex-promoters to the benefit of the Company.

3 Segment reporting

The Company considers it''s busines segment as it''s primary segment. The Company is engaged into the business of manufacture and sale of transformers and there are not more than one reportable segment as envisaged by Accounting Standard 17 - Segment Reporting (AS-17). Accordingly, amounts appearing in these financial statements relates to only manufacture and sale of transformers.

Further, the operations primarily cater to the needs of the domestic market. Accordingly, there are no separate reportable segments according to AS-17 issued under the Companies (Accounting Standards) Rules, 2006.

The Company assesses these assumptions with the projected long-term plans of growth and prevalent industry standards. Note:

(i) Plan assets comprise of contribution to Group Gratuity Scheme of Life Insurance Corporation of India.

(ii) The gratuity expenses have been recognised in ''Contribution to provident and other funds'' under Note 23 to the financial statements.

4 Transfer pricing

The Company has transactions with related parties. For the financial year 2013-14, the Company has obtained the Accountant''s Report from a Chartered Accountant as required by the relevant provisions of the Income-tax Act, 1961 and has filed the same with the tax authorities. For the financial year 2014 -15, the management confirms that it maintains documents as prescribed by the Income-tax Act, 1961 to prove that these transactions are at arm''s length considering the economic scenario, prevailing market conditions etc. and the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

5 Monies held in trust

Monies held in trust amounting to INR 13,538,376, represents money transferred from the Sellers'' Escrow account (ex- promoters), on behalf of Prolec GE during the year 2011-2012. The said money was transferred to the Company''s account, as the holding company had no office in India to do the documentation to transfer the funds on the date of settlement to their account in Mexico and the Escrow Account was closed in November 2011. Since, this amount should have gone to Prolec GE, the Company is trying to remit the same to Prolec GE ever since it was received by the Company. During the year pursuant to a compounding application filed by the Company with Reserve Bank of India (RBI), RBI has compounded the matter. However, the money can be remitted back to Prolec GE only after RBI completes the compounding formalities with the ex-promoters. The entire amount of INR 13,538,376 has been kept intact (i.e. not utilised and set aside for remitting back to Prolec GE) by the Company.

6 During the year ended March 31, 2015, vide an agreement dated July 1, 2014, the Company has received subvention (voluntary, non-repayable financial grant) of US$ 25 million (Rs. 1,491,250,000) from the holding company, Prolec GE. The grant has been utilized for repayment of all the short term borrowings.

7 During the year ended March 31, 2015, the management has reassessed the remaining useful life of the assets with effect from April 1, 2014 as required under Schedule II to the Companies Act, 2013. In respect of assets whose life had already exhausted as on April 1, 2014, depreciation of Rs. 6,522,787 (net of deferred tax impact of Rs. Nil) has been adjusted in Reserves and Surplus in accordance with the requirements of Schedule II to the Companies Act, 2013.

8 During the year, the Company has entered into an agreement with Prolec GE, whereby Prolec GE has assured the Company that they would make good the loss to the benefit of the Company in case certain identified customers do not pay or default in the payment of outstanding dues. In the earlier years, the Company had recorded provision on a portion of the total balance receivable from these identified customers. Based on the agreement, the provision (amounting to Rs. 51,929,844), pertaining to these receivables has been reversed during the year and the balance outxstanding from these customers has been presented as ''secured debtors'' as at March 31, 2015.

9 Subsequent event:

The Company has entered into a Memorandum of Understanding (''MOU'') dated March 2, 2015 with a buyer for sale of one of its freehold land, included in assets held for sale as at the balance sheet date and has received Rs. 20,000,000 as advance under the MOU. Subsequent to the balance sheet, the sale of such land has been completed.

10 Previous year''s figures in statement of profit and loss are not comparable since the same was drawn up for a period of nine months. However, for the current year statement of profit and loss is drawn for twelve months from April 1, 2014 to March 31, 2015.

Previous period''s figures have been regrouped / reclassified, wherever necessary, to conform to current year''s classification. Previous year financial statements were audited by a firm other than B S R & Co. LLP.

