Notes to Accounts of Meyer Apparel Ltd.

Mar 31, 2025

3.11. Provisions, Contingent Liabilities and Contingent Assets

Provisions are recognized when the Company has a present obligation (legal or constructive) as a
result of a past event, it is probable that an outflow of resources embodying economic benefits
will be required to settle the obligation, and a reliable estimate can be made of the amount of the

obligation.

The amount recognized as a provision is the best estimate of the consideration required to settle
the present obligation at the end of the reporting period, taking into account the risks and
uncertainties surrounding the obligation. When a provision is measured using the cash flows
estimated to settle the present obligation, its carrying amount is the present value of those cash
flows.

Contingent assets are neither disclosed nor recognized in the Financial Statements.

Contingent liabilities are disclosed in the Financial Statements by way of notes to accounts, unless
possibility of an outflow of resources embodying economic benefit is remote.

3.12. Income taxes

The income tax expense or credit for the period is the tax payable on the current period’s taxable
income based on the applicable income tax rate adjusted by changes in deferred tax assets and
liabilities attributable to temporary differences and to unused tax losses, if any.

The current income tax charge is calculated on the basis of the tax laws enacted or substantively
enacted at the end of the reporting period. Management periodically evaluates positions taken in
tax returns with respect to situations in which applicable tax regulation is subject to interpretation.
It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax
authorities.

Deferred income tax is provided in full, using the liability method, on temporary differences
arising between the tax bases of assets and liabilities and their carrying amounts in the Financial
Information.

The carrying amount of deferred tax assets are reviewed at the end of each reporting period and
are recognized only if it is probable that future taxable amounts will be available to utilize those
temporary differences and losses.

The Description of the nature and purpose of each reserve within equity is as follows:

a) Securities Premium

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

b) Retained Earnings

Retained earnings are the profits thatthe Company has earned till date, less any transfers to dividends or other distributions paid to shareholders.
The Company recognises change on account of remeasurement of the net defined benefit liability (asset) as part of retained earnings witb separate
disclosure, which comprises of:

(a) actuarial gains and losses; and

(b) return on plan assets, excluding amounts included in net interest on the net defined benefit liability (asset).

29 Critical accounting estimates and judgments

The estimates and judgements used in the preparation of the said financial statements are continuously evaluated by the Company, and are based on historical experience and various other
assumptions and factors (Including expectations of future events), that the Company believes to be reasonable under the existing circumstances. The said estimates and judgements are based
on the facts and events, that existed as at the reporting date, or that occurred after that date but provide additional evidence about conditions existing as at the reporting date.

Although the Company regularly assesses these estimates, actual results could differ materially from these estimates - even if the assumptions under-ljing such estimates were reasonable
when made, if these results differ from historical experience or other assumptions do not turn out to be substantially accurate. The changes in estimates are recognised in the financial
statements in the period in which they become known.

The areas involving critical estimates, assumptions or judgm ents arei

1. Useful lives of property, plant and equipments Note 4

2. Useful life of intangible asset Note 5

3. Measurement defined benefit obligation Note 3 0

4. Estimation of provisions & contingent liabilities refer Note 31 & 32

Estimates and judgments are continually evaluated. They are based on historical experience and other factors, including expectations of future events that may have a financial impact on the
Company and that are believed to be reasonable under the circumstances.

(a) A former employee. Mr, Kama! Sharmahas filed a summary suit under Order 37 of the Civil Procedure Code (CPC) against Meyer Apparel Limited (Givo Limited) for the recovery of salary
du esThe suit is currently pending adjudication before the appropriate court. However, in view of the legal nature of the dispute and pending final judgment, it is disclosed as a contingent
Liability amount of Rs 9.28 Lakhs.

(b) M/s Orange Overseas Pvt. Ltd. has initiated execution proceedings against Meyer Apparel Limited (Givo Limited) for enforcement of an ex-parte decree passed bythe Civil Court, Gurugram.
The execution petition seeks recovery in accordance with the decree awarded in the absenceof representation by thecompany during the original suit proceedings.Based on Legal advice, the
management is of the view that the company has valid Legal grounds to challenge the enforcement of the decree. However, in line with applicable accounting standards and disclosure norms,
thematter has been disclosed as a contingent liability amount of Rs 33.47 Lakhs.

(c ) Image Design has filed a civil suit against Meyer Apparel Ltd. for the recovery of project-related dues allegedly arising from renovation work undertaken at the “Efficient Enterprises" store.
The plaintiff has claimed outstanding payments for services rendered under the said project The company is contesting the claim and believes it has valid grounds in its defense. Based on
legal opinion, the management considers the possibility of an adverse ruling as uncertain. However, in accordance with applicable financial reporting standards, the matter has been
disclosed as a contingent liability amount of Rs 11.59 Lakhs.

(d) Panchanan International has filed a civil suit for recovery of commission dues against Meyer Apparel Ltd. The suit arises out of alleged non-payment of commission pertaining to business
transactions between the parties.Panchanan International has filed a civil suit for recovery of commission dues against Meyer Apparel Ltd. The suit arises out of alleged non-payment of
commission pertaining to business transactions between the parties. Based on legal advice and the merits of the case, the management is confident in its position and is actively contesting
theclaim. Nevertheless, in view of the ongoing Litigation and in accordance with applicable accoun ting and disclosure norms, the claim has been classified as a contingent liability amount
of Rs. 4.20 Lakhs.

(iv) The Company''s pending Litigations comprise of claims against the Company and proceedings pending with Tax Authorities. The Company has reviewed all its pending litigations and

proceedin gs and has mad e adequate provisions, wherever required and disclosed the contingent liabilities, wherever applicable, in its financial statements. The Company does not expect the
outcome of these proceedings to have a material impact on its financial position.

1. Fair Value measurement

Fair Value Hierarchy and valuation technique used to determine fair value:

The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable and are categorized into Level 1, Level 2
and Level 3 Inputs.

