A Oneindia Venture

Notes to Accounts of Jindal Photo Ltd.

Mar 31, 2025

Preference Shares- Series I

The Company has issued 4,74,00,000 redeemable preference shares (RPS-Series I) of Rs 10/- each at zero percent dividend of total value of Rs 4,740 Lakhs, redeemable at a premium of 10% any time within 10 years (extended to 15 years in financial year 2023-24) of their allotment (i.e. May 28, 2014) as may be decided by the Board of Directors.

Preference Shares- Series II

The Company has issued 1,50,00,000 redeemable preference shares (RPS-Series II) of Rs 10/- each at zero percent dividend of total value of Rs 1,500 Lakh, redeemable at a premium of 10% any time within 10 years of their allotment (i.e. June 11, 2016) as may be decided by the Board of Directors.

Preference Shares- Series III

The Company has issued 40,00,000 redeemable preference shares (RPS-Series III) of Rs 10/- each at zero percent dividend of total value of Rs 400 Lakhs, redeemable at a premium of 10% any time within 10 years of their allotment (i.e. September 23, 2016) as may be decided by the Board of Directors.

13.2 Rights, Preferences and restrictions attached to Share Equity Share

The company has one class of equity shares having a face value of Rs. 10/- each. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the company after distribution of all preferential amounts, in proportion to their shareholding.

14 CONTINGENT LIABILITIES

(Rs. in Lakhs)

Particulars

As at

As at

March 31, 2025

March 31, 2024

Demand raised by authorities against which, Company has filed appeals/rectification

Income Tax

429.71

545.44

Total

429.71

545.44

As per Indian Accounting Standard 19 (Ind AS 19) "Employee Benefits", the disclosures of employee benefits as defined in the accounting standard are given below:

a) Contribution to Defined Contribution Plan, recognised as expenses for the year, is Rs 0.43 lakh towards the employer''s contribution to the provident fund.

b) Defined Benefit Plan

The present value of obligation for gratuity is determined based on actuarial valuation using the Projected Unit Credit Method, which recognises each period of service as giving rise to an additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

27 It is management''s perception that since the company is exclusively engaged in the activity which are governed by the same set of risks and returns the same are considered to constitute a single reportable segment in the context of Ind AS 108 "Operating Segments" issued by the Institute of Chartered Accountants of India.

28 The fair value of Investments in shares of Jindal India Power Limited (Formerly known as Jindal India Thermal Power Limited) as on March 31, 2025 has been determined on the basis of valuation of shares as on March 31, 2025 report by IBBI Registered Valuer. During the financial year 2024-25, the company has booked fair valuation gain amounting to Rs. 802.48 lakhs (previous year Rs 198.95 lakhs). Till March 31, 2025, the company has booked fair valuation gain amounting to Rs. 933.59 lakhs (previous year Rs. 131.11 lakhs) against investment of Rs 187.09 lakhs in equity shares of Jindal India Power Limited.

29 a) During the previous year, pursuant to scheme of Arrangement between Concatenate Advest Advisory Private

Limited (Demerged Company) and Concatenate Flexi Films Advest Private Limited (Resulting Company No.-1), Concatenate Imaging Advest Private Limited (Resulting Company No.-2), Concatenate Metals Advest Private Limited (Resulting Company No.-3) and Concatenate Power Advest Private Limited (Resulting Company No.-4) as sanctioned by order of Hon''ble National Company Law Tribunal, Kolkata dated September 22, 2023, equity shares and preference shares of the company held by Concatenate Advest Advisory Private Limited (demerged company) stands transferred to Concatenate Power Advest Private Limited (Resulting Company No.-4). Accordingly, the Concatenate Power Advest Private Limited (Resulting Company No.-4) has become holding company and also become part of the promoter''s group of the Company.

b) Further, in lieu of investment held by the company in 1% NCRPS of Concatenate Advest Advisory Private Limited (demerged company), the company has been allotted 1% NCRPS of Concatenate Advest Advisory Private Limited (demerged company) and Concatenate Flexi Films Advest Private Limited (Resulting Company No.-1), Concatenate Imaging Advest Private Limited (Resulting Company No.-2), Concatenate Metals Advest Private Limited (Resulting Company No.-3) and Concatenate Power Advest Private Limited (Resulting Company No.-4) proportionately as per the scheme of demerger sanctioned by order of Hon''ble National Company Law Tribunal, Kolkata dated September 22, 2023 on the same terms and conditions.

30 a) In terms of Judgement of Hon''ble Delhi High Court dated March 09, 2017, the Ministry of Coal vide its Circular

dated February 01, 2018 asked allocattees to file claims with regard to Compensation of Land and Mine. Accordingly Mandakini Coal Company Limited (MCCL), Joint Venture of the Company has claimed compensation of Rs. 24,049.00 Lakhs, which included compensation towards leasehold land and other expenses which are to be received by MCCL from subsequent buyer/allottee of the Coal Mine after the reauction/reallotment of Coal Mine.

Nominated Authority passed claim of Rs. 22,279.31 Lakhs in favour of MCCL (Company is entitled for 1/3rd claim of Rs. 7,426.44 Lakhs). MCCL has also filed Appeal for the balance compensation before Coal Bearing Tribunal, Talcher for the additional amount of Rs. 13,361.00 Lakhs against land compensation purchased

directly from Land owners (Company''s claim being 1/3rd i.e. Rs. 4,453.00 Lakhs), which is pending before Tribunal.

Meantime, IFCI lodged their claim before the Nominated Authority towards their loan to MCCL. To stall the said proceedings, Jindal Photo Limited and Tata Power Company Limited have filed writ petitions before Delhi High Court in which status quo order has been passed.

Further, Nominated Authority has now proposed to reduce the compensation to Rs. 15,519.85 Lakhs, from the amount already granted to MCCL i.e. Rs. 22,279.31 Lakhs. Against this proposed action, Jindal Photo Limited and Tata Power Company Limited have filed writ petitions before Delhi High Court and status quo order has been granted by High Court.

b) On the basis of book value per share of MCCL as per latest unaudited balance sheet certified by management (including claim recoverable as per (a) above), the company has up to March 31, 2025 booked fair valuation loss amounting to Rs. 1,692.89 Lakhs (Rs 1,688.04 Lakhs up to March 31, 2024) against investment of Rs. 3,930.00 Lakhs in shares of MCCL. In the opinion of the management, the provision is adequate.

c) The company had given interest bearing loan of Rs 537.33 lakhs upto March 31, 2025 (excluding interest receivable of Rs. 21.35 Lakhs upto March 31, 2015) to MCCL, a joint venture of the company. MCCL, due to its worsen financial conditions, has approached the company to waive the interest on loan. The Board has agreed to waive off the interest for the financial year from 2015-16 to 2024-25, hence no provision for interest has been made for financial years from 2015-16 to 2024-25. In the opinion of the Board, the amount due is good and recoverable.

d) Company had given Corporate Guarantee to IFCI in respect of loan given by IFCI to Mandakini Coal Company Limited (MCCL), a joint venture of the company. Up to 31.3.2018, the company has made payment of Rs 5132 lakh to IFCI to discharge its obligation under the deed of guarantee. The said amount has been shown as recoverable from MCCL in these accounts and no interest has been charged thereon. In the opinion of the Board, the amount is good and recoverable and in view thereof no provision has been created.

31 In the opinion of the Board of Directors the current assets, loans and advances are expected to realise at least the amount at which they are stated, if realised in the ordinary course of business and provision for all known liabilities has been adequately made in the accounts.

32.2 Fair Value Hierarchy

a) This section explains the judgements and estimates made in determining the fair values of the financial instruments. To provide an indication about the reliability of the inputs used in determining fair value, the company has classified its financial instruments into the three levels prescribed under the accounting standard.

Level 1: The hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments, traded bonds and mutual funds that have quoted price. The fair value of all equity instruments which are traded in the stock exchanges is valued using the closing price as at the reporting period.

Level 2: The fair value of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3. This is the case for unlisted equity securities.

b) Valuation technique used to determine fair value

Specific valuation techniques used to value financial instruments include:

- the use of quoted market prices or dealer quotes for similar instruments

- the fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date

- the fair value of the remaining financial instruments is determined using discounted cash flow analysis.

All of the resulting fair value estimates are included in level 2 or level 3, where the fair values have been determined based on present values and the discount rates used were adjusted for counterparty or own credit risk.

c) Fair value estimation

Estimated fair value disclosures of financial instruments are made in accordance with the requirements of Ind AS 107 "Financial Instruments: Disclosure". Fair value is defined as the amount at which the instrument could be exchanged in a current transaction between knowledgeable willing parties in an arm''s length transaction, other than in forced or liquidation sale. As no readily available market exists for a large part of the company''s financial instruments, judgement is necessary in arriving at fair value, based on current economic conditions and specific risks attributable to the instrument. The estimates presented herein are not necessarily indicative of the amounts the company could realize in a market exchange from the sale of its full holdings of a particular instrument.

The following summarizes the major methods and assumptions used in estimating the fair values of financial instruments.

Interest-bearing borrowings

Fair value is calculated based on discounted expected future principal and interest cash flows. The carrying amount of the company''s loans due after one year is also considered as reasonable estimate of their fair values as the nominal interest rates on the loans due after one year are variable and considered to be a reasonable approximation of the fair market rate with reference to loans with similar credit risk level and maturity period at the reporting date.

Trade and other receivables/payables

Receivables/payables typically have a remaining life of less than one year and receivables are adjusted for impairment losses. Therefore, the carrying amount for these assets and liabilities are deemed to approximate their fair values, as the allowance for estimated irrecoverable amounts is considered a reasonable estimate of the discount required to reflect the impact of credit risk.

d) Valuation process

The accounts & finance department of the company includes a team that performs the valuations of financial assets and liabilities required for financial reporting purposes, including level 3 fair values. This team reports directly to the chief financial officer (CFO) and the audit committee (AC).

Discussions of valuation processes and results are held between the CFO, AC and the valuation team at least once in every quarter, in line with the company''s quarterly reporting periods.

The main level 3 inputs for unlisted equity securities, contingent considerations and indemnification asset used by the company are derived and evaluated as follows:

• Discount rates are determined using a capital asset pricing model to calculate a pre-tax rate that reflects current market assessments of the time value of money and the risk specific to the asset.

• Risk adjustments specific to the counterparties (including assumptions about credit default rates) are derived from credit risk grading determined by the company''s internal credit risk management group.

• Earnings growth factor for unlisted equity securities are estimated based on market information for similar types of companies.

Changes in level 2 and 3 fair values are analysed at the end of each reporting period during the quarterly valuation discussion between the CFO, AC and the valuation team. As part of this discussion the team presents a report that explains the reason for the fair value movements.