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Mar 31, 2014

1 Company overview

Indo Tech Transformers Limited (''Indo Tech'' / ''the Company'') is engaged in the business of manufacturing power and distribution transformers and various special application transformers, mobile sub-station transformers and sub-stations. The Company has manufacturing plants located at Palakkad in Kerala, Chennai and Kancheepuram in Tamil Nadu.

(All amounts are in Indian Rupees, except share data or as stated)

2 Contingent liabilities and commitments

As at As at Particulars March 31, 2014 June 30, 2013

Contingent liabilities:

a) Commitments in respect of Bank guarantees and Letters of credit issued by Company''s 343,770,763 269,913,995 bankers

b) Disputed Sales Tax / Income Tax / Service Tax / Labour case (refer Note a and b) 10,099,772 10,122,841

Notes:

a Income tax - The Company has received income-tax assessment orders raising demand of Rs. 3,669,549, Rs. 5,129,608 and Rs. 7,487,550 for AY 2005-06, 2008-09 and AY 2009-10 respectively in the earlier years. Any liability in respect of these orders will be met by the ex-promoters to the benefit of the Company.

b Sales tax - During the year 2011-2012, the Company had received sales tax assessment orders raising demand of Rs. 1,421,332 and Rs. 1,441,276 for FY 2005-06 and FY 2006-07 respectively. The Company had paid Rs. 2,500,000 (under protest) against these orders. Any liability in respect of these orders will be met by the ex-promoters to the benefit of the Company.

3 Transfer pricing

The Company has transactions with related parties. For the financial year 2012-13, the Company has obtained the Accountant''s Report from a Chartered Accountant as required by the relevant provisions of the Income-tax Act, 1961 and has filed the same with the tax authorities. For the financial year 2013 -14, the management confirms that it maintains documents as prescribed by the Income-tax Act, 1961 to prove that these transactions are at arm''s length considering the economic scenario, prevailing market conditions etc. and the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

4 Monies held in trust

Monies held in trust amounting to INR 13,538,376, represents money transferred from the Sellers'' Escrow account (ex- promoters), on behalf of Prolec GE during the year 2011-2012. The said money was transferred to the Company''s account, as the holding Company had no office in India to do the documentation to transfer the funds on the date of settlement to their account in Mexico and the Escrow Account was closed in November 2011. Further, during the period ended June 30, 2013, the Company had received an amount of Rs. 1,000,000 being the security deposit paid by Prolec GE. Since, these amounts should have gone to Prolec GE, the Company is trying to remit the same to Prolec GE ever since it was received by the Company. The Company is discussing this matter with the authorised dealers / Reserve Bank of India (''RBI'') and are trying to remit the amount to Prolec GE at the earliest.The entire amount of INR 14,538,376 has been kept intact (i.e. not utilised and set aside for remitting back to Prolec GE) by the Company.

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Jun 30, 2013

1 Company overview

Indo Tech Transformers Limited (''Indo Tech'' / ''the Company'') is engaged in the business of manufacturing power and distribution transformers and various special application transformers, mobile sub-station transformers and sub-stations. The Company has manufacturing plants located at Palakkad in Kerala and Chennai and Kancheepuram in Tamil Nadu.

2 Contingent liabilities and commitmens

As at As at Particulars june 30, 2013 March 31, 2012

Contingent liabilities:

a) Commitments in respect of Bank guarantees and Letters of credit issued by Company''s bankers 269,913,995 371,267,421

b) Penalty levied by Joint Director General of Foreign Trade, Chennai (JDGFT) - Refer Note a below

c) Disputed Sales Tax / Income Tax / Service Tax / Labour case (refer Note b and 10,122,841 36,613,305 Commitments:

a) Estimated amount of contracts remaining to be executed on capital account (net of ~ _ _ capital advances) and not provided for

Notes:

a Export obligations - A demand of Rs. 29,395,120 was raised in an earlier year, by JDGFT, Chennai towards non- compliance of certain export obligation. The Company made a provision of Rs. 7,500,000 towards this demand, of which, Rs. 6,351,219 was paid during the year. The excess provision not required has been written back during the period. The Company has received the Redemption letter dated September 27, 2012 from )DGFT and dated September 28, 2012 from Customs authorities.