Significant estimates

The fair value of financial instruments that are not traded in an active market is determined using valuation techniques. The Company uses its judgment to select a variety of methods and
make assumptions that are mainly based on market conditions existing attheend of each reporting period.

36 Financial risk management objectives and policies

The Company''s principal financial liabilities, other than derivatives, comprise loans and borrowings, trade and other payables, and financial guarantee contracts. The main purpose of these
financial liabilities is to finance the Company''s operations and to provide guarantees to support its operations. The Company''s principal financial assets Include loans, trade and other
receivables, and cash and cash equivalents that derive directly from its operations.

The Company''s business activities expose it to a variety of financial risks, namely liquidity risk, market risks and credit risk. The Company''s senior management has the overall responsibility
for the establishment and oversight of the Company''s risk management framework. The Company''s risk management policies are established to identify and analyse the risks faced by the
C ompany, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market
conditions and the Company''s activities.

MANAGEMENT OF LIQUIDITY RISK

Liquidity risk is the risk that the Company will face in meeting its obligations associated with its financial liabilities. The Company¹ s approach to managing liquidity is to ensure that it will
have sufficient funds to meet its liabilities when due without incurring unacceptable losses. In doing this, management considers both normal and stressed conditions.

Credit Risk

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract leading to a financial loss. The Company is exposed to credit risk from
its operating activities (primarily trade receivables) and from its financing activities, including deposits with banks and financial institutions and other financial instruments.

Trade Receivables

Customer credit risk is managed by each business unit subject to the Company established polity, procedures and control relating to customer credit risk management. Credit quality of a
customer is assessed based on an extensive credit rating scorecard and individual credit limits are defined in accordance with this assessment Outstanding customer receivables are
regularly monitored.

An impairment analysis is performed at each reporting date on an individual basis for major clients. The maximum exposure to credit risk at the reporting date is the carrying value of each
class of financial assets disclosed in Note 7. The Company does not hold collateral as security. The Company evaluates the concentration of risk with respect to trade receivables as low, as its
customers are located in several jurisdictions and industries and operate in largely independent markets.

Financial instruments and cash deposits

Credit risk from balances with banks and financial institutions is managed by the management in accordance with the Company’s policy. Counterparty credit limits are reviewed by the
management on an annual basis, and may be updated throughout the year. The limits are set to minimize the concentration of risks and therefore mitigate financial loss through
counterparty''s potential failure to make payments.

The Company''s maximum exposure to credit risk for the components ofthe balance sheet at 31 March, 2025 and 31 March, 2024 is thecarrying amounts as illustrated in Note 8.

0 The Company has applied for permission of Reserve Bank of India [RBI) through the authorized Bank for repayment of the advances against exports which were received by the company
from an overseas buyer M/s Trust Export PTE Ltd in which RBI approval is yet to be received. As per the letters received from the overseas buyers the sum of Rs. 332.65 lakhs was required
to be repaid within one month from the date of RBI approval, failing which the interest would also be required to be paid from the date of receipt of advances till the date of repayment
However pending the approval of RBI, the Overseas buyer have agreed to waive off the interest on pending amount till getting the approval from RBI, accordingly no provision has been
made for interest during the year.

41 In the opinion of the Board and to the best of their knowledge and belief, the value of realization in respect of the Current assets, loans and advances in the ordinary course of business would
not be less than the amount at which they are stated in the Balance Sheet and the provision for all known and determined liabilities is adequate and not in excess of amount reasonably
required.

42 Impairment of Fixed Assets

During the year Company has assessed the impairment loss on Fixed Assets and the Management is of the opinion that there is no asset [Previous year Rs, NIL) for which impairment is
required to be made as per IND-AS 36 - "Impairment of Assets" issued by ICAI.

43 Disaggregation of Revenue

The Company"s primary business segment is manufacturing of readymade garments. Revenue from contract with customers is from sale of Rs.120.25 lacs. Saleof goods are made at a point in
time and revenue is recognised upon satisfaction of the performance obligations which is typically upon dispatch / delivery. The Company has a credit evaluation policy based on which the
credit limits for the trade receivables are established. There is no significant financing component as the credit period provided by the Company isnot significant.

44 Other Statutory Information

i) The Company does not have any Immovable Property whose title deeds are not held in the name ofthe Company.

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

ni) The Company has not advanced any Loans or advances in the nature of loans to specified persons viz. promoters, directors, KMPs, related parties! which are repayable on demand or where
the agreement does not specify any terms or period of repayment.

iv) The Company has not obtained any borrowings from banks or financial institutions on the basis of security of current assets.

v) The Company has not been declared as a willful defaulter by any lenderwho has powers to declare a company as a willful defaulter at any time during the financial year or after the end of
reporting period but before the date when financial statements are approved.

vi) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the und erstanding that the Intermediary
shall:

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

(b) provide any guarantee, security or the Like to or on behalf of the Ultimate Beneficiaries.

vii) 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:

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

(b) provide any guarantee, security or the Like on behalf of the Ultimate Beneficiaries.
viif| The Company does not have any transactions with struck-off companies.

ix) The Company does not have any transaction which is not recorded in th ebooks of accounts but has been surrendered or disclosed as income during the year in the tax assessments under the
Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income TaxAct, 1961).

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

xi) The Company has complied with the number of layers prescribed under clause (87) of section 2 ofthe Companies Act, 2013 read with Companies (Restriction on number of Layers) Rules,
2017.

xii) The Company does not have any charges or satisfaction which is yet to be registered with the Registrar of Companies (ROC) beyond the statutory period,
xivl The Company has not revalued it''s property plants and equipments or intangible assets or both during the current year and previous year.

xv) The Company does not have any investment in properties.

xv) The Company has not filed any scheme of arrangements in terms of section 230 to 237 ofthe Companies Act, 2013 duringtheyear.

46 [i) Figures for the previous year has been regrouped/rearranged wherever necessary to confirm current year classification / presentation.

[ii) Figures representing 0.00 lakhs are below Rs.500/-

As per our report of even date For and on behalf of the Board of Directors

For Khandehval Jain & Co.