33 FINANCIAL RISK MANAGEMENT

a) Risk management framework

In the ordinary course of business, the company is exposed to a different extent to a variety of financial risks: foreign currency risk, interest rate risk, liquidity risk, price risk and credit risk. In order to minimize any adverse effects on the financial performance of the company, derivative financial instruments, such as foreign exchange forward contracts, foreign currency option contracts are entered to hedge certain foreign currency risk exposures. Derivatives are used exclusively for hedging purposes and not as trading or speculative instruments. This note explains the sources of risk which the entity is exposed to and how the entity manages the risk.

b) 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 receivables from customers and investments in financial instruments.

The carrying amount of financial assets represents the maximum credit exposure. The company monitor credit risk very closely both in domestic and export market. The management impact analysis shows credit risk and impact assessment as low.

c) 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 fallen due. The Company''s liquidity position is carefully monitored and managed. The Company has in place a detailed budgeting and cash forecasting process to help ensure that it has adequate cash available to meet its payment obligations.

The following table provides details of the remaining contractual maturity of the company''s financial Liabilities. It has been drawn up based on the undiscounted cash flows and the earliest date on which the company can be required to pay. The table includes only principal cash flows.

d) Market risk

Market risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market prices. Market prices mainly comprise three types of risk: currency rate risk, interest rate risk and other price risks. Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. This is based on the financial assets and financial liabilities held as at March 31, 2025 and March 31, 2024 The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimizing the return.

Currency risk

Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities denominated in a currency that is not the company''s functional currency (Rupees). As the company does not possess such asset and does not have foreign commercial transactions the Company is not exposed to foreign exchange risk arising from foreign currency transactions.

Interest rate risk

The Company''s main interest rate risk arises from long-term borrowings with variable rates, which expose the Company to cash flow interest rate risk. During March 31, 2025 and March 31, 2024, the Company''s borrowings at variable rate were denominated in Rs. Currently the company''s borrowings are within acceptable risk levels, as determined by the management, hence the company has not taken any swaps to hedge the interest rate risk.

34 Disclosures as required by Indian Accounting Standard 24 (Ind AS 24) "Related Party Disclosure" issued by the Institute of Chartered Accountants of India with respect to whom transaction were made during the year are as under:-

a) Joint Venture Company

Mandakini Coal Company Limited

b) Holding Company

Concatenate Advest Advisory Private Limited (upto February 20, 2024)

Concatenate Power Advest Private Limited (w.e.f. February 20, 2024)

c) Associate Company

Jindal India Powertech Limited

d) Key Managerial Personnel and Directors

Manoj Kumar Rastogi, Managing Director

37 Additional Disclosures:

i) Title deed of all immovable properties are held in the name of company.

ii) The company does not have any investment property.

iii) During the year the company has not revalued its property, plant and equipment (including right-of-use assets)

iv) The company does not have any intangible assets.

v) Disclosure with respect to loan or advance in the nature of loans to promoters, directors, KMPs and the related parties (as defined under Companies Act, 2013), either severally or jointly with any other person that are:

vi) The company does not have Intangible assets under development

vii) No proceeding has been initiated or pending against the company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.

viii) The company does not have any borrowings from banks or financial institutions.

ix) The company is not declared wilful defaulter by any bank or financial Institution or other lender.

x) The company has not entered into any transaction with companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.

xi) In the earlier years, Jindal Photo Limited availed various credit facilities from Banks in respect of which charges were created and satisfied from time to time in compliance of provisions of the Companies Act, 1956/2013. Pursuant to order of Hon''ble Bombay High Court dated February 26, 2016, sanctioning of the scheme of arrangement, between Jindal Photo Limited ("Demerged Company") and Jindal Poly Films Limited ("Resulting Company") for the demerger of the photographic division of demerged undertaking and transferred into the Resulting Company with effect from April 01, 2014, the Appointed Date as mentioned in Note No. 42 of Annual Accounts of the company for FY 2015-16. All the credit facilities taken from the bank pertain to resulting company and accordingly transferred to Jindal Poly Films Limited. However one charge bearing ID number 80026156 created by the company favouring HDFC Bank Limited for Rs. 4,500 Lakh in respect of demerged undertaking is still showing in the records of Ministry of Corporate Affairs. This does not pertain to company as assets on which charge created has been transferred to resulting company and as such company does not enjoy any credit limit with the bank. However the company is taking steps to get same rectified on the MCA portal.

There is no other charge or satisfaction yet to be registered with ROC beyond the statutory period.

xii) The company has complied with the number of layers prescribed under clause (87) of section 2 of the act read with companies (Restriction on number of layers) rule 2017.

xiii) During the year any Scheme of Arrangements has not been approved by the Competent Authority in terms of sections 230 to 237 of the Companies Act, 2013.

xiv) Utilisation of Borrowed funds and share premium:

(A) The company has not advanced or loaned or invested funds (either borrowed funds or share premium

or any other sources or kind of funds) to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding (whether recorded in writing or otherwise) that the Intermediary shall

(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or

(ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries;

(B) The company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the company shall

(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or

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

xv) Corporate Social Responsibility (CSR): NA

xvi) The company has not traded or invested in Crypto Currency or Virtual currency during the year.

xvii) The company does not have any transaction, not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961.


Mar 31, 2024

Preference Shares- Series I

The Company has issued 4,74,00,000 redeemable preference shares (RPS-Series I) of Rs 10/- each at zero percent dividend of total value of Rs 4740 lakh, redeemable at a premium of 10% any time w''thin 10 years (extended to 15 years in current financial year 2023-24) of their allotment (i.e. 28.03.2014) as may be decided by the Board of Directors.

Preference Shares- Series II

The Company has issued 1,50,00,000 redeemable preference shares (RPS-Series II) of Rs 10/- each at zero percent div''dend of total value of Rs 1500 lakh, redeemable at a premium of 10% any time w''thin 10 years of their allotment (i.e.11.06.2016) as may be decided by the Board of Directors.

Preference Shares- Series III

The Company has issued 40,00,000 redeemable preference shares (RPS-Series III) of Rs 10/- each at zero percent div''dend of total value of Rs 400 lakh, redeemable at a premium of 10% any time w''thin 10 years of their allotment (i.e.23.09.2016)as may be decided by the Board of Directors.

13.1 Rights, Preferences and restrictions attached to Share Equity Share

The Company has one class of equity shares having a par value of Rs. 10 each. Each shareholder is eligible for one vote per share held. The div''dend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in the proportion to their shareholding.

14 Contingent Liabilities

Rs in Lakhs

Particulars

As at

As at

31.03.2024

31.03.2023

Demand raised by authorities against which, Company has filed appeals / rectification

Income Tax

545.44

545.44

Total

545.44

545.44

As per Indian Accounting Standard 19 (Ind AS 19) " Employee Benefits" , the disclosures of employee benefits as defined in the accounting standard are given below:-

a) Contribution to Defined Contribution Plan, recognised as expenses for the year is Rs.0.41 lakh towards employer''s contribution to Provident fund.

b) Defined Benefit Plan

The present value of obligation for gratuity is determined based on acturial valuation using the Projected Unit Credit Method, which recognises each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

i) Reconcilation of opening and Closing balances of defined benefit obligation for Gratuity (unfunded)

23 EARNING PER SHARE (EPS)

Basic earnings per share is computed using the weighted average number of equity shares outstanding during the year. Diluted earnings per share are computed using the weighted average number of equity shares and dilutive potential equity shares outstanding during the year :-

Based on latest unaudited financial information for the year ended 31st March 2024 as certifified by the management

25. It is management''s perception that since the company is exclusively engaged in the activity which are governed by the same set of risks and returns the same are considered to constitute a single reportable segment in the context of Ind AS 108 "Operating Segments" issued by the Institute of Chartered Accountants of India.

26. The fair value of Investments in shares of Jindal India Thermal Power Limited as on 31.03.2024 has been determined on the basis of valuation of shares as on 31.03.2024 report by IBBI Registered Valuer. During the financial year 2023-24, the company has booked fair valuation gain amounting to Rs. 198.95 lakhs (previous year Rs 115.33 lakhs). Till 31.03.2024, the company has booked fair valuation gain amounting to Rs. 131.11 lakhs (Rs. 71.76 lakhs loss upto 31.03.2023) against investment of Rs 187.09 lakhs in equity shares of Jindal India Thermal Power Limited.

27. a) Pursuant to scheme of Arrangement between Concatenate Advest Advisory Private Limited (Demerged

Company) and Concatenate Flexi Films Advest Private Limited (Resulting Company No.-1), Concatenate Imaging Advest Private Limited (Resulting Company No.-2), Concatenate Metals Advest Private Limited (Resulting Company No.-3) and Concatenate Power Advest Private Limited (Resulting Company No.-4) as sanctioned by

order of Hon''ble National Company Law Tribunal, Kolkata dated 22nd September, 2023, equity shares and preference shares of the company held by Concatenate Advest Advisory Private Limited (demerged company) stands transferred to Concatenate Power Advest Private Limited (Resulting Company No.-4). Accordingly, the Concatenate Power Advest Private Limited (Resulting Company No.-4) has become holding company and also become part of the promoter''s group of the Company.

b) Further, in lieu of investment held by the company in 1% NCRPS of Concatenate Advest Advisory Private Limited (demerged company), the company has been allotted 1% NCRPS of Concatenate Flexi Films Advest Private Limited (Resulting Company No.-1), Concatenate Imaging Advest Private Limited (Resulting Company No.-2), Concatenate Metals Advest Private Limited (Resulting Company No.-3) and Concatenate Power Advest Private Limited (Resulting Company No.-4) proportionately as per the scheme of demerger sanctioned by order of Hon''ble National Company Law Tribunal, Kolkata dated 22nd September, 2023 on the same terms and conditions.