b Income tax - The Company has received income-tax assessment orders raising demand of Rs. 7,487,550 for AY 2009- 10 during the year ended March 31, 2012 and Rs. 3,669,549 and Rs. 5,129,608 for AY 2005-06 and AY 2008-09 respectively in the earlier period. Any liability in respect of these orders will be met by the ex-promoters to the benefit of the Company.

c Sales tax - During the year 2011-2012, the Company had received sales tax assessment orders raising demand of Rs. 1,420,332 and Rs. 1,441,276 for FY 2005-06 and FY 2006-07 respectively. The Company had provided Rs. 383,528 in the books and had also paid Rs. 2,500,000 (under protest) against these orders. Any liability in respect of these orders will be met by the ex-promoters to the benefit of the Company.

3 Segment reporting

The Company considers its business segment as its primary segment. The Company is engaged into the business of manufacture and sale of transformers and there are not more than one reportable segment as envisaged by Accounting Standard 17. Accordingly, amounts appearing in these financial statements relates to only manufacture and sale of transformers. Secondary segment information

The Company operates mainly in two geographical areas, India and Rest of the world. Management has reviewed those geographical areas vis-a-vis the risk and retruns that encompass them. While arriving at this, management has reviewed the similarity of the economic and political conditions, relationship between operations in these geographical areas, proximity of operations, and special risks if any associated with operations in these areas.

4 Dues to micro and small enterprises

Based on the information received and available, the management believes that there are no enterprises which have provided goods and services to the Company and which qualify under the definition of micro and small enterprises, as defined under Micro, Small and Medium Enterprises Development Act, 2006. Accordingly, the disclosure in respect of the amounts payable, if any to such enterprises as at June 30, 201 3 has been made in the financial statements based on information received and available with the Company, to the extent identified by the management and relied upon by the auditors.

5 Retirement benefits

Gratuity Plan

Based on actuarial valuation necessary provision has been created in the books to meet the liability as per Accounting Standard 15 (Revised).

The following table sets out the status of the gratuity plan as required under Accounting Standard 15 (Revised 2005). Reconciliation of opening and closing balances of the present value of the defined benefit obligation.

6 Transfer pricing

The Company has transactions with related parties. For the financial year 2011 -1 2, the company has obtained the Accountant''s Report from a Chartered Accountant as required by the relevant provisions of the Income-tax Act, 1961 and has filed the same with the tax authorities. For the financial year 201 2 -1 3, the management confirms that it maintains documents as presetibed by the Income-tax Act, 1961 to prove that these transactions are at arm''s length considering the economic scenario, prevailing market conditions etc. and the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

7 Monies held in trust

Monies held in trust amounting to INR 13,538,376, represents money transferred from the Sellers'' Escrow account (ex- promoters), on behalf of Prolec GE during the year 2011 -201 2. The said money was transferred to the Company''s account, as the holding Company had no office in India to do the documentation to transfer the funds on the date of settlement to their account in Mexico and the Escrow Account was closed in November 2011. Further, during the period ended ]une 30, 201 3, the Company has received an amount of Rs. 1,000,000 being the security deposit paid by Prolec GE. Since, these amounts should have gone to Prolec GE, the Company is trying to remit the same to Prolec GE ever since it was received by the Company. The Company is discussing this matter with the authorised dealers and are trying to remit the amount to Prolec GE at the earliest.The entire amount of INR 14,538,376 has been kept intact (i.e. not utilised and set aside for remitting back to Prolec GE) by the Company.

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Mar 31, 2012

1 BACKGROUND

Indo Tech Transformers Limited ('Indo Tech'/ 'the Company') is engaged in the business of manufacturing power and distribution transformers and various special application transformers, mobile sub-station transformers and sub-stations. The Company has four manufacturing plants located at Palakkad in Kerala and Chennai and Kancheepuram in Tamil Nadu.

a Terms/rights attached to equity shares

The Company has only one class of shares referred to as equity shares having a par value of Rs. 10. Each holder of equity shares is entitled to one vote per share. The Company declares dividend in Indian Rupees and pays dividend to shareholders outside India in foreign currency based on the rates prevailing on the date of such remittances, with respect to other shareholders, dividend is paid in Indian Rupees.

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders. During the year ended March 31, 2012, the Company has not declared any dividend.