Chartered Accountants

Firm Registration NO.105049W Sd/- Sd/-

Pawan Kakra Vivek Saxe na

Chairman & Director Independent Director

Sd/- D IN:01301671 DIN:10163717

Rohit Kumar Poddar

[Partner)

Membership No.472510

Sd/- Sd/-

Gajender Kumar Sharma Charu Sharnia

Place : Gurugram CFO & Whole Time Director Company Secretary

Dated: 17th May 2025 DIN:08073521 ACS; 39833

---

Mar 31, 2024

3.11. Provisions, Contingent Liabilities and Contingent Assets

Provisions are recognized when the Company has a present obligation (legal or constructive) as a result
of a past event, it is probable that an outflow of resources embodying economic benefits will be
required to settle the obligation, and a reliable estimate can be made of the amount of the obligation.

The amount recognized as a provision is the best estimate of the consideration required to settle the
present obligation at the end of the reporting period, taking into account the risks and uncertainties
surrounding the obligation. When a provision is measured using the cash flows estimated to settle the
present obligation, its carrying amount is the present value of those cash flows.

Contingent assets are disclosed in the Financial Statements by way of notes to accounts when an inflow
of economic benefits is probable.

Contingent liabilities are disclosed in the Financial Statements by way of notes to accounts, unless
possibility of an outflow of resources embodying economic benefit is remote.

3.12. Income taxes

The income tax expense or credit for the period is the tax payable on the current period’s taxable
income based on the applicable income tax rate adjusted by changes in deferred tax assets and liabilities
attributable to temporary differences and to unused tax losses, if any.

The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted
at the end of the reporting period. Management periodically evaluates positions taken in tax returns
with respect to situations in which applicable tax regulation is subject to interpretation. It establishes
provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

Deferred income tax is provided in full, using the liability method, on temporary differences arising
between the tax bases of assets and liabilities and their carrying amounts in the Restated Consolidated
Financial Information. However, deferred tax liabilities are not recognized if they arise from the initial
recognition of goodwill. Deferred income tax is also not accounted for if it arises from initial
recognition of an asset or liability in a transaction other than a business combination that at the time of
the transaction affects neither accounting profit nor taxable profit (tax loss). Deferred income tax is
determined using tax rates (and laws) that have been enacted or substantially enacted by the end of the
reporting period and are expected to apply when the related deferred income tax asset is realized or the
deferred income tax liability is settled.

The carrying amount of deferred tax assets are reviewed at the end of each reporting period and are
recognized only if it is probable that future taxable amounts will be available to utilize those temporary
differences and losses.

Deferred tax liabilities are not recognized for temporary differences between the carrying amount and
tax bases of investments in subsidiaries, branches and associates and interest in joint arrangements
where the Company is able to control the timing of the reversal of the temporary differences and it is
probable that the differences will not reverse in the foreseeable future.

Deferred tax assets are not recognized for temporary differences between the carrying amount and tax
bases of investments in subsidiaries, associates and interest in joint arrangements where it is not
probable that the differences will reverse in the foreseeable future and taxable profit will not be
available against which the temporary difference can be utilized.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current
tax assets and liabilities and when the deferred tax balances relate to the same taxation authority.
Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset
and intends either to settle on a net basis, or to realize the asset and settle the liability simultaneously.

Dividend distribution tax paid on the dividends is recognized consistently with the presentation of the
transaction that creates the income tax consequence.

a) The Company has only one class of equity shares having a par value of Rs. 3/- per share. Each holder of Equity Shares is entitled to one vote per share. The
dividend if proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting.

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

The Description of the nature and purpose of each reserve within equity is as follows:

a) Securities Premium

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

b) Retained Earnings

Retained earnings are the profits that the Company has earned till date, less any transfers to dividends or other distributions paid to shareholders.

The Company recognises change on account of remeasurement of the net defined benefit liability (asset) as part of retained earnings with separate
disclosure, which comprises of:

(a) actuarial gains and losses; and

(b) return on plan assets, excluding amounts included in net interest on the net defined benefit liability (asset).

The estimates and judgements used in the preparation of the said financial statements are continuously evaluated by the Company, and are based on historical
experience and various other assumptions and factors (including expectations of future events), that the Company believes to be reasonable under the existing
circumstances. The said estimates and judgements are based on the facts and events, that existed as at the reporting date, or that occurred after that date but
provide additional evidence about conditions existing as at the reporting date.

Although the Company regularly assesses these estimates, actual results could differ materially from these estimates - even if the assumptions under-lying such
estimates were reasonable when made, if these results differ from historical experience or other assumptions do not turn out to be substantially accurate. The
changes in estimates are recognised in the financial statements in the period in which they become known.

The areas involving critical estimates, assumptions or judgments are:

1. Useful lives of property, plant and equipments Note 4

2. Useful life of intangible asset Note 5

3. Measurement defined benefit obligation Note 30

4. Estimation of provisions & contingent liabilities refer Note 31

Estimates andjudgments are continually evaluated. They are based on historical experience and other factors, including expectations of future events that may have a
financial impact on the Company and that are believed to be reasonable under the circumstances.

(iii) The Company is in appeal against the Customs duty demand for Rs.12.82 Crores (Previous Year Rs. 12.82 Crores) pertaining to the year 1994-95 before the Hon''ble
Supreme Court and the matter is pending with the Hon''ble Supreme Court. The custom duty demand liability and interest liability thereon has been provided in the
account books and shown under the exceptional item, in the financial year 2015-16. Final liability would be determined on the disposal of the appeal by the Hon''ble

(iv) The Company''s pending litigations comprise of claims against the Company and proceedings pending with Tax Authorities . The Company has reviewed all its pending
litigations and proceedings and has made adequate provisions, wherever required and disclosed the contingent liabilities, wherever applicable, in its financial
statements. The Company does not expect the outcome of these proceedings to have a material impact on its financial position.