28. a) In terms of Judgement of Hon''ble Delhi High Court dated 9th March, 2017, the Ministry of Coal vide its Circular

dated 01.02.2018 asked allocattees to file claims with regard to Compensation of Land and Mine. Accordingly Mandakini Coal Company Limited (MCCL), Joint Venture of the Company has claimed compensation of Rs. 24049 lakh, which included compensation towards leasehold land and other expenses which are to be received by MCCL from subsequent buyer/allottee of the Coal Mine after the reauction/reallotment of Coal Mine. MCCL shall also get simple interest @ 12% from the dates of payment towards purchase of land. The amount shall be paid after deduction of any loan of Banks/Financial Institution which will be directly paid to such creditors.

b) On the basis of book value per share of MCCL as per latest unaudited balance sheet certified by management (including claim recoverable as per (a) above), the company has up to 31.03.2024 booked fair valuation loss amounting to Rs 1688.04 lakhs (Rs 1684.25 lakhs up to 31.03.2023) against investment of Rs. 3930.00 lakhs in shares of MCCL. In the opinion of the management, the provision is adequate.

c) The Company has given interest bearing loan of Rs 537 lakhs upto 31.03.2024 (excluding interest receivable of Rs. 22 lakhs up to 31.03.2015) to Mandakini Coal Company Limited (MCCL), a joint venture of the company. MCCL, due to its worsen financial conditions, has approached the company to waive the interest on loan. The Board has agreed to waive off the interest for the financial year from 2015-16 to 2023-24, hence no provision for interest has been made for financial years from 2015-16 to 2023-24. In the opinion of the Board, the amount due is good and recoverable.

d) Company had given Corporate Guarantee to IFCI in respect of loan given by IFCI to Mandakini Coal Company Limited (MCCL), a joint venture of the company. Up to 31.3.2018, the company has made payment of Rs 5132 lakh to IFCI to discharge its obligation under the deed of guarantee. The said amount has been shown as recoverable from MCCL in these accounts and no interest has been charged thereon. In the opinion of the Board, the amount is good and recoverable and in view thereof no provision has been created.

29. In the opinion of the Board of Directors the current assets, loans and advances are expected to realise at least the amount at which they are stated, if realised in the ordinary course of business and provision for all known liabilities has been adequately made in the accounts.

30. Disclosures as required by Indian Accounting Standard 24 (Ind AS 24) "Related Party Disclosure" issued by the Institute of Chartered Accountants of India with respect to whom transaction were made during the year are as under:-

32. The lenders of Jindal India Thermal Power Limited (JITPL) (subsidiary of Jindal India Powertech Limited (JIPL)) have agreed to the Resolution plan and accordingly relief of principal amounting to Rs.2,76,785.93 lakhs and interest amounting to Rs. 4,21,363.15 lakhs have been considered in the books of accounts of JITPL for the financial year 2021-22. Further, in the event of default with the terms of Resolution Plan, the lenders may terminate the agreement and restore the relief granted.

33. Previous year''s figures have been regrouped /re-arranged wherever considered necessary.

34. Additional Disclosures:

i) Title Deed of all Immovable properties are held in the name of company.

ii) The company does not have any investment property.

iii) During the year the company has not revalued its property,plant and Equipment (including right -of-Use Assets)

iv) The company does not have any intangible assets.

v) Disclosure with respect to Loan or advance in the nature of loans to promoters, directors, KMPs and the related parties (as defined under Companies Act, 2013), either severally or jointly with any other person that are:

vi) The company does not have Intangible assets under development

vii) No proceeding has been initiated or pending against the company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.

viii) The company does not have any borrowings from banks or financial institutions.

ix) The company is not declared wilful defaulter by any bank or financial Institution or other lender.

x) The company has not entered into any transaction with companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.

xi) In the earlier years, Jindal Photo Limited availed various credit facilities from Banks in respect of which charges were created and satisfied from time to time in compliance of provisions of the Companies Act, 1956/2013. Pursuant to order of Hon''ble Bombay High Court dated 26th February 2016, sanctioning of the scheme of arrangement, between Jindal Photo Limited ("Demerged Company") and Jindal Poly Films Limited ("Resulting Company") for the demerger of the photographic division of demerged undertaking and transferred into the Resulting Company with effect from 1st April 2014, the Appointed Date as mentioned in Note No. 42 of Annual Accounts of the company for fy 2015-16. All the credit facilities taken from the bank pertain to resulting company and accordingly transferred to Jindal Poly Films Limited. However one charge bearing ID number 80026156 created by the Company favouring HDFC Bank Limited for Rs. 4500 lakh in respect of demerged undertaking is still showing in the records of Ministry of Corporate Affairs. This does not pertain to company as assets on which charge created has been transferred to resulting company and as such company does not enjoy any credit limit with the bank. However the company is taking steps to get same rectified on the MCA portal.

There is no other charge or satisfaction yet to be registered with ROC beyond the statutory period.

xii) The company has complied with the number of layers prescribed under clause (87) of section 2 of the act read with companies (Restriction on number of layers) rule 2017.

xiii) During the year any Scheme of Arrangements has not been approved by the Competent Authority in terms of sections 230 to 237 of the Companies Act, 2013.

xiv) Utilisation of Borrowed funds and share premium:-

A) The company has not advanced or loaned or invested funds (either borrowed funds or share premium or any other sources or kind of funds) to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding (whether recorded in writing or otherwise) that the Intermediary shall

(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or

(ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries;

(B) The company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the company

shall

(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or

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

xv) Corporate Social Responsibility (CSR) : Nil

xvi) The company has not traded or invested in Crypto Currency or Virtual currency during the year.

xvii) The company does not have any transaction, not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act 1961.


Mar 31, 2023

Preference Shares- Series I

The Company has issued 4,74,00,000 redeemable preference shares (RPS-Series I) of Rs 10/- each at zero percent dividend of total value of Rs 4740 lakh, redeemable at a premium of 10% any time w''thin 10 years of their allotment (i.e. 28.03.2014) as may be decided by the Board of Directors.

Preference Shares- Series II

The Company has issued 1,50,00,000 redeemable preference shares (RPS-Series II) of Rs 10/- each at zero percent div''dend of total value of Rs 1500 lakh, redeemable at a premium of 10% any time w''thin 10 years of their allotment (i.e.11.06.2016) as may be decided by the Board of Directors.

Preference Shares- Series III

The Company has issued 40,00,000 redeemable preference shares (RPS-Series III) of Rs 10/- each at zero percent div''dend of total value of Rs 400 lakh, redeemable at a premium of 10% any time w''thin 10 years of their allotment (i.e.23.09.2016)as may be decided by the Board of Directors.

Deferred tax assets have been recognised only to the extent of deferred tax liability in v''ew of uncertainity of its realisation in future years as required by Ind AS 12 - Income Taxes.

13.1 Rights, Preferences and restrictions attached to Share Equity Share

The Company has one class of equity shares having a par value of Rs. 10 each. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in the proportion to their shareholding.

14 Contingent Liabilities NIL

As per Indian Accounting Standard 19 (Ind AS 19) " Employee Benefits" , the disclosures of employee benefits as defined in the accounting standard are given below:-

a) Contribution to Defined Contribution Plan, recognised as expenses for the year is Rs.0.44 lakh towards employer''s contribution to Provident fund.

b) Defined Benefit Plan

The present value of obligation for gratuity is determined based on acturial valuation using the Projected Unit Credit Method, which recognises each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

i) Reconcilation of opening and Closing balances of defined benefit obligation for Gratuity (unfunded)

Based on latest unaudited financial information for the year ended 31st March 2023 as certifified by the management

24. It is management''s perception that since the company is exclusively engaged in the activity which are governed by the same set of risks and returns the same are considered to constitute a single reportable segment in the context of Ind AS 108 "Operating Segments" issued by the Institute of Chartered Accountants of India.

25. (a) The fair value of Investments in shares of Jindal India Thermal Power Limited as on 31.03.2023 has been

determined on the basis of valuation of shares as on 31.03.2023 report by IBBI Registered Valuer. During the financial year 2022-23, the company has booked fair valuation gain amounting to Rs 115.33 lakhs. Till 31.03.2023, the company has booked fair valuation loss amounting to Rs. 71.76 lakhs (Rs 187.09 lakhs upto 31.03.2022) against investment of Rs 187.09 lakhs in equity shares of Jindal India Thermal Power Limited .

b) Till 31.03.2022 the company had booked loss of entire amount of investments in equity shares of Jindal India Powertech Limited (JIPL) amounting to Rs 15353.88 lakhs on the basis of valuation of shares as on 31.03.2022 report by IBBI registered valuer.

On the basis of valuation of shares as on 31.03.2023 report by IBBI registered valuer, the value of equity share comes to Rs. 22.67 per share which is more than cost/face value of Rs. 10 per share. Accordingly, during the current financial year 2022-23, the company has reinstated these investments in associate company at cost and has booked gain of Rs 15353.88 lakhs.

c) (i) A scheme of Amalgamation of Soyuz Trading Co. Limited, Rishi Trading Co. Limited, Penrose Mercantiles

Limited, Jindal Photo Investment Limited and Consolidated Photo & Finvest Limited (hereinafter referred as Transferor Companies) with and into the Concatenate Advest Advisory Private Limited (CAAPL) was approved by the National Company Law Tribunal (NCLT), Kolkata vide its order dated 22nd March, 2022, whereby the aforesaid companies have amalgamated into CAAPL w.e.f.1st April, 2021 (Appointed Date).

(ii) Pursuant to abovesaid sanctioned scheme, 73,54,834 equity shares representing 71.70% of the company is now being held by the CAAPL. Consequently CAAPL has become the holding company. Further Preference Shares issued to transferor Company is also now being held by CAAPL on the same terms. The details of equity and preference shareholding of the Transferor and Transferee Companies are as under:

(iii) Further, pursuant to sanctioned scheme, CAAPL on 21.05.2022 has allotted and issued 3,26,019 1% Non Cumulative Redeemable Preference Shares "NCRPS" of Rs. 1000/- each to the company in lieu of 368985 equity Shares held in Jindal Photo Investment Limited (transferor company). The terms and conditions of issue of NCRPS interalia states that these NCRPS will be redeemed at the option of the Company after 7 years but before 10 years at a premium not less than 3% per annum from the date of allotment. The company has measured these investments in 1% NCRPS at amortised cost and gain on amortisation amounting to Rs 774.46 lakhs has been booked during the current financial year 2022-23.

26. (a) In terms of Judgement of Hon''ble Delhi High Court dated 9th March, 2017, the Ministry of Coal vide its Circular

dated 01.02.2018 asked allocattees to file claims with regard to Compensation of Land and Mine. Accordingly Mandakini Coal Company Limited (MCCL), Joint Venture of the Company has claimed compensation of Rs. 24049 lakh, which included compensation towards leasehold land and other expenses which are to be received by MCCL from subsequent buyer/allottee of the Coal Mine after the reauction/reallotment of Coal Mine. MCCL shall also get simple interest @ 12% from the dates of payment towards purchase of land. The amount shall be paid after deduction of any loan of Banks/Financial Institution which will be directly paid to such creditors.

b) On the basis of book value per share of MCCL as per latest unaudited balance sheet certified by management (including claim recoverable as per (a) above), the company has up to 31.03.2023 booked fair valuation loss amounting to Rs. 1684.25 lakhs (Rs. 1676.49 lakhs up to 31.03.2022) against investment of Rs. 3930.00 lakhs in shares of MCCL. In the opinion of the management, the provision is adequate.

c) The Company has given interest bearing loan of Rs 537 lakhs upto 31.03.2023 (excluding interest receivable of Rs. 22 lakhs up to 31.03.2015) to Mandakini Coal Company Limited (MCCL), a joint venture of the company. MCCL, due to its worsen financial conditions, has approached the company to waive the interest on loan. The Board has agreed to waive off the interest for the financial year from 2015-16 to 2022-23, hence no provision for interest has been made for financial years from 2015-16 to 2022-23. In the opinion of the Board, the amount due is good and recoverable.

d) Company had given Corporate Guarantee to IFCI in respect of loan given by IFCI to Mandakini Coal Company Limited (MCCL), a joint venture of the company. Up to 31.3.2018, the company has made payment of Rs 5132 lakh to IFCI to discharge its obligation under the deed of guarantee. The said amount has been shown as recoverable from MCCL in these accounts and no interest has been charged thereon. In the opinion of the Board, the amount is good and recoverable and in view thereof no provision has been created.