2 LONG-TERM BORROWINGS

a) Assets acquired under finance lease are secured by hypothecation of vehicles. The loan is repayable in 36 monthly instalments starting from the date of loan. The loans were taken in the month of August 2009 and November 2009.

b) The sales tax deferral loan is repayable in the 10th year from the date of availment of loan along with the tax liability for the corresponding month. The last deferral payment shall be made in the financial year ending March 31, 2013.

3 Short-term borrowings

a) Cash credit facilities are secured by pari passu first hypothecation charge over current assets (inventory, receivables and other current assets), first charge over the land and building at Thirumazhisai, equitable mortgage over land with electric generator at Radhapuram, equitable mortgage over land and building at Palakkad and second charge on pari passu basis with Standard Chartered Bank, Bank of Baroda and Citibank over all the present and future fixed assets, machinery and equipments and 9.16 acres of land at Kancheepuram etc.

4 OTHER CURRENT LIABILITIES

a) The term loans from Standard Chartered Bank is secured by first charge on all the present and future fixed assets, machinery and equipments and 9.16 acres of land at Kancheepuram. The loan was repayable in 12 quarterly instalments starting from August 2008 and July 2009.

a) There are no amount due and outstanding to be credited to the Investor Education and Protection Fund.

5 AMALGAMATION OF INDO TECH ELECTRIC COMPANY LIMITED ('ITECL' / 'TRANSFEROR') WITH THE COMPANY

Pursuant to a scheme of amalgamation approved by the Hon'ble High Court of Madras on September 30, 2005. ITECL was amalgamated with the Company with effect from April 1, 2003. The amalgamation was accounted under the purchase method in the earlier year. During the previous year, the management has noted that the sanctioned scheme qualified to be given effect as amalgamation in the nature of merger and accordingly, such amalgamation should have been accounted in accordance with the 'pooling of interest method' prescribed by AS - 14. Necessary accounting effect was given in the financial statements for the previous year under the 'pooling of interest method' instead of 'purchase method'. Consequently, general reserve was increased by Rs. 10,737,933 with a corresponding effect to Capital Reserve and profit and loss account for Rs. 9,219,605 and Rs. 1,518,328 respectively in the previous year ended March 31, 2011.

6 STATE SUBSIDY

During the financial year 1998-99, the Company had received a Government Grant of Rs. 1,500,000 as investment subsidy towards setting up a Power Transformer plant at its Thirumazhisai factory in SIDCO Industrial Estate, Chennai. The Company had adopted the capital approach prescribed under Accounting Standard- 12 (AS - 12) 'Accounting for Government Grants' and had accounted the grant as 'State Subsidy' under 'Reserves and Surplus.

Management noted that as the grant was received towards plant and machinery, the grant should have been treated as deferred income to be recognized in the statement of profit and loss on a systematic and rational basis over the useful life of the asset as prescribed by 'income approach' in AS - 12. Since the estimated useful life had expired in an earlier period the subsidy amount was transferred to statement of profit and loss as a prior period item in the previous year ended March 31, 2011.

7 LAND AND BUILDING

a) The Company is in the process of registering land measuring 0.132 acres and DP-36 land at SIDCO Industrial Estate, Thirumazhisai Chennai.

b) During the previous year, in respect of building at NIDA, Kanjikode amounting to Rs. 2,518,083 a Memorandum of understanding was entered to transfer the building. The Company is in the process of getting the refund of the balance land cost of Rs. 67,279, after adjustments for certain interest costs.

8 CAPITAL COMMITMENTS AND CONTINGENT LIABILITIES

Particulars Year ended Year ended March 31, 2012 March 31, 2011

(i) Estimated amount of contracts remaining to be executed on capital account (net of capital advances) and not provided for 253,280 1,515,366

(ii) Commitments in respect of Bank guarantees and Letters of credit issued by Company's bankers 371,267,421 486,660,686

(iii) Penalty levied by Joint Director General of Foreign Trade, Chennai (JDGFT) Refer Note Refer Note a below a below

(iv) Disputed Sales Tax/ Income Tax/Service Tax/ Labour case (Also refer Note b and c) 36,613,305 36,613,305