(v) The Company periodically reviews all its long term contracts to assess for any material foreseeable losses. Based on such review wherever applicable, the Company
has made adequate provisions for these long term contracts in the books of account as required under any applicable law/accounting standard.

33 Segment Reporting

The Company''s operating segments are established on the basis of those components of the Company that are evaluated regularly by the Chief Operating Decision Maker
(as defined in Ind AS 108 - ''Operating Segments'') in deciding how to allocate resources and in assessing performance. These have been identified taking into account nature
of products and services, the differing risks and returns and the internal business reporting systems. The Company has only one operating and reporting segment, which is
manufacturing and dealing in Readymade Garments/Textile. Accordingly, the amounts appearing in these financial statements relate to this primary business segment.
Further, the Company trade only in India and accordingly, no disclosures are required under secondary segment reporting.

1. Fair Value measurement

Fair Value Hierarchy and valuation technique used to determine fair value :

The fair value hierarchy is based on inputs to valuation techniques that are used to measure fair value that are either observable or unobservable and are categorized into
Level 1 , Level 2 and Level 3 inputs.

Significant estimates

The fair value of financial instruments that are not traded in an active market is determined using valuation techniques. The Company uses its judgment to select a variety of
methods and make assumptions that are mainly based on market conditions existing at the end of each reporting period.

35 Financial risk management objectives and policies

The Company''s principal financial liabilities, other than derivatives, comprise loans and borrowings, trade and other payables, and financial guarantee contracts. The
main purpose of these financial liabilities is to finance the Company''s operations and to provide guarantees to support its operations. The Company''s principal financial
assets include loans, trade and other receivables, and cash and cash equivalents that derive directly from its operations.

The Company''s business activities expose it to a variety of financial risks, namely liquidity risk, market risks and credit risk. The Company''s senior management has the
overall responsibility for the establishment and oversight of the Company''s risk management framework. The Company''s risk management policies are established to
identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies
and systems are reviewed regularly to reflect changes in market conditions and the Company''s activities.

MANAGEMENT OF LIQUIDITY RISK

Liquidity risk is the risk that the Company will face in meeting its obligations associated with its financial liabilities. The Company''s approach to managing liquidity is to
ensure that it will have sufficient funds to meet its liabilities when due without incurring unacceptable losses. In doing this, management considers both normal and
stressed conditions.

The following table shows the maturity analysis of the Company''s financial liabilities based on contractually agreed undiscounted cash flows as at the Balance Sheet
date.

Market Risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three
types of risk: interest rate risk, currency risk and other price risk, such as equity price risk. Financial instruments affected by market risk include loans and borrowings,
deposits, FVTOCI investments.

Credit Risk

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is
exposed to credit risk from its operating activities (primarily trade receivables) and from its financing activities, including deposits with banks and financial institutions
and other financial instruments.

Trade Receivables

Customer credit risk is managed by each business unit subject to the Company established policy, procedures and control relating to customer credit risk management.
Credit quality of a customer is assessed based on an extensive credit rating scorecard and individual credit limits are defined in accordance with this assessment.
Outstanding customer receivables are regularly monitored.

An impairment analysis is performed at each reporting date on an individual basis for major clients. The maximum exposure to credit risk at the reporting date is the
carrying value of each class of financial assets disclosed in Note 7. The Company does not hold collateral as security. The Company evaluates the concentration of risk
with respect to trade receivables as low, as its customers are located in several jurisdictions and industries and operate in largely independent markets.

Financial instruments and cash deposits

Credit risk from balances with banks and financial institutions is managed by the management in accordance with the Company''s policy. Counterparty credit limits are
reviewed by the management on an annual basis, and may be updated throughout the year. The limits are set to minimize the concentration of risks and therefore
mitigate financial loss through counterparty''s potential failure to make payments.

The Company''s maximum exposure to credit risk for the components of the balance sheet at 31 March, 2024 and 31 March, 2023 is the carrying amounts as
illustrated in Note 8.

Capital management

Capital includes issued equity capital and share premium and all other equity reserves attributable to the equity holders. The primary objective of the Company''s
capital management is to maximize the shareholder value.

The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. The
Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt.

36 The Company has incurred loss of Rs. 183.02 lakh (previous year Rs. 168.82 lakh) during the year and has accumulated losses of Rs.6111.29 Lakh (Previous year
Rs.5928.27 Lakh) as at March 31, 2024, resulting in negative net worth of Rs. 3171.62 Lakh (Previous year Rs. 2,988.60 Lakhs). The ability of the Company to continue
as a going concern is substantially dependent on its ability to generate the funds form its continuing business and the management in view of its business operation
and explore other avenues, is confident of generating cash flows to fund the operating and capital requirements of the Company. Accordingly, these statements have
been prepared on a going concern basis.

38 Current Tax and Deferred Tax

In absence of any taxable income, no provision for the current tax has been made. Also, in view of losses and unabsorbed depreciation, considering the grounds of
prudence, deferred tax assets is recognized to the extent of deferred tax liabilities and balance deferred tax assets have not been recognized in the books of accounts.

39 The Company has applied for permission of Reserve Bank of India (RBI) through the authorized Bank for repayment of the advances against exports which were
received by the company from an overseas buyer M/s Trust Export PTE Ltd in which RBI approval is yet to be received. As per the letters received from the overseas
buyers the sum of Rs. 332.64 lakhs was required to be repaid within one month from the date of RBI approval, failing which the interest would also be required to be
paid from the date of receipt of advances till the date of repayment. However pending the approval of RBI, the Overseas buyer have agreed to waive off the interest on
pending amount till getting the approval from RBI, accordingly no provision has been made for interest during the year.

45 Impairment of Fixed Assets

During the year Company has assessed the impairment loss on Fixed Assets and the Management is of the opinion that there is no asset (Previous year Rs. NIL) for
which impairment is required to be made as per IND-AS 36 - "Impairment of Assets" issued by ICAI.