27. In the opinion of the Board of Directors the current assets, loans and advances are expected to realise at least the amount at which they are stated, if realised in the ordinary course of business and provision for all known liabilities has been adequately made in the accounts.

30. The lenders of Jindal India Thermal Power Limited (JITPL) (subsidiary of Jindal India Powertech Limited (JIPL)) have agreed to the Resolution plan and accordingly relief of principal amounting to Rs. 2,76,785.93 lakhs and interest amounting to Rs. 4,21,363.15 lakhs have been considered in the books of accounts of JITPL for the financial year 2021-22. Further, in the event of default with the terms of Resolution Plan, the lenders may terminate the agreement and restore the relief granted.

31. Previous year''s figures have been regrouped /re-arranged wherever considered necessary.

32 Additional Disclosures:

i) Title Deed of all Immovable properties are held in the name of company.

ii) The company does not have any investment property.

iii) During the year the company has not revalued its property,plant and Equipment (including right -of-Use Assets)

iv) The company does not have any intangible assets.

v) Disclosure with respect to Loan or advance in the nature of loans to promoters, directors, KMPs and the related parties (as defined under Companies Act, 2013), either severally or jointly with any other person that are:

a. repayable on demand : or

vi) The company does not have Intangible assets under development

vii) No proceeding has been initiated or pending against the company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder.

viii) The company does not have any borrowings from banks or financial institutions.

ix) The company is not declared wilful defaulter by any bank or financial Institution or other lender.

x) The company has not entered into any transaction with companies struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.

xi) In the earlier years, Jindal Photo Limited availed various credit facilities from Banks in respect of which charges were created and satisfied from time to time in compliance of provisions of the Companies Act, 1956/2013. Pursuant to order of Hon''ble Bombay High Court dated 26th February 2016, sanctioning of the scheme of arrangement, between Jindal Photo Limited ("Demerged Company") and Jindal Poly Films Limited ("Resulting Company") for the demerger of the photographic division of demerged undertaking and transferred into the Resulting Company with effect from 1st April 2014, the Appointed Date as mentioned in Note No. 42 of Annual Accounts of the company for fy 2015-16. All the credit facilities taken from the bank pertain to resulting company and accordingly transferred to Jindal Poly Films Limited. However one charge bearing ID number 80026156 created by the Company favouring HDFC Bank Limited for Rs. 4500 lakh in respect of demerged undertaking is still showing in the records of Ministry of Corporate Affairs. This does not pertain to company as assets on which charge created has been transferred to resulting company and as such company does not enjoy any credit limit with the bank. However the company is taking steps to get same rectified on the MCA portal.

There is no other charge or satisfaction yet to be registered with ROC beyond the statutory period.

xii) The company has complied with the number of layers prescribed under clause (87) of section 2 of the act read with companies (Restriction on number of layers) rule 2017.

xiii) During the year any Scheme of Arrangements has not been approved by the Competent Authority in terms of sections 230 to 237 of the Companies Act, 2013.

xiv) Utilisation of Borrowed funds and share premium:-

A) The company has not advanced or loaned or invested funds (either borrowed funds or share premium or any other sources or kind of funds) to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding (whether recorded in writing or otherwise) that the Intermediary shall

(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or

(ii) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries;

(B) The company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the company shall

(i) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or

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

xv) Corporate Social Responsibility (CSR) : NA

xvi) The company has not traded or invested in Crypto Currency or Virtual currency during the year.

xvii) The company does not have any transaction, not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act 1961.


Mar 31, 2018

Corporate Information

Jindal Photo Limited (‘the Company’) is a Public Listed Company incorporated under the Companies Act,1956 and regulated by Ministery of Corporate Affairs (‘MCA’) and the Securities and Exchange Board of India (SEBI). It is a Company engaged in the Business of holding Investments in the Secuirties of Group Companies and providing Mangement Consultancy.

1.1 Rights, Preferences and restrictions attached to Share Equity Share

The Company has one class of equity shares having a par value of Rs. 10 each. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in the proportion to their shareholding.

Preference Shares- Series I

The Company has issued 4,74,00,000 redeemable preference shares (RPS-Series I) of Rs 10/- each at zero percent dividend of total value of Rs 47.40 crores, redeemable at a premium of 10% any time within 10 years of their allotment (i.e. 28.03.2014) as may be decided by the Board of Directors.

Preference Shares- Series II

The Company has issued 1,50,00,000 redeemable preference shares (RPS-Series II) of Rs 10/- each at zero percent dividend of total value of Rs 15.00 crores, redeemable at a premium of 10% any time within 10 years of their allotment (i.e.11.06.2016) as may be decided by the Board of Directors.

Preference Shares- Series III

The Company has issued 40,00,000 redeemable preference shares (RPS-Series III) of Rs 10/- each at zero percent dividend of total value of Rs 4.00 crores, redeemable at a premium of 10% any time within 10 years of their allotment (i.e.23.09.2016)as may be decided by the Board of Directors.

2. In the opinion of the Board of Directors the current assets, loans and advances are expected to realise at least the amount at which they are stated, if realised in the ordinary course of business and provision for all known liabilities has been adequately made in the accounts.

As per Accounting Standard 15 “ Employee Benefits” , the disclosures of employee benefits as defined in the accounting standard are given below:-

a) Contribution to Defined Contribution Plan, recognised as expenses for the year is Rs.14,850 towards employer’s contribution to Provident fund.

b) Defined Benefit Plan

The present value of obligation for gratuity is determined based on acturial valuation using the Projected Unit Credit Method, which recognises each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation.

i) Reconcilation of opening and Closing balances of defined benefit obligation for Gratuity (unfunded)

3. a) It is management’s perception that since the company is exclusively engaged in the activity which are governed by the same set of risks and returns the same are considered to constitute a single reportable segment in the context of Accounting Standard on “Segment Reporting” issued by the Institute of Chartered Accountants of India.

b) The company operates only in Indian market as such there is no separate geographics section.

4. DEFERRED TAX ASSET/LIABILITY

Deferred Tax Asset, as recommended under Accounting Standard (AS)-22 on “Deferred Taxation” issued by The Institute of Chartered Accountants of India has been recognised only to the extent of deferred tax liability and in view of uncertainity of the realisation in future years, deferred tax asset of balance amount has not been created in books of account.

5. a) On the basis of valuation of shares of Jindal India Powertech Limited by SEBI Registered Category 1 Merchant Bankers, the Company has made provision for diminution for entire amount of investments in Equity Shares of Jindal India Powertech Limited amounting to Rs 153.54 Crores.

b) On the basis of valuation of shares of Jindal India Thermal Power Limited by SEBI Registered Category 1 Merchant Bankers, the company has made provision of Rs 1.10 crores for diminution in value of investments in Equity Shares of Jindal India Thermal Power Limited. In the opinion of the management, the provision is adequate.

6. a) In terms of Judgement of Hon’ble Delhi High Court dated 9th March, 2017, the Ministry of Coal vide its Circular dated 01.02.2018 asked allocattees to file claims with regard to Compensation of Land and Mine. Accordingly Mandakini Coal Company Limited (MCCL), Joint Venture of the Company has claimed compensation of Rs. 240.49 crores, which included compensation towards leasehold land and other expenses which are to be received by MCCL from subsequent buyer/allottee of the Coal Mine after the reauction/reallotment of Coal Mine. MCCL shall also get simple interest @ 12% from the dates of payment towards purchase of land. The amount shall be paid after deduction of any loan of Banks/Financial Institution which will be directly paid to such creditors.

b) On the basis of book value per share of MCCL as per latest audited balance sheet (including claim recoverable as per (a) above), the company has made provision of Rs 16.51 crores for diminution in value of investments against investment of Rs. 39.30 crore in shares of MCCL. In the opinion of the management, the provision is adequate.

c) The Company has till 31.3.2018 given interest bearing loan of Rs 5.23 crores (excluding interest receivable of Rs. 0.22 crores up to 31.03.2015) to Mandakini Coal Company Limited (MCCL), a joint venture of the company. MCCL, due to its worsen financial conditions, has approached the company to waive the interest on loan. The Board has agreed to waive off the same. Hence no provision for interest has been made for financial years 2015-16, 2016-17 and 2017-18. In the opinion of the Board, the amount due is good and recoverable.

d) Company had given Corporate Guarantee to IFCI in respect of loan given by IFCI to Mandakini Coal Company Limited (MCCL), a joint venture of the company. Up to 31.3.2018, the company has made payment of Rs 51.32 crores to IFCI to discharge its obligation under the deed of guarantee. The said amount has been shown as recoverable from MCCL in these accounts and no interest has been charged thereon. In the opinion of the Board, the amount is good and recoverable and in view thereof no provision has been created.

7. Exceptional items for year ended 31st March 2018 includes provision for diminution in value of investments of Rs. 171.15 crores.

8. Provision for diminution in the value of Non Current investments has been made only where such a decline is other than temporary in the opinion of the management.

9. Disclosures as required by Accounting Standard-18 “Related Party Disclosure” issued by the Institute of Chartered Accountants of India with respect to whom transaction were made during the year are as under:-

A) Relationship

a) Joint Venture Company

Mandakini Coal Company Limited

b) Controlling Companies/Individuals

Consolidated Photo & Finvest Limited Soyuz Trading Company Limited

c) subsidiary

Nil

d) Associate Company

Jindal India Powertech Limited

e) Key Managerial Personnel

Shri M. K. Rastogi, Managing Director Shri Vinay Jain, Chief Financial Officer Shri Ashok Yadav, Company Secretary

f) other Entities

Jindal Poly Investment and Finance Company Limited Jindal Poly Films Limited Consolidated Finvest & Holdings Limited Directors

Shri Shiv Kumar Mittal(Resigned w.e.f.15.5.2018)

Shri Vinumon K.G.

Ms. Geeta Gilotra

Shri Radhey Shyam (Appointed w.e.f. 30.5.2018)

10. Previous year’s figures have been regrouped /re-arranged wherever considered necessary.

11. Figures have been rounded off to the nearest rupee.


Mar 31, 2016

1. Rights, Preferences and restrictions attached to Share Equity Share

The Company has one class of equity shares having at value of Rs. 10 each. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in the proportion to their shareholding.