Notes:

a Export obligations - A demand of Rs. 29,395,120 was raised in an earlier year, by JDGFT, Chennai towards non-compliance of certain export obligation. The Company has made a provision of Rs. 7,500,000 towards this demand, of which, Rs. 3,973,636 was paid during the year. Any liability in excess of the provision will be met by the ex-promoters to the benefit of the Company.

b Income tax - The Company has received income-tax assessment orders raising demand of Rs. 7,487,550 for AY 2009-10 during the year and Rs. 3,669,549 and Rs. 5,129,608 for AY 2005-06 and AY 2008-09 respectively in the earlier period. Any liability in respect of these orders will be met by the ex-promoters to the benefit of the Company.

c Sales tax - During the year, the Company has received sales tax assessment orders raising demand of Rs. 1,420,332 and Rs. 1,441,276 for FY 2005-06 and FY 2006-07 respectively. The Company has provided Rs. 383,528 in the books and has also paid Rs. 2,500,000 (under protest) against these orders. Any liability in respect of these orders will be met by the ex-promoters to the benefit of the Company.

9 SEGMENT REPORTING

The Company is engaged into only one business namely manufacture of transformers and the operations primarily cater to the needs of the domestic market. Accordingly there are no separate reportable segments according to AS 17 'Segment Reporting' issued under the Companies (Accounting Standards) Rules, 2006.

10 MICRO, SMALL AND MEDIUM ENTERPRISES DEVELOPMENT ACT, 2006

Based on the information received and available, the management believes that there are no enterprises which have provided goods and services to the Company and which qualify under the definition of micro and small enterprises, as defined under Micro, Small and Medium Enterprises Development Act, 2006. Accordingly, the disclosure in respect of the amounts payable, if any to such enterprises as at March 31, 2012 has been made in the financial statements based on information received and available with the Company, to the extent identified by the management and relied upon by the auditors.

11 RETIREMENT BENEFITS

Gratuity Plan

Based on actuarial valuation necessary provision has been created in the books to meet the liability as per Accounting Standard 15 (R).

The following table sets out the status of the gratuity plan as required under AS 15 (Revised 2005). Reconciliation of opening and closing balances of the present value of the defined benefit obligation.

Note:

(i) Plan assets comprise of contribution to Group Gratuity Scheme of Life Insurance Corporation of India. (ii) The gratuity expenses have been recognised in 'Contribution to provident and other funds' under Schedule 25 to the notes.

12 TRANSFER PRICING

The Company has international transactions with related parties. For the financial year 2010-11, the company has obtained the Accountant's Report from a Chartered Accountant as required by the relevant provisions of the Income Tax Act, 1961 and has filed the same with the tax authorities. For the financial year 2011 -12, management confirms that it maintains documents as prescribed by the Income-tax Act, 1961 to prove that these international transactions are at arm's length considering the economic scenario, prevailing market conditions etc and the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

13 MONIES HELD IN TRUST

Monies held in trust amounting to INR 13,538,376, represents money transferred from the Sellers' Escrow account (ex-promoters), on behalf of Prolec GE. The said money was transferred, as the holding Company had no office in India, to do the documentation to transfer the funds on the date of settlement, to their account in Mexico, as the Escrow Account was closed in November 2011. Subsequent to the balance sheet date, on April 25, 2012, the Company, through its authorized dealer, has made necessary application to RBI seeking approval to remit this money to the holding Company.

14 RECEIVABLE FROM PROLEC GE INTERNACIONAL S. DE R.L. C.V., THE HOLDING COMPANY

Prolec GE had seconded some employees to the Company, who are on the payroll of the Company. Prolec GE has agreed to re-imburse costs pertaining to salaries and other expenses of these employees. For the current year Rs. 93,025,710 has been agreed to be re-imbursed by Prolec GE.

15 RELATED PARTY TRANSACTIONS

a) Names of related parties and nature of relationship are as follows:

Nature of relationship Name of the related party

Ultimate holding company Xignux S.A. de C.V.

Holding Company Prolec GE Internacional, S.de R.L. de C.V.

Fellow subsidiaries Prolec S.A. de C.V.