46 Disaggregation of Revenue

The Company''s primary business segment is manufacturing of readymade garments. Revenue from contract with customers is from sale of Rs.428.40 lacs. Sale of
goods are made at a point in time and revenue is recognised upon satisfaction of the performance obligations which is typically upon dispatch / delivery. The
Company has a credit evaluation policy based on which the credit limits for the trade receivables are established. There is no significant financing component as the
credit period provided by the Company is not significant.

Information about major customers

1 customer has more than 10% of the Company''s revenue from operations total 77.58% for the year ended March 31, 2024.

1 customer has more than 10% of the Company''s revenue from operations total 73.17% for the year ended March 31, 2023.

47 The Company does not have any Immovable Property whose title deeds are not held in the name of the Company.

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

49 The Company has not advanced any loans or advances in the nature of loans to specified persons viz. promoters, directors, KMPs, related parties; which are repayable
on demand or where the agreement does not specify any terms or period of repayment.

50 The Company has not obtained any borrowings from banks or financial institutions on the basis of security of current assets.

51 The Company has not been declared as a willful defaulter by any lender who has powers to declare a company as a willful defaulter at any time during the financial
year or after the end of reporting period but before the date when financial statements are approved.

52 The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding
that the Intermediary shall:(a) 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(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

53 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:(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf
of the Funding Party (Ultimate Beneficiaries) or (b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

54 The provisions of Corporate Social Responsibility under Section 135 of the Companies Act, 2013 are not applicable to the Company.

55 The Company does not have any transactions with struck-off companies.

56 The Company does not have any transaction which is not recorded in the books of accounts but has been surrendered or disclosed as income during the year in the
tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961).

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

58 The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Companies Act, 2013 read with Companies (Restriction on
number of Layers) Rules, 2017.

59 The Company does not have any charges or satisfaction which is yet to be registered with the Registrar of Companies (ROC) beyond the statutory period.

Reason for variance more than 25%

Current Ratio Due to decrease in inventory and receivable during the year cause decrease in current ratio/liquidity.

Trade Receivables Turnover Ratio Reduction in trade receivable during the year cause significant increase the trade receivable turnover ratio

Trade Payables Turnover Ratio Decrease in trade payable due to timely payment of due cause increase the trade payable turnover ratio

Net Capital Turnover Ratio Net capital turnover ratio improved due to lower sales and lower working capital requirement during the year

ended 31-3-2024.

Net Profit ratio Net Profit ratio decrease due to increase in current year losses with lower sales during the year ended 31-3¬

2024.

61 The Code on Social Security, 2020 (''Code'') relating to employee benefits during employment and post-employment benefits received Presidential assent in September
2020. The Code has been published in the Gazette of India. However, the date on which the Code will come into effect has not been notified. The Company will assess
the impact of the Code when it comes into effect and will record any related impact in the period the Code becomes effective.

62 Figures for the previous year has been regrouped/rearranged wherever necessary to confirm current year classification / presentation.

As per our report of even date For and on behalf of the Board of Directors

For Khandelwal Jain & Co.

Chartered Accountants

Firm Registration No.105049W Sd/- Sd/-

Anjali Thukral Meenakshi Goyal

Chairperson & Director Independent Director

Sd/- DIN:01460179 DIN:07177126

Manish Kumar Singhal

(Partner)

Membership No.502570

Sd/- Sd/-

Gajender Kumar Sharma Charu Sharma

Place : Gurugram CFO & Whole Time Director Company Secretary

Dated:23rd May 2024 DIN: 08073521 ACS: 39833

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Mar 31, 2016

1 The Company is in appeaI against the Customs duty demand for Rs.12.82 Crores pertaining to the year 1994-95 before the Hon''bIe Supreme Court and the matter is pending with the Hon''bIe Supreme Court. The custom duty demand liability and interest liability thereon has been provided in the account books and shown under the exceptional item. Final liability would be determined on the disposal of the appeal by the Hon’ble Supreme Court.

2 The Company is in appeal before the Commissioner of Customs (Appeals), New Delhi against the Customs duty demand of Rs. 59.65 Lacs (Previous Year Rs. Nil) in the matter of an advance authorisation due to non issue or redemption certificate pending with JDGFT (CLA), New Delhi.

3 The Company is in appeal against the demand for interest and damages by Commissioner, Employee Provident Fund for Rs.4.09 lacs (Previous Year Rs. Nil) before the Hon’ble EPFAT, New Delhi.

4 Vide Memorandum of Undertaking dated 22nd March 2006, the Company had entered into an agreement with the DeveIoper, are Iated party, subject to approvaI from the requisite authorities, for deveIopment of Company’s property Iocated at Gurgaon for a totaI consideration of Rs. 5,805 Lacs. The Company had recognised in the books of account of the year 2005-06 itself the income from Transfer of Development Rights, Land & Buildings. The approval from requisite authorities is stiII awaited. Hence, the Iand & buiIdings does not refIect in the Iist of fixed assets though the titIe deeds of the land continue to be in the name of the Company.

5. The Company has made investments in the shares of Givo Retails Private Limited (GRPL), a related party, to the tune of Rs. 1170.22 Lacs (Previous Year : Rs. 987.22 Lacs ) consisting of (i) 28,00,000 equity shares , unquoted, of Rs.10/-each, aIIotted @ Rs.20/- per share; (ii) 2,00,000, unquoted, 5% RedeemabIe Preference Shares of R s.100/- each, redeemabIe @ Rs.105/- each in four equaI instaIments at the end of 7th , 8th , 9th & 10th year; (iii) 4,54,434 equity shares, unquoted, of Rs.10/- each aIIotted @ Rs.50/- per share and (iv) 3,66,000 equity shares, unquoted of Rs. 10/each aIIotted @ Rs. 50/- per share during the current year. The entire investment has been treated as current investments during the year under reporting as the Company has pIanned to divest its investments.