Preference Share

The Company has one class of zero % redeemable non- convertible preference share (RPS Series -I) having value of Rs. 10 each. RPS Series -I shall not carry out any dividend. RPS Series -I shall not carry out any voting right. RPS Series -I shall be redeemed at a premium of 10% within a period of 10 years.

2. Shares held by holding/ultimate holding company and/or their subsidiaries/associate

Out of equity issued by the company, shares held by its holding company, ultimate holding company and their subsidiaries/associate are NIL.

Out of preference share issued by the company, shares held by its holding company, ultimate holding company and their subsidiaries/associate are NIL.

Amounts credited to Investor Education and Protection Fund - Rs 2,24,290/- (Previous Year - Rs 1,98,782/-)

3. In the opinion of the Board of Directors the current assets, loans and advances are expected to realize at least the amount at which they are stated, if realized in the ordinary course of business and provision for all known liabilities has been adequately made in the accounts.

Note*

Based on unaudited financial information, certified by its management for the year ended 31st March, 2016

4. a) It is management''s perception that since the company is exclusively engaged in the activity which are governed

by the same set of risks and returns the same are considered to constitute a single reportable segment in the context of Accounting Standard on "Segment Reporting" issued by the Institute of Chartered Accountants of India.

(b) The company operates only in Indian market as such there is no separate geographic section.

5. DEFERRED TAX ASSET/LIABILITY

Deferred Tax Asset, as recommended under Accounting Standard (AS)-22 on "Deferred Taxation" issued by The Institute of Chartered Accountants of India, has not been recognized in view of uncertainty of its realization in future years.

6. The Board of Directors of Jindal Photo Limited at their meeting held on 12th January 2015 approved the scheme of arrangement (''the scheme'') between Jindal Photo Limited (''Demerged Company'') and Jindal Poly Films Limited (''Resulting Company'') for the demerger of the demerged undertaking (as defined in part (Ill) of the Scheme -Business of Manufacture, production, sale and distribution of photographic products of demerged company) into the Resulting Company. As per the scheme, the Demerged Undertaking of Jindal Photo Limited will stand transferred to the Resulting Company with effect from 1st April 2014, the Appointed Date. The scheme has been approved by the Hon''ble High Court of judicature at Mumbai on 26.02.2016. Consequently, for the year ended 31.03.2016, the core operations to be transferred to the Resulting Company i.e. Business of Manufacture, production, sale and distribution of photographic products were transferred w.e.f. 1st April 2014 and accordingly figures of previous year has also been re-casted.

Pursuant to the order of Hon''ble High Court, Resulting Company has to issue equity shares in the ratio of 10 (ten) equity share of face value of Rs 10/- each, fully paid-up, to each shareholder of the Demerged Company for every 59 (fifty nine) equity shares of face value of Rs.10/- each held by such shareholder in the Demerged Company.

7. (a) The Hon''ble Supreme Court has issued an Order dated 24th September, 2014 (Order), cancelling the coal block allocated to the Joint Venture Company, Mandakini Coal Company Limited (MCCL). Subsequently, the Coal Mines (Special Provisions) Ordinance, 2014 (the Ordinance) has been promulgated by the Government of India whereby, inter-alia, it intends to take appropriate steps to deal with the compensation pursuant to the cancellation of the respective coal blocks and re-allocation of such cancelled blocks based on a process of fresh bidding as determined by it in respect of such re-allocation. MCCL was unable to win such / any coal block under the said process of bidding for reallocation of cancelled coal blocks and accordingly, as at 31st March 2016, MCCL did not have any Coal block.

As per the provisions of the ordinance, MCCL has filed a claim with Ministry of Coal for compensation of Rs. 243.99 crore on expenditure incurred by it till March 31, 2015 on procurement of land, other assets and incidental expenditure related to coal blocks. In terms of the said ordinance, such compensation as determined by the Union of India through the Ministry of Coal aggregated to Rs. 6.74 crores. MCCL, being aggrieved of the same and faced with a risk of reallocation of such coal block without adequate compensation, has filed a writ petition with the Hon''ble Delhi High Court against the Union of India - Ministry of Coal and Ministry of Law and Justice, in February, 2015, challenging the compensation mechanism as expropriator, unjust and unfair and the valuation principles for the compensation as being arbitrary as per the said Ordinance, and has prayed for the declaration of section 16 of the Ordinance as being arbitrary and in violation of Articles 14 & 19 of the Constitution of India, and to issue orders as to making affair, appropriate and reasonable assessment of the Compensation payable in this regard . The Hon''ble Delhi High Court has vide its order dated 15 February 2015, made the said auction process for reallocation of coal blocks subject to further orders of the Court.

The said petition and claims are pending for finalization / settlement. MCCL is of the view based on legal advice received in this respect, that it has a strong case in respect of its claim for compensation and as regards the petition, and that it will be able to realize all the costs incurred so far for the development of the coal block along with interest thereon.

In view thereof, the company has shown investment in shares and loans and advances given to MCCL at its original value and no diminution/provision has been provided in books of accounts.

b) The Company has till 31.03.2015 given interest bearing loan of Rs. 4.25 crores to Mandakini Coal Company Limited (MCCL), a joint venture of the company. During the year a further sum of Rs. 0.91 crores was given. MCCL, due to their worsen financial conditions, has approached the company to waive the interest on loan. The Board of the company in their meeting held on 12.02.2016 has agreed waiver of interest on loan to MCCL for the year 2015-16 and no provision for interest income has been considered in books of accounts. In the opinion of the Board, the loan amount is good and recoverable and in view thereof no provision has been considered.

c) Company had given Corporate Guarantee to IFCI in respect of loan given by IFCI to Mandakini Coal Company Limited (MCCL), a joint venture of the company. Up to 31.03.2016, the company has made payment of Rs 51.32 crores to IFCI to discharge its obligation under the deed of guarantee The said amount has been shown as recoverable from MCCL in these accounts and no interest has been charged thereon. In the opinion of the Board, the amount is good and recoverable and in view thereof no provision has been considered.

8. Disclosures as required by Accounting Standard-18 "Related Party Disclosure" issued by the Institute of Chartered Accountants of India with respect to whom transaction were made during the year are as under:-

A) Relationship

a) Joint Venture Company

Mandakini Coal Company Limited

b) Controlling Companies/Individuals

Consolidated Photo & Finvest Limited Soyuz Trading Company Limited

c) Subsidiaries

Jindal Imaging Limited (ceased from w.e.f. 01.04.2014 refer note no. 24.)

Jindal Photo Imaging Limited (ceased from w.e.f. 01.04.2014 refer note no. 24.)

Jindal India Powertech Limited Jindal India Thermal Power Limited Hindustan Powergen Limited Cornet Ventures Limited Jindal Solar Powertech Limited

Jindal Operation & Maintenance Limited (w.e.f. 06.04.2015)

Edward Supply Private Limited

Xeta Properties Pvt. Limited

Opus Conbuild Pvt. Limited

Opus Probuild Pvt. Limited

Mandakini Exploration & Mining Limited

Consolidated Mining Limited

d) Associate Company

Anchor Image & Films Singapore Pte. Ltd.

e) Key Managerial Personnel

Shri Shammi Gupta, Managing Director*

Shri Krishnasamy Ramaswamy, Whole Time Director*

Shri M. K. Rastogi, Chief Financial Officer*

Shri Ashok Yadav, Company Secretary

Other Directors

Shri Shiv Kumar Mittal

Shri Kamal Kumar Jain

Ms. Geeta Gilotra

*Refer note no. 24

(Previous year figure given in brackets)

Note : Related party relationship is as identified by the company and relied upon by the auditors.

9. Previous year''s figures have been regrouped /re-arranged wherever considered necessary.

10. Figures have been rounded off to the nearest rupee.


Mar 31, 2015

1. Impairment of assets

In accordance with the Accounting Standard (AS-28) on 'Impairment of Assets" impairment analysis of assets by evolution of the company's cash generating units, was carried out in the year 2008-09 and since recoverable amount was more than the carrying amount thereof, no impairment loss has been recognized in the current year as there is no indication of impairment which requires re-estimating the recoverable amount of the assets.

2. a) It is management's perception that since the company is exclusively engaged in the activity of manufacture of photographic paper and films which are governed by the same set of risks and returns the same are considered to constitute a single reportable segment in the context of Accounting Standard on "Segment Reporting" issued by the Institute of Chartered Accountants of India.

Deferred Tax Asset has been recognized only to the extent to which deferred tax liability is appearing in books and in view of uncertainty of the realization in future years, deferred tax asset of balance amount has not been created in books of account.

3. (i) The Administration of Union Territory of Dadra & Nager Haveli vide its dated 31st December, 1999 granted exemption for sales tax to the company. In view of legal opinion received from experts and as per AS-12 such benefit being in nature of capital receipt has been reduced from Gross Sales and credited to Capital Reserve.

(ii) Accounts of financial years 2005-06 to 2010-11 were prepared considering such benefit as revenue receipt and income tax was provided and paid at normal rate for respective year. The assessment of financial year 2005-06 to 2010-11 for which assessment proceedings u/s 153A is in progress, company fled revised income tax computations for such financial years claiming benefit of Rs. 11288.57 lacs as exempted income and tax liability was revised as per provisions of section 115JB of Income Tax Act, 1961 (MAT) at Rs. 2278.70 lacs. As the claim is for the years for which normal revised return could not be fled, the effect of such claim of benefit is not considered and necessary effective entries will be passed on finality of the assessment. Year wise detail is as under:

4. Effective 1st April, 2014, the company has revised its estimated useful life of fixed assets, wherever appropriate, on the basis of useful life specified in Schedule II of the Companies Act, 2013. The carrying amount as on 1st April, 2014 is depreciated over the revised remaining useful life. As a result of these changes, the depreciation charged for the period ended 31st March, 2015 is higher by Rs. 82,38,931 and the effect relating to the period prior to 1st April, 2014 is Rs. 32,53,132 which has been adjusted against opening balance of retained earnings.

5. Scheme of arrangement with Jindal Poly Films Limited: The Board of Directors of Jindal Photo Limited at their meeting held on 12th January 2015 approved the scheme of arrangement ('the scheme') between Jindal Photo Limited ("Demerged Company") and Jindal Poly Films Limited ("Resulting Company") for the demerger of the demerged undertaking (as defined in part (III) of the Scheme – Business of Manufacture, production, sale and distribution of photographic products of demerged company into the Resulting Company.