Key management personnel Mr. Manuel Hernandez Bravo, Manager (w.e.f. December 1, 2010)

16 PRIOR PERIOD COMPARATIVES

Prior year comparatives have been regrouped wherever necessary to conform to current year's classification.

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Mar 31, 2011

(All amounts are in Indian Rupees, except share data and as stated)

a. Background of the Company

Indo Tech Transformers Limited (Indo Tech / the Company) is engaged in the business of manufacturing power and distribution transformers and various special application transformers and mobile sub-station transformers. The Company has four manufacturing plants located at Pallakad in Kerala and Chennai and Kancheepuram in Tamil Nadu.

i) Amalgamation of Indo Tech Electric Company Limited (ITECL / Transferor) with the Company

Pursuant to a scheme of amalgamation approved by the Honble High Court of Madras on September 30, 2005, ITECL was amalgamated with the Company with effect from April 1, 2003. The amalgamation was accounted under the purchase method in the earlier year. During the year, the management has noted that the sanctioned scheme qualified to be given effect as amalgamation in the nature of merger and accordingly, such amalgamation should have been accounted in accordance with the pooling of interest method prescribed by AS - 14. Necessary accounting effect has now been given in the financial statements for the current year under the pooling of interest method instead of purchase method. Consequently, general reserve has been increased by Rs. 10,737,933 with a corresponding effect to Capital Reserve and profit and loss account for Rs. 9,219,605 and Rs. 1,518,328 respectively.

ii) State Subsidy

During the financial year 1998-99, the Company had received a Government Grant of Rs. 1,500,000 as investment subsidy towards setting up a Power Transformer plant at its Thirumazhisai factory in SIDCO Industrial Estate, Chennai. The Company had adopted the capital approach prescribed under Accounting Standard- 12 (AS - 12) Accounting for Government Grants and had accounted the grant as State Subsidy under Reserves and Surplus.

Management noted that as the grant was received towards plant and machinery, the grant should have been treated as deferred income to be recognized in the profit and loss account on a systematic and rational basis over the useful life of the asset as prescribed by income approach in AS - 12. Since the estimated useful life had expired in an earlier period the subsidy amount has been transferred to Profit and Loss account as a prior period item.

iii) Land and Building

a) The Company is in the process of registering land measuring 0.132 acres and DP-36 land at SIDCO Industrial Estate, Thirumazhisai, Chennai.

b) During the year, in respect of building at NIDA, Kanjikode amounting to Rs. 2,518,083 a Memorandum of understanding has been entered to transfer the building. The Company is in the process of getting refund of the land cost of Rs. 271,500 from NIDA.

Note a: Export Obligations - A demand of Rs. 29,395,120 was raised in an earlier year, by JDCFT, Chennai towards non- compliance of certain export obligation. The Company has made a provision of Rs. 7,500,000 towards this demand. Any liability in excess of the provision will be met by the ex-promoters to the benefit of the Company.

Note b: Income Tax - During the year, the Company has received income-tax assessment orders raising demand of Rs. 3,669,549 and Rs. 5,129,608 for AY 2005-06 and AY 2008-09 respectively. Any liability in respect of these orders will be met by the ex-promoters to the benefit of the Company.

iv) Based on the information received and available, the management believes that there are no enterprises which have provided goods and services to the Company and which qualify under the definition of micro and small enterprises, as defined under Micro, Small and Medium Enterprises Development Act, 2006. Accordingly, the disclosure in respect of the amounts payable, if any to such enterprises as at March 31, 2011 has been made in the financial statements based on information received and available with the Company, to the extent identified by the management and rel ied upon by the auditors.

v) Segment Reporting

The Company is engaged into only one business namely manufacture of transformers and the operations primarily cater to the needs of the domestic market. Accordingly there are no separate reportable segments according to AS 17 Segment Reporting issued under the Companies (Accounting Standards) Rules, 2006.

vi) Transfer Pricing

The Company has international transactions with related parties. For the financial year 2009-10, the company has obtained the Accountants Report from a Chartered Accountant as required by the relevant provisions of the Income Tax Act, 1961 and has filed the same with the tax authorities. For the financial year 2010 -11, management confirms that it maintains documents as prescribed by the Income- tax Act, 1961 to prove that these international transactions are at arms length considering the economic scenario, prevailing market conditions etc and the aforesaid legislation will not have any impact on the financial statements, particularly on the amount of tax expense and that of provision for taxation.

xxvi) Previous year figures have been regrouped wherever necessary to conform to current year classification. Previous years financial statements were audited by a firm other than B S R and Co.