6 The company has given to Givo RetaiI Private Limited, a reIated party, a sum of Rs.170 Lacs (Previous Year : Rs.170 Lacs) as interest free security pursuant to the sales and Distributorship Agreement against advances received for purchase of raw materiaIs and stocks Iying with the Company. Further a sum of Rs.17.06 Lacs (Previous Year: Rs.17.06 Lacs) was given towards the proportionate amount of the interest free security deposits given to the showroom/outlet owners. These have been shown under “Long Term Loans and Advances-a) Security Deposit” under Note No.13 to the Accounts.

7 Other Non Current Assets-Others under Note No. 14 to Accounts incIudes a sum of Rs. 352.48 Lacs (Previous Year: Rs. 439.73 Lacs) outstanding against the transfer of property rights from TIL Investments Pvt Ltd, are Iated party, which is due for payment after satisfaction of the conditions precedent.

8 Trade Receivables Under Note No. 17 to Accounts include debts due from the private limited company in which some of the directors are interested as a director or a members- Rs. 92.17 Lacs (Previous Year: Rs. 145.15 Lacs) .

9 The Company has been registered with the BIFR, New Delhi as Case No. 62/2016 pursuant to the Reference application filed on 15^th December, 2015 under the SICA, 1985 as the accumulated losses are more than its new worth.

10 The discIosure of EmpIoyee Benefits as defined in AS 15 (Revised) “EmpIoyee Benefits” is given beIow:

(a) Short Term Defined Benefit Plan :

The expenses recognised under the short term defined benefit plan for the year are as under :

The Company has not provided for additionaI bonus IiabiIity of Rs.9.57 Lacs pertaining to the financiaI year 2014-15 pursuant to the Payment of Bonus (Amendment) Act,2015 in view of the stay order dated 27-01-2016 of the Hon''bIe KeraIa High Court passed in WP (C) . No.3025/2016 (C) in the matter of United PIanters'' Association of Southern India & others.

(b) Long Term Defined Contribution Plan:

The expenses recognised under the long term defined contribution plan for the year are as under:

11 RELATED PARTY DISCLOSURE : AS -18 :

a) . Related Party and their relationship:

1. Subsidiaries

Nil

2. Associates

ThakraI Investments HoIding Pte Ltd, Singapore

ThakraI HoIding (Mauritius) Ltd.

TIL Investments Pvt. Ltd

Inari Fashions Ltd.

Givo RetaiI Private Limited

3. Key Management personnel

Mr.G.D. Khemani, Director

Mr. Praveem Saran,Chief Executive Office & Whole Time Director

Mr. R.K. Sharma, Chief Financial Officer & Company Secretary

12 LEASE/FINANCE TRANSACTION : AS -19:

The company has, during the current year, taken a premise on a rent. Besides, vehicles have been acquired directly from the suppliers and financed by the banks against the respective underlying asset as security by way of hypothecation. The vehicles so acquired and financed are accounted for as asset and principal amount finance by the banks as secured loan. The differential amount of the EMIs over the repayment of principal amounts during the accounting period is treated as finance cost.

13 The Company has reversed the deferred tax as set of Rs.479.02 Lacs (net) in the current financiaI year after review and being reasonably certain of non realisation of the same in the near future in view of the losses. The deferred tax (AS-22) assets and IiabiIity status as on March 31,2016 after review has been as under:

14 Amount due to small scale industries includes the following parties to whom the Company owes sum exceeding Rupees one lac, which is outstanding for more than 30 days.

Balaji Udyog Rs. 6.28 Lacs (Previous Year Rs. 8.19 Lacs)

15 There is no amount outstanding which is payable to a Micro, Small and Medium Enterprise under the MSME Act, 2006 (Previous Year Rs. NIL).

16 No employee/director, being eligible, has exercised any options vested in him/her in pursuance to the Company’s Employees Stock Option Scheme, 2009 (ESOS, 2009) till the end of the year. Hence, no finance cost in this regard has been recognized in the accounts of this year (previous year Rs. NIL)

17 Figures have been given in lacs of rupees, unless stated otherwise, and previous year’s figures have been regrouped, rearranged/ reclassified, wherever necessary.

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Mar 31, 2014

1 Against the total demand of Customs duty for Rs. 1362 Lacs on the import of the Drawings, Designs and Documents during the year 1994-95, the Company is in appeal pending before the Customs, Excise & Service Tax Appellate Tribunal (CESTAT) after remand of the case by the Hon''ble Supreme Court vide order dated 22-9-2005 to the CESTAT for reconsideration.

2 Debts due from the private limited company in which some of the directors are interested as members-Rs. NIL (Previous Year: Rs. NIL).

3 The "Other Long term Liabilities- c) Others "under Note No. 4 to the Accounts for a sum of Rs. 115 Lacs (Previous Year: Rs. 115 Lacs) is the amount payable to a third party towards his term deposits which were pledged as security against the overdraft facility availed by the company but adjusted by the bank in the year 2008-09 on its maturity against the said overdraft facility.

4 Vide Memorandum of Undertaking dated 22nd March 2006, the Company had entered into an agreement with a Developer, a related party, subject to approval from the requisite authorities, for development of Company''s property located at Gurgaon for a total consideration of Rs. 5,805 Lacs. The Company had recognised in the books of account of the year 2005-06 itself the income from Transfer of Development Rights, Land & Buildings. The approval from requisite authorities is still awaited. Hence, the land & buildings does not reflect in the list of fixed assets though the title deeds of the land continue to be in the name of the Company.

5 The Company has made long term investments in the shares of Givo Retail Private Limited , a related party, to the tune of Rs. 987.22 Lacs (Previous Year: Rs. 987.22 Lacs) comprising of (i) 28,00,000 equity shares , unquoted, of Rs.10/- each, allotted @Rs.20/- per share; (ii) 2,00,000, unquoted, 5% Redeemable Preference Shares of Rs.100/- each, redeemable @ Rs.105/- each in four equal instalments at the end of 7th, 8th, 9th & 10th year; and (iii) application money @ Rs.20/- per share, under rights issue, for 11,36,087 equity shares of Rs.10/- each during the financial year 2011-12, which has since been pending for allotment.