As per the scheme, the Demerged Undertaking of Jindal Photo Limited will stand transferred to the Resulting Company with effect from 1st April 2014, the Appointed Date. The scheme has already been approved by BSE Limited("BSE") and National Stock Exchange of India Limited ("NSE") vide letter dated 11.03.2015 & 12.03.2015 respectively. Now the scheme has fled with Honourable High Court of judicature at Mumbai for convening of meetings of shareholders' and creditors of the company.

Pending approval of the the Honourable High Court of judicature at Mumbai, accounting treatment as prescribed in clause No. 5 of Part IV of the Scheme has not been given effect to in the financial statement for the year ended 31st March 2015 and the core operations to be transferred to the Resulting Company i.e. Business of Manufacture, production, sale and distribution of photohraphic products were carried on in trust for the period from 1st April 2014 till 31st March 2015 by the Demerged Company.

6. The Hon'ble Supreme Court has issued an Order dated 24th September, 2014 (Order), cancelling the coal block allocated to the Joint Venture Company, Mandakini Coal Company Limited (MCCL). Subsequently, the Coal Mines (Special Provisions) Ordinance, 2014 (the Ordinance) has been promulgated by the Government of India whereby, inter-alia, it intends to take appropriate steps to deal with the compensation pursuant to the cancellation of the respective coal blocks and re-allocation of such cancelled blocks based on a process of fresh bidding as determined by it in respect of such re-allocation. MCCL was unable to win such / any coal block under the said process of bidding for reallocation of cancelled coal blocks and accordingly, as at 31st March 2015, MCCL did not have any Coal block.

As per the provisions of the ordinance, MCCL has fled a claim with Ministry of Coal for compensation of Rs. 243.99 crore on expenditure incurred by it till March 31, 2015 on procurement of land, other assets and incidental expenditure related to coal blocks. In terms of the said ordinance, such compensation as determined by the Union of India through the Ministry of Coal aggregated to Rs. 6.74 crores. MCCL, being aggrieved of the same and faced with a risk of reallocation of such coal block without adequate compensation, has fled a writ petition with the Hon'ble Delhi High Court against the Union of India - Ministry of Coal and Ministry of Law and Justice, in February, 2015, challenging the compensation mechanism as expropriator, unjust and unfair and the valuation principles for the compensation as being arbitrary as per the said Ordinance, and has prayed for the declaration of section 16 of the Ordinance as being arbitrary and in violation of Articles 14 & 19 of the Constitution of India, and to issue orders as to making affair, appropriate and reasonable assessment of the Compensation payable in this regard . The Hon'ble Delhi High Court has vide its order dated 15 February 2015, made the said auction process for reallocation of coal blocks subject to further orders of the Court.

The said petition and claims are pending for finalization / settlement. MCCL is of the view based on legal advice received in this respect, that it has a strong case in respect of its claim for compensation and as regards the petition, and that it will be able to realize all the costs incurred so far for the development of the coal block along with interest thereon.

In view thereof, the company has shown investment in shares and loans and advances given to MCCL at its original value and no diminution/provision has been provided in books of accounts.

7. Disclosures as required by Accounting Standard-18 "Related Party Disclosure" issued by the Institute of Chartered Accountants of India are as under:-

A) Relationship

a) Joint Venture Company

Mandakini Coal Company Limited

b) Controlling Companies/Individuals

Consolidated Photo & Finevest Limited Soyuz Trading Company Limited

c) subsidiaries

Jindal Imaging Limited

Jindal India Power tech Limited

Jindal Photo Imaging Limited

Jindal India Thermal Power Limited

Jindal Solar Power tech Limited

Hindustan Powered Limited

Cornet Ventures Limited

Edward Supply Private Limited

Xeta Properties Pvt. Limited(w.e.f. 23.05.2014)

Opus Co build Pvt. Limited(w.e.f. 23.05.2014)

Opus Prebuilt Pvt. Limited(w.e.f. 23.05.2014)

Mandakini Exploration & Mining Limited (w.e.f. 03.06.2014)

Consolidated Mining Limited (w.e.f. 02.02.2015)

d) Associates Company

Anchor Image and Films Singapore Pvt. Ltd. (w.e.f. 31.07.2014)

e) Key Management Personnel

Shri Shammi Gupta, Managing Director

Shri Krishnasamy Ramaswamy, Whole Time Director

Shri M.K. Rastogi, Chief Financial Officer

Shri Ashok Yadav, Company Secretary

8. Previous year's figures have been regrouped /re-arranged wherever considered necessary.

9. Figures have been rounded off to the nearest rupee.


Mar 31, 2014

1. Rights, Preferences and restrictions attached to Share

Equity Share

The Company has one class of equity shares having at value of Rs. 10 each. Each shareholder is eligible for one vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in the proportion to their shareholding.

Preference Share

The Company has one class of zero % redeemable non- convertible preference share (RPS Series -I) having value of Rs. 10 each. RPS Series -I shall not carry out any dividend. RPS Series -I shall not carry out any voting right. RPS Series -I shall be redeemed at a premium of 10% with in a period of 10 years.

2. DEFERRED TAX LIABILITY (NET)

The Net Deferred Tax Liability recognized in the profit & Loss Account, as recommended under Accounting Standard (AS)-22 on "Deferred Taxation" issued by The Institute of Chartered Accountants of India is as under :-

* Includes addition in accumulated losses for the assessment years 2012-13 and 2013-14 by Rs. 2868.83 lacs due to additional claim fled in original/revised income tax return fled during the year for certain income claimed as exempted by the company. Effectively, deferred tax assets has been increased by Rs. 930.79 lacs.

Deferred Tax Asset has been recognized only to the extent to which deferred tax liability is appearing in books and in view of uncertainity of the realization in future years, deferred tax asset of balance amount has not been created in books of account.

* Working Capital limits from banks are secured by frst charge by way of hypothecation of stocks of raw material,semi fnished and fnished goods and consumable stores, spares and book debts and receivables both present and future ,ranking paripassu with working capital loans sanctioned by other participating banks.

*The company has not received intimation from vendors regarding their status under the Micro, Small and Medium Enterprises Development Act,2006 and therefore ,disclosure under this act has not been given. The management does not envisage any material impact on the financials in this regard.

* During the year,Partly Paid Up Equity Shares converted into 16,04,00,000 fully paid up equity shares of Rs. 10 each on the order of Hon''ble High Court Allahabad order dated 18.02.2014. ** Out of above 20043000 shares pledged with lender of Mandakni Coal company Ltd. against loan taken by that Company. *** Diminution in value of investment has not been provided as the operations of the Joint Venture / Subsidiary has not commenced.

*Sundry Debtors include Rs. 46,06,143 (previous year Rs.22,75,137) under litigation, against which legal cases are pending in various Courts for recovery. The same are considered good and realisable in the opinion of the management.

3. CONTINGENT LIABILITIES AND COMMITMENTS

Contingent Liabilities

a) Outstanding Bank Guarantee 1,20,68,543 1,55,16,297

b) Foreign letters of credit outstanding 36,30,38,011 46,02,71,413

c) Sales Tax demands disputed in appeals 3,03,75,922 3,20,29,049

d) Corporate Guarantee given on behalf of 86,92,66,667 86,92,66,667 joint venture company Mandakini Coal Company Ltd.

e) Uncalled/unpaid Liability of Partly - 2,98,70,00,000

f) Income Tax demands disputed in appeals 15,68,49,848 -

3 In the opinion of the Board of Directors the current assets, loans and advances are expected to realise at least the amount at which they are stated, if realised in the ordinary course of business and provision for all known liabilities has been adequately made in the accounts.

*Includes lease rent. The company has taken certain premises on cancelable/non cancelable operating lease arrangements: (a) Major term of agreement are as under

4. Impairment of assets

In accordance with the Accounting Standard (AS-28) on "Impairment of Assets" impairment analysis of assets by evolution of the company''s cash generating units, was carried out in the year 2008-09 and since recoverable amount was more than the carrying amount thereof, no impairment loss has been recognized in the current year as there is no indication of impairment which requires re-estimating the recoverable amount of the assets.

5. a) It is management''s perception that since the company is exclusively engaged in the activity of manufacture of photographic paper and flms which are governed by the same set of risks and returns the same are considered to constitute a single reportable segment in the context of Accounting Standard on "Segment Reporting" issued by the Institute of Chartered Accountants of India.

6 The Company had set up three independent manufacturing units at Union Territory of Dadra & Nagar Havelli,which is a notifed backward area. The Union territory of Dadra & Nagar Havelli, in order to accelerate the Industrial development and increasing employment opportunities, issued in public interest, Notifcations dated 4.01.1984 and dated 31.12.1999,whereby units manufacturing and selling goods in that state were granted exemption from sales tax.

Accordingly, the Asstt. Commissioner of Sales tax, Dadra & Nagar Havelli issued certifcate of exemption from sales tax dated 8.03.2002 for PPD Unit in favour of the company, which is valid for a period of 15 years commencing from 14.04.2001 to 13.04.2016.

Till 31st March,2013, as per accounting policy followed by the company, the amount of sales was shown under the head "Revenue from operation" forming part of sales. During the year, in view of legal opinion taken from experts and as per AS-12 such benefit are in nature of capital receipt and is credited to capital reserve instead of operational income.

(i) Accordingly, during the year, amount of benefit under the above said scheme amounting to Rs. 23,40.74 lacs has been credited to capital reserve and not forming part of "Revenue from operations". Due to change in above accounting policy (as per AS-5), the sales and profit figures for the year are lower by the same and not comparable with corresponding figures to that extent.

(ii) Accounts of 31st March,2013, were prepared considering such benefit as revenue receipt and income tax provision was provided at normal rate. After taking legal opinion, company fled income tax return claiming such benefit of Rs. 3687.97 lacs as exempted income and tax liability was offered as per provisions of section 115JB of Income Tax Act, 1961 (MAT) at Rs. 190.08 lacs and claimed business loss of Rs. 2720.63 lacs. Due to claiming such benefit at the time of fling the income tax return for assessment year 2013-14, now on finalization of accounts of 31 st March,2014 necessary effect has been given by creating MAT credit entitlement by Rs. 190.08 lacs. Further, business loss of Rs. 2720.63 lacs has been considered for computation of deferred tax for the year.

(iii) Accounts of 31st March,2012, were prepared considering such benefit as revenue receipt and income tax was provided and paid at normal rate. After taking legal opinion, company fled revised income tax return claiming such benefit of Rs. 2687.35 lacs as exempted income and tax liability was revised as per provisions of section 115JB of Income Tax Act, 1961 (MAT) at Rs. 498.44 lacs and claimed business loss of Rs. 148.21 lacs. Due to claiming such benefit at the time of fling the revised income tax return for assessment year 2012-13, now on finalizations of accounts of 31 st March,2014 necessary effect has been given by creating MAT credit entitlement by Rs. 498.44 lacs. Further, business loss of Rs. 148.21 lacs has been considered for computation of deferred tax for the year.