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Mar 31, 2010

01) Secured Loans

a) Term Loan from Standard Chartered Bank is secured by first and exclusive charge on Land (9.16 acres), Buildings, Plant & Machinery at Kancheepuram.

b) Working capital facilities from Bank of Baroda, State Bank of India, Standard Chartered Bank and Citi Bank NA are primarily secured by hypothecation of inventories, book debts and are collaterally secured by paripassu charge on Land, Factory Buildings and Plant & Machinery of the Company and further secured by second charge on paripassu basis on Land (9.16 acres), Buildings, Plant & Machinery at Kancheepuram.

Subject to the above, the Working Capital facilities from The Honkong and Shanghai Bank Corporation Limited are secured by paripassu charge with other banks on all movable fixed assets, immovable fixed assets & current assets.

02) Unsecured Loans

Interest free sales tax deferment loan shown under Un-secured loans is repayable in installments up to September 2012.

03) Fixed Assets:

a) Registration of documents in the Companys name in respect of leased land measuring 0.132 acres at SIDCO Industrial Estate, Thirumazhisai is in process.

b) In respect of the property at DP-36, SIDCO Industrial Estate, Thirumazhisai, the documents is in the process of execution.

c) In respect of land and factory building at NIDA, Kanjikode, the General Manager, District Industries Centre, Palakkad had passed orders resuming the allotment. Pending determination of compensation, no provision has been made in the accounts against the book value of the property at Rs.27,89,583.

04) Confirmation of balances:

Confirmations have been received from certain debtors, creditors and for certain advances and deposits which are under reconciliation.

05) Export Obligations - Penalty:

A demand for a sum of Rs.29,395,120/- was raised in an earlier year, by JDGFT, Chennai, towards non compliance of certain export obligations. The Company has made a provision of Rs.7,500,000/-towards this. Any liability in excess of this provision will be met by the ex promoters as per the Share Purchase Agreement between the ex-promoters and Prolec GE International, S de R.L. de C.V, and hence no further provision is considered necessary.

06) Fixed deposits in Banks include Rs. 8,75,76,277/- (Rs.8,35,86,647/-) lien marked towards margin for guarantees and letter of credit issued by the Banks.

07) Estimated amount of contracts remaining to be executed on capital account not provided for is Rs. Nil. (Rs.Nil)

8) Employee benefits:

Defined benefit plan:

The employees Gratuity fund scheme managed by Life Insurance Corporation of India is a defined Benefit plan. The present value of obligation is determined based on actuarial valuation using Projected Unit Credit method which recognizes each period of service as giving raise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

9) The Company does not have any reportable segments as required to be disclosed.

10) Related party disclosures

As identified by the company and relied upon by the Auditors, the related parties are as follows:-

Name of the related party Relationship

PROLEC-CE INTERNACIONAL, S. de R.L. de C.V Holding Company

GE INDIA INDUSTRIAL PRIVATE LIMITED Associate Company

GE INTERNATIONAL INC Associate Company

Sivasakthi Engineering & Fabricators - Upto 18th May 2009 Associate Firm

Key Management Personnel

Mr. Manuel Hernandez Bravo - Chief Executive Officer w.e.f. 18th May 2009 Mr. P.E.Subramanian - Chairman & Managing Director - Till 18th May 2009 Mr. P.S. Jagdish - Executive Director - Till 18th May 2009 Mr. P.S. Shekar - Director Operations - Till 18th May 2009

11) Sundry Creditors:

Micro, Small and Medium Enterprises under the Micro Small & Medium Enterprises Development (MSMED) Act 2006: Based on the information available with the company there was no creditors as on 31st March 2010 who had registered under MSMED Act. 12) Schedules 1 to 18 form an integral part of the Balance Sheet and Profit & Loss Account and have been duly authenticated.

13) Previous years figures have been regrouped wherever necessary to conform to current years classification.