6 Other Non Current Assets-Others under Note No. 14 to Accounts includes a sum of Rs. 1,197.88 Lacs (Previous Year: Rs. 1197.88 Lacs) outstanding against the transfer of property rights from Thakral Investments Pvt Ltd, a related party, which is due for payment after satisfaction of the conditions precedent. A payment of Rs. 125.00 Lacs received during the current year has been shown separately as Other Current Liabilities-c) Others under Note No.8 to the Accounts.

7 A sum of Rs.170 Lacs (Previous Year : Rs.170 Lacs) as interest free security pursuant to the Sales and Distributorship Agreement against advances received for purchase of raw materials and stocks lying with the Company and also a sum of Rs.25.40 Lacs (Previous Year: Rs.25.40) as interest free Security to Givo Retail Private Limited, a related party, towards the proportionate amount of the interest free security deposits given to the showroom/outlet owners, have been shown under" Long Term Loans and Advances-a) Security Deposit" under Note No. 13 to the Accounts

8 The Company is not a Sick Industrial Company within the meaning of Section 3(1) (O) of the Sick Industrial Companies (Special Provisions) Act, 1985.

9 LEASE TRANSACTION : AS-19:

The company has not acquired any assets on lease except the vehicles which have been acquired directly from the suppliers and financed by the banks against the respective underlying asset as security by way of hypothecation. The assets so acquired and finance are accounted for as asset and principal amount finance by the banks as secured loan. The differential amount of the EMIs over the repayment of principal amounts during the accounting period is treated as finance cost.

10 RELATED PARTY DISCLOSURE : AS-18 :

a). Related Party and their relationship:

1. Subsidiaries Nil

2. Associates

Thakral Investments Holding Pte Ltd, Singapore

Thakral Holding (Mauritius) Ltd. TIL Investments Pvt. Ltd Givo Retail Private Limited

3. Key Management Personnel

Mr. Aninda Mukharji, Whole-time Director

11 LEASE TRANSACTION : AS-19:

The company has not acquired any assets on lease except the vehicles which have been acquired directly from the suppliers and financed by the banks against the respective underlying asset as security by way of hypothecation. The assets so acquired and finance are accounted for as asset and principal amount finance by the banks as secured loan. The differential amount of the EMIs over the repayment of principal amounts during the accounting period is treated as finance cost.

12. Amount due to Small Scale industries includes the following parties to whom the Company owes a sum exceeding Rupees one lac, which is outstanding for more than 30 days.

Balaji Udyog Rs. 3.70 Lacs (Previous year Rs. 1.31 Lacs)

13. There is no amount outstanding which is payable to a Micro, Small and Medium Enterprise under the MSME Act, 2006. (Previous year- NIL).

14. No employee/director, being eligible, has exercised any options vested in him/her in pursuance to the Company''s Employees Stock Option Scheme,2009 (ESOS,2009) till the end of the year. Hence, no finance cost in this regard has been recognized in the accounts of this year (previous year Rs.NIL).

15. Figures have been given in lacs of rupees unless stated otherwise, and previous year''s figures have been regrouped/ reclassified, wherever necessary.

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Mar 31, 2013

NOTE NO. 1: ADDITIONAL STATEMENT OF NOTES TO ACCOUNTS FOR THE YEAR ENDED MARCH 31, 2013

1 The Company has following contingent liabilities as on the date of the Balance sheet :-

a) Against the total demand of Customs duty for Rs. 1362 Lacs on the import of the Drawings, Designs and Documents during the year 1994-95, the Company is in appeal pending before the Customs, Excise & Service Tax Appellate Tribunal (CESTAT) after remand of the case by the Hon''ble Supreme Court vide order dated 22-9-2005to the CESTAT for reconsideration.

b) Claims not acknowledged as debts Rs. NIL (Previous Year: Rs. 33.39Lacs).

2 Debts due from the private limited company in which some of the directors are interested as members-Rs. NIL (Previous Year: Rs. NIL).

3 The "long term borrowings- from others "under Note No. 3(b) of a sum of Rs. 115 Lacs (Previous Year: Rs. 115 Lacs) is the amount payable to a third party towards his term deposits which were pledged as security against the overdraft facility availed by the company but adjusted adjusted by the bank in the year 2008-09 on its maturity against the said overdraft facility.

4 Vide Memorandum of Undertaking dated 22nd March 2006, the Company entered into an agreement with a Developer, subject to approval from the requisite authorities, for development of Company''s property located at Gurgaon for a total consideration of Rs. 5,805 Lacs. The Company recognised in the books of account of the year 2005-06 itself the income from Transfer of Development Rights, Land & Buildings. The approval from requisite authorities is still awaited. Hence, the land & buildings does not reflect in the list of fixed assets though the title deeds of the land continue to be in the name of the Company.

5 The Company made long term investments in the shares of Givo Retail Private Limited to the tune of Rs. 987.22 Lacs (Previous Year: Rs. 987.22 Lacs) comprising of (i) 28,00,000 equity shares , unquoted, of Rs.10/- each, allotted @Rs.20/ - per share; (ii) 2,00,000, unquoted, 5% Redeemable Preference Shares of Rs.100/- each, to be redeemable @ Rs.105/- each in four equal instalments at the end of 7th, 8th, 9th & 10th year; and (iii) application money @ Rs.20/- per share, under rights issue, for 11,36,087 equity shares of Rs.10/-each during the current financial year 2011-12, which has been pending for allotment.

6 Other Non Current Assets under Note No. 14 include a sum of Rs. 1,197.88 Lacs (Previous Year: Rs. 1197.88 Lacs) outstanding against the transfer of property rights, which is due for payment after satisfaction of the conditions precedent.

7 A sum of Rs.170 Lacs (Previous Year : Rs.170 Lacs) as interest free Security pursuant to the Sales and Distributorship Agreement against advances received for purchase of raw materials and stocks lying with the Company and also a sum of Rs.25.40 Lacs (Previous Year: Rs.NIL) as interest free Security to Givo Retail Private Limited-towards the proportionate amount of the interest free security deposits given to the showroom/outlet owners, have been shown under "Loans and Advances-Security Deposit."

8 The Company is not a Sick Industrial Company within the meaning of Section 3(1) (O) of the Sick Industrial Companies (Special Provisions) Act, 1985.

2 RELATED PARTY DISCLOSURE : AS-18 :

a). Related Party and their relationship:

1. Subsidiaries Nil

2. Associates

Thakral Investments Holding Pte Ltd, Singapore

Thakral Holding (Mauritius) Ltd. TIL Investments Pvt. Ltd Givo Retail Private Limited

3. Key Management Personnel

Mr. Aninda Mukharji, Whole-time Director

3. Amount due to Small Scale industries includes the following parties to whom the Company owes a sum exceeding Rupees one lac, which is outstanding for more than 30 days.

Balaji Udyog Rs. 1.31 Lacs (Previous year Rs. 0.84 Lacs)

4. There is no amount outstanding which is payable to a Micro, Small and Medium Enterprise under the MSME Act, 2006. (Previous year- NIL).

5. No employee/director, being eligible, has exercised any options vested in him/her in pursuance to the Company''s Employees Stock Option Scheme,2009 (ESOS.2009) till the end of the year. Hence, no finance cost in this regard has been recognized in the accounts of this year (previous year Rs.NIL).

6. Figures have been given in lacs of rupees unless stated otherwise, and previous year''s figures have been regrouped/ reclassified, wherever necessary.

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Mar 31, 2012

1 The Company does not have any material contingent liability as on the date of Balance Sheet except the following:-

a) The Company is in appeal before the Commissioner And Secretary to Government of Haryana, Town & Country Planning Department, Civil Secretariat, Chandigarh for waiver of the entire amount against the demand Memo for Rs. 2.86 Lacs.

b) Against the total demand of Customs duty for Rs. 1362 Lacs on import of the Drawings, Designs and Documents during the year 1994-95, the Company is in appeal. The Hon'ble Supreme Court on 22-9-2005 has remanded the case back to the Tribunal (CESTAT) for reconsideration and the matter is pending with CESTAT.

c) Claims not acknowledged as debts Rs.33.39 Lacs (Previous Year Rs.NIL).

2 Arrears of 10% Cumulative Convertible Preference Dividends for the years 1997-98 and 1998-99 are Rs. 92.27 Lacs and Rs. 85.74 Lacs respectively.

3 Debts due from private limited company in which some of the directors are interested as members-Rs. NIL (Previous Year Rs. NIL).

4 The "long term borrowings- from others "under Note No. 3(b) of a sum of Rs. 115 Lacs (previous year Rs. 115 Lacs) is the amount of a third party's term deposit which had been pledged as security against the overdraft facility availed by the company but adjusted on its maturity in the year 2008-09 by the bank against the overdraft facility.

5 Vide Memorandum of Undertaking dated 22nd March 2006, the Company entered into an agreement with a Developer, subject to approval from the requisite authorities, for development of Company's property located at Gurgaon for a total consideration of Rs. 5,805 Lacs. The Company recognised in the books of account of the year 2005-06 itself the income from Transfer of Development Rights, Land & Buildings. The approval from requisite authorities is still awaited. Hence, the land & buildings does not reflect in the list of fixed assets though the land continues to be in the name of the Company.

6 The Company made long term investments in the shares of Givo Retail Limited to the tune of Rs. 987.22 Lacs (previous year Rs. 760 Lacs) consisting of (i) 28,00,000 equity shares , unquoted, of Rs.10/- each, allotted @Rs.20/- per share;

(ii) 2,00,000, unquoted, 5% Redeemable Preference Shares of Rs.100/- each, to be redeemable @ Rs.105/- each in four equal instalments at the end of 7th, 8th, 9th & 10th year; and (iii) application money @ Rs.20/- per share, under rights issue, for 11,36,087 equity shares of Rs.10/- each during the current financial year 2011-12, which have been pending for allotment.

7 Other Non Current Assets under Note No. 14 include a sum of Rs. 1,197.88 Lacs (previous year Rs. 1424.88 Lacs) outstanding against the transfer of property rights, which is due for payment after satisfaction of the conditions precedent.

8 A sum of Rs.170 Lacs (previous year Rs.170 Lacs) paid as Interest Free Security pursuant to the Sales and Distributorship Agreement against advances received for purchase of raw materials and stocks has been shown under "Loans and Advances-Security Deposit.

9 The Company is not a Sick Industrial Company within the meaning of Section 3(1) (O) of the Sick Industrial Companies (Special Provisions) Act, 1985.

10 The disclosure of Employee Benefits as defined in AS 15 (Revised) " Employee Benefits" is given below:

11 LEASE TRANSACTION : AS-19:

The company normally acquires vehicles under finance lease with the respective underlying assets as security. The Assets acquired under Finance Lease are accounted for as Asset and Principal amount as Secured Loan. The differential amount of EMI over the repayment of principal amounts during the accounting period is treated as Finance cost. Minimum lease payments outstanding as on March 31, 2012 in respect of these assets are as under:

12. There is no amount outstanding which is payable to a Micro, Small and Medium Enterprise under the MSME Act, 2006. (Previous year- NIL).

13. The Company has granted 13.25 Lacs options on 11th January,2010 and 3.50 Lacs options on 13th February,2012 to certain employees and directors of the Company and those of associated company(ies) in pursuance to the Employees Stock Option Scheme,2009 (ESOS,2009). No employee/director, although being eligible, has exercised any options vested in him/her till the end of the year. Hence, no finance cost in this regard has been recognized in the accounts of this year (previous year: Rs.NIL).

14. Figures have been given in lacs of rupees unless stated otherwise, and previous year's figures have been regrouped/ reclassified, wherever necessary.

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Mar 31, 2010

1 The Company does not have any material contingent liability as on the date of Balance Sheet except