(iv) Accounts of financial years 2005-06 to 2010-11 were prepared considering such benefit as revenue receipt and income tax was provided and paid at normal rate for respective year. The assessment of financial year 2005-06 to 2010-11 for which assessment proceedings u/s 153A is in progress, company fled revised income tax computations for such financial years claiming benefit of Rs. 11288.57 lacs as exempted income and tax liability was revised as per provisions of section 115JB of Income Tax Act, 1961 (MAT) at Rs. 2278.70 lacs. As the claim is for the years for which normal revised return could not be fled, the effect of such claim of benefit is not considered and necessary effective entries will be passed on finality of the assessment. Yearwise detail is as under:

7 Disclosures as required by Accounting Standard-18 "Related Party Disclosure" issued by the Institute of Chartered Accountants of India are as under:-

A) Relationship

a)Joint Venture Company

Mandakini Coal Company Limited

b) Controlling Companies/Individuals

Consolidated Photo & Finvest Limited Souyuz Trading Company Limited

c)Subsidiaries

Jindal Imaging Limited

Jindal India Powertech Limited

Jindal Photo Imaging Limited (Erstwhile Jindal Photo Investments & Finance Limited)

Jindal India Thermal Power Limited

Jindal Solar Powertech Limited

Hindustan Powergen Limited

Cornet Ventures Limited

Edward Supply Private Limited

d)Key Management Personnel

Shri Shammi Gupta, Managing Director

Shri Krishnasamy Ramaswamy, Whole Time Director

Note: Loans and advances shown above to subsidiaries are in the nature of advances. * The amount has been considered as doubtful and necessary provision was also been made in earlier years. D Investments made in equity share of the company by a loanee are Nil ( Previous Year Nil)

8 Previous year''s figures have been regrouped /re-arranged wherever considered necessary.

9 Figures have been rounded off to the nearest rupee.


Mar 31, 2013

1. CONTINGENT LIABILITIES AND COMMITMENTS

Contingent Liabilities

a) Outstanding Bank Guarantee 15,516,297 11,246,498

b) Foreign letters of credit outstanding 460,271,413 220,999,774

c) Sales Tax demands disputed in appeals 32,029,049 21,827,907

d) Corporate Guarantee given on behalf of joint venture 869,266,667 202,600,000 company e) Uncalled/unpaid Liability of Partly paid shares 2,987,000,000 2,987,000,000

2. In the opinion of the Board of Directors the current assets, loans and advances are expected to realise at least the amount at which they are stated, if realised in the ordinary course of business and provision for all known liabilities has been adequately made in the accounts.

3. Impairment of assets

In accordance with the Accounting Standard (AS-28) on ‘Impairment of Assets" impairment analysis of assets by evolution of the company''s cash generating units, was carried out in the year 2008-09 and since recoverable amount was more than the carrying amount thereof, no impairment loss has been recognized in the current year as there is no indication of impairment which requires re-estimating the recoverable amount of the assets.

4. a) It is management''s perception that since the company is exclusively engaged in the activity of manufacture of photographic paper and films which are governed by the same set of risks and returns the same are considered to constitute a single reportable segment in the context of Accounting Standard on "Segment Reporting" issued by the Institute of Chartered Accountants of India.

4. b) The company operates only in Indian market as such there is no separate geographics section.

5. DEMERGER OF INVESTMENT DIVISION OF THE COMPANY

The Board of Directors in their meeting held on 07th June 2012 had approved a scheme of Demerger of Investment Division of the company into Jindal Photo Investments & Finance Limited.

Due to various business grounds, the Board of Directors in their meeting held on February 25, 2013 decided to withdraw the said scheme of demerger. The company moved an application of its proposal to withdraw the scheme of demerger to Bombay High Court which was allowed by the Hon'' ble high Court vide its order dated 26th March 2013.

6 The Company had set up three independent manufacturing units at Union Territory of Dadra & Nagar Havelli, which is a notified backward area. The Union territory of Dadra & Nagar Havelli, in order to accelerate the Industrial development and increasing employment opportunities, issued in public interest, Notifications dated 4.01.1984 and dated 31.12.1999,whereby units manufacturing and selling goods in that state were granted exemption from sales tax.

Accordingly, the Asstt. Commissioner of Sales tax, Dadra & Nagar Havelli issued certificate of exemption from sales tax dated 8.03.2002 for PPD Unit in favour of the company, which is valid for a period of 15 years commencing from 14.04.2001 to 13.04.2016.

In accordance with the aforesaid Notifications and Exemption certificate, during the relevant year, the Company is entitled for the benefit of Rs. 36,87,96,698/-on account of sales tax. In case there would have not been exemption the same is required to be charged and deposit with the sales tax authorities.

7 Disclosures as required by Accounting Standard-18 "Related Party Disclosure" issued by the Institute of Chartered Accountants of India are as under:-

A) Relationship

a) Joint Venture Company

Mandakini Coal Co. Limited

b) Controlling Companies/Individuals

Consolidated Photo & Finvest Limited Soyuz Trading Company Limited

c) Subsidiaries

Consolidated Imaging Limited (ceased from 01.08.2011 refer note N0 38 C)

Jindal Imaging Limited

Jindal India Powertech Limited

Jindal Photo Investments & Finance Limited

Jindal India Thermal Power Limited

Jindal India Power Ventures Limited (ceased from 01.08.2011 refer note 38 C)

Jindal Solar Powertech Limited (w.e.f. 01.08.2011 refer note no 38 C) Hindustan Powergen Limited

Cornet Ventures Limited (Formerly known as Jindal India Finvest & Holdings Limited) Edward Supply Private Limited (w.e.f. 04.06.2012)

d) Key Management Personnel

Shri Shammi Gupta, Managing Director

Shri Krishnasamy Ramaswamy, Whole Time Director

8. C) A scheme of amalgamation of Consolidated Buildtech Private limited (CBPL), Consolidated Imaging Ltd.(CIL), Hindustan Thermal Power Generation Ltd. (HTPGL), Jindal Poly Finance Ltd.(JPFL), Jindal India Power Ventures Ltd.(JIPVL), Jindal Solar Rajsthan Ltd. (JSRL),and S J Green Finvest Private Ltd.(SGFPL) with Hindustan Powergen Ltd. (HPL) was approved by the Hon''ble High Court of Delhi, Calcutta & Allahabad, whereby the aforesaid companies have been amalgamated with HPL with effect from the appointed date i.e. 01.08.2011. As a result of the said merger, CIL and JIPVL have ceased to be subsidiaries and Jindal Solar Powertech Ltd. (JSPTL) has become a subsidiary of the company. Allotment of shares by HPL to the shareholders of the amalgating companies has been made on 30.04.2013. On allotment the company has to receive 160000 equity shares of HPL.

9 Previous year''s figures have been regrouped /re-arranged wherever considered necessary.

10 Figures have been rounded off to the nearest rupee.


Mar 31, 2012

1 CAPITAL WORK IN PROGRESS

Capital work in progress does not include capital advances Rs. Nil ( previous year Rs. Nil)

AS AT AS AT 31.03.2012 31.03.2011 Rs. Rs.

2. CONTINGENT LIABILITIES AND COMMITMENTS

Contingent Liabilities

a) Outstanding Bank Guarantee 11,246,498 8,694,719

b) Foreign letters of credit outstanding 220,999,774 267,820,450

c) Sales Tax demands disputed in appeals 21,827,907 35,498,529

d) Corporate Guarantee given on behalf of joint venture 202,600,000 202,600,000 company Mandakini Coal Company Ltd.

e) Uncalled/unpaid Liability of Partly paid shares 2,987,000,000 2,673,000,000

3. In the opinion of the Board of Directors the current assets, loans and advances are expected to realise at least the amount at which they are stated, if realised in the ordinary course of business and provision for all known liabilities has been adequately made in the accounts.

4. Impairment of assets

In accordance with the Accounting Standard (AS-28) on 'Impairment of Assets" impairment analysis of assets by evolution of the company's cash generating units, was carried out in the year 2008-09 and since recoverable amount was more than the carrying amount thereof, no impairment loss has been recognized in the current year as there is no indication of impairment which requires re-estimating the recoverable amount of the assets.

5. a) It is management's perception that since the company is exclusively engaged in the activity of manufacture of photographic paper and films which are governed by the same set of risks and returns the same are considered to constitute a single reportable segment in the context of Accounting Standard on "Segment Reporting" issued by the Institute of Chartered Accountants of India.

6. DEMERGER OF INVESTMENT DIVISION OF THE COMPANY

The Board of Directors of your Company at their meeting held on 7th June, 2012 had approved the scheme of arrangement, wherein interalia proposed to demerge the Investment Division of the Company into Jindal Photo Investments and Finance Ltd. (wholly owned subsidiary of the Company). Pursuant to order of Hon'ble High Court of Judicature at Bombay dated 24th August, 2012, a meeting of the Equity Shareholders of the Company is scheduled to be held at the registered office of the Company at 260/23, Sheetal Industrial Estate, Demani Road, Dadra – 396193, Dadra & Nagar Haveli (U.T.) on Wednesday, the 10th day of October, 2012 at 11:30 a.m. for the purpose of considering and, if thought fit, approving, with or without modifications, the proposed scheme of Demerger between Jindal Photo Limited and Jindal Photo Investments and Finance Limited.

36. Disclosures as required by Accounting Standard-18 "Related Party Disclosure" issued by the Institute of Chartered Accountants of India are as under:-

A) Relationship

a) Associate companies

Jindal Buildmart Limited (Ceased from 31.12.2010 ) Jindal India Powertech Limited (Ceased from 11.08.2011)

b) Joint Venture Company

Mandakini Coal Company Limited

c) Controlling Companies/Individuals

Consolidated Photo & Finvest Limited

d) Subsidiaries

Consolidated Imaging Limited

Jindal Imaging Limited

Jindal India Powertech Limited ( w.e.f 11.08.2011)

Jindal Photo Investments & Finance Limited ( w.e.f 12.11.2011)

Jindal India Thermal Power Limited ( w.e.f 11.08.2011)

Jindal India Power Ventures Limited ( w.e.f 11.08.2011)

Hindustan Powergen Limited (w.e.f 11.08.2011)

Jindal Minerals & Metais (Mozambique) Limitada (ceased to be subsidiary)

Cornet Ventures Limited (Formerly known as Jindal India Finvest & Holdings Limited)

e) Key Management Personnel

Shri Shammi Gupta, Managing Director

Shri Krishnasamy Ramaswamy, Whole Time Director

Shri Rajeev Aggarwal, Whole Time Director ( Ceased from 15.07.2011)

7. C) A scheme of amalgamation of Jindal Packaging Films Ltd., Jindal India Hydro Ltd., Jindal Realmart Pvt. Ltd, Indian Software Consultancy ltd. and India Fincap Ltd. With Hindustan Powergen ltd. (HPL) was approved by the Honorable Delhi High Court, whereby the aforesaid companies have been amalgamated with HPL with effect from the appointed date i.e. 01.04.2009 and shall become effective from the effective date which shall be the last date on which all the conditions referred in High Court order are fulfilled. Upon amalgamation, HPL will issue share to the shareholders of the erestwhile amalgamating companies in the ratio specified in the High court order. Allotment of shares by HPL to the shareholders of the amalgamating companies has been made on 27.04.2010.On allotment the company has received 35000 equity shares of HPL.

8. Previous year's figures have been regrouped /re-arranged wherever considered necessary.

9. Figures have been rounded off to the nearest rupee.


Mar 31, 2011

1. Contingent Liabilites : As at As at 31.03.2011 31.03.2010 (Rs.) (Rs.)

a) Outstanding Bank Guarantee 8,694,719 8,714,729

b) Foreign letters of credit outstanding 267,820,450 288,553,275

c) Sales Tax demands disputed in appeals 35,498,529 56,228,407

d) Uncalled/Unpaid liability of Partly Paid shares 2,673,000,000 1,248,000,000

e) Corporate Guarantee given on behalf of joint venture company Mandakini Coal 202,600,000 202,600,000 Company Ltd.

2. Amounts to be credited to Investor Education and Protection Fund- NIL (Previous Year NIL)

3. The company has not received intimation from vendors regarding their status under the Micro, Small and Medium Enterprises Development Act,2006 and therefore ,disclosure under this act has not been given. The managment does not envisage any material impact on the fi nanancials in this regard.

4. Balances of Sundry debtors,Sundry creditors and advances from customers are subject to confi rmation and reconciliation. Differences if any shall be accounted for on such reconciliation.

5. In the opinion of the Board of Directors subject to note 6 above, the current assets, loans and advances are expected to realise atleast the amount at which they are stated, if realised in the ordinary course of business and provision for all known liabilities has been adequately made in the accounts.

6. Sundry Debtors include Rs.22,83,367 (previous year Rs.14,45,915) under litigation, against which legal cases are pending in various Courts for recovery. The same are considered good and realisable in the opinion of the management.

7. Impairment of assets

In accordance with the Accounting Standard (AS-28) on 'Impairment of Assets" impairment analysis of assets by evalution of the company's cash generating units, was carried out in the year 2008-09 and since recoverable amount was more than the carrying amount thereof, no impairment loss has been recognized in the current year as there is no indication of impairment which requires re-estimating the recoverable amount of the assets.

8. Working Capital limits from banks are secured by fi rst charge by way of hypothecation of stocks of raw material, semi fi nished and fi nished goods and consumable stores, spares and book debts and receivables both present and future, ranking paripassu with working capital loans sanctioned by other participating banks.

9. Other Liabilities includes Rs.30000 (previous year Rs.29950) due to the company secretary of the company.

10. a) It is management's perception that since the company is exclusively engaged in the activity of manufacture of photographic paper and fi lms which are governed by the same set of risks and returns the same are considered to constitue a single reportable segment in the context of Accounting Standard on "Segment Reporting" issued by the Institute of Chartered Accountants of India.

b) The company operates only in Indian market as such there is no separate geographics section.

11. Expenses under the head commission, discount, advertisement and business promotion are shown net of subsidy received/ receivable.

c) Controlling Companies/Individuals

Consolidated Photo & Finvest Limited Consolidated Finvest & Holdings Limited Soyuz Trading Co. Limited

d) Subsidiaries

Consolidated Imaging Limited Jindal India Finvest & Holdings Limited Jindal Minerais & Metais (Mozambique)Limitada Jindal Imaging Limited

e) Key Management Personnel

Shri Shammi Gupta, Managing Director

Shri Krishnasamy Ramaswamy, Whole Time Director

Shri Rajeev Aggarwal, Whole Time Director*

(*Shri Rajeev Aggarwal ceased to be director of the company w.e.f. 15.7.2011)

12. C) A scheme of amalgamation of Jindal Packaging Films Ltd., Jindal India Hydro Ltd., Jindal Realmart Pvt. Ltd, Indian Software Consultancy ltd. and India Fincap Ltd. with Hindustan Powergen ltd. (HPL) was approved by the Honourable Delhi High Court, whereby the aforesaid companies have been amalgamated with HPL with effect from the appointed date i.e. 01.04.2009 and shall become effective from the effective date which shall be the last date on which all the conditions referred in High Court order are fulfi lled. Upon amalgamation, HPL was to issue share to the shareholders of the erestwhile amalgamating companies in the ratio specifi ed in the High court order. Allotment of shares by HPL to the shareholders of the amalgamating companies has been made on 27.04.2010. On allotment the company has received 35000 equity shares of HPL.

13. The Ministry of Corporate Affairs, Government of India vide its General Notifi cation No. S.O. 301(E) dated 8th February, 2011 issued under section 211(3) of The Companies Act 1956 has excluded certain classes of Companies from disclosing certain information in their Profit and loss account. The Company being a manufacturing and trading company is entitle to the exemption. Accordingly, disclosures mandated by paragraphs 3(i)(a), 3(ii)(a) and 3(ii)(b) of Part II, Sechedule VI to the Companies Act,1956 have not been provided.

14. Previous year's figures have been regrouped /re-arranged /recast wherever considered necessary.

15. Figures have been rounded off to the nearest rupee.

16. Schedules 'A' to 'T' are annexed to and form part of Statement of Accounts.


Mar 31, 2010

1. Contingent Liabilites : As at As at

31.03.2010 31.03.2009

(Rs.) (Rs.)

a) Outstanding Bank Guarantee 8,714,729 23,240,676

b) Foreign letters of credit outstanding 288,553,275 713,861,891

c) Sales Tax demands disputed in appeals 56,228,407 35,397,819

d) Uncalled liability of Partly Paid shares 1,248,000,000 1,116,000,000

e) Corporate Guarantee given on behalf of joint venture company 202,600,000 202,600,000

Mandakini Coal Company Ltd.

2. Amounts to be credited to Investor Education and Protection Fund- NIL (Previous Year NIL)

3. The company has not received intimation from vendors regarding their status under the Micro, Small and Medium Enterprises Development Act,2006 and therefore ,disclosure under this act has not been given. The managment does not envisage any material impact on the finanancials in this regard.

4. Balances of Sundry debtors,Sundry creditors and advances from customers are subject to confirmation and reconciliation. Differences if any shall be accounted for on such reconciliation.

5. In the opinion of the Board of Directors subject to note 5 above, the current assets, loans and advances are expected to realise atleast the amount at which they are stated, if realised in the ordinary course of business and provision for all known liabilities has been adequately made in the accounts.

6. Sundry Debtors include Rs.14,45,915 (previous year Rs.33,78,881) under litigation, against which legal cases are pending in various Courts for recovery. The same are considered good and realisable in the opinion of the management.

7. Impairment of assets

In accordance with the Accounting Standard (AS-28) on Impairment of Assets" impairment analysis of assets by evalution of the companys cash generating units, was carried out in the year 2008-09 and since recoverable amount was more than the carrying amount thereof, no impairment loss has been recognized in the current year as there is no indication of impairment which requires re-estimating the recoverable amount of the assets.

8. The Company uses foreign hedges to manage its risk associated with foreign currency fluctuations relating to certain firm commitments. The Company does not use hedges for speculative purposes.

9. a) Working Capital limits from banks are secured by first charge by way of hypothecation of stocks of raw material semi finished and finished goods and consumable stores, spares and book debts and receivables both present and future, ranking pari passu with working capital loans sanctioned by other participating banks.

Note : The above figure does not include contribution to Gratuity Fund as separate figures are not available for the managerial personnel.

b) Computation of net profit in accordance with section 349 of the Companies Act,1956 has not been enumerated,as no commission is payable and remuneration has been paid as per the provisions of schedule XIII of the CompaniesAct, 1956.

c) The company holds an insurance policy on the life of the managing director for a sum of Rs-NIL

d) Sh. Rajeev Aggarwal,who was been appointed as whole time director wef 01.09.2009 has been paid remuneration wef 01.09.2009.

10. Other Liabilities includes Rs. 29950 (previous year Rs. 25,000 ) due to the company secretary of the company.

11. It is managements perception that since the company is exclusively engaged in the activity of manufacture of photographic paper and films which are governed by the same set of risks and returns the same are considered to constitute a single reportable segment in the context of Accounting Standard on "Segment Reporting" issued by the Institute of Chartered Accountants of India.

d) Includes Rs. 3,21,898/- paid in excess in previous year.

Gratuity Liability for the year 2009-10 has been considered as per LIC Gratuity report where as in previous year the same were considered on the basis of Independent Actuarial valuer.

The estimates of rate of future salary increase takes account of infl ation,seniority,promotion and other relevant factors on long term basis.

The discount rate is generally based upon the market yields available on Government bonds at the accounting date with a term that matches that of liability. The above information is certified by the actuary.

12. Disclosures as required by Accounting Standard-18 "Related Party Disclosure" issued by the Institute of Chartered Accountants of India are as under:-

A) Relationship

a) Associate Companies

Jindal Buildmart Limited Jindal India Powertech Limited

b) Joint Venture Company

Mandakini Coal Company Limited

c) Controlling Companies/Individuals

Consolidated Photo & Finvest Ltd.

Consolidated Finvest & Holdings Limited Soyuz Trading Company Ltd.

d) Subsidiaries

Consolidated Imaging Ltd.

Jindal India Finvest & Holdings Limited (wef 30.01.2010)

India Fincap Ltd. (Up to 29.01.2010)

Jindal Imaging Ltd.

Jindal India Power Venturrs Ltd. (Up to 25.05.2009)

Note : Related party relationship is as identified by the company and relied upon by the auditors 22. C) a) Effective 24.05.2009 Jindal India Powerventure Limited ceased to be a subsidiary of the company.

b) Effective 30.01.2010 Jindal India Finvest & Holdings Limited became a subsidiary of the company.

c) As per scheme of Amalgamation of India Fincap Limited with Hindustan Powergen Limited as approved by Honble High Court of Delhi effective from dt.31.03.2010, 35000 equity shares of HPL has to be received by Company in lieu of equity shares of IFL held by the Company. The equity shares of HPL has been alloted on dt. 27.04.2010.

13. Expenses under the head commission, discount, advertisement and business promotion are shown net of subsidy received / receivable.

14. Previous years figures have been regrouped /re-arranged wherever considered necessary.

15. Figures have been rounded off to the nearest rupee.

16. Schedules A to T are annexed to and form part of Statement of Accounts.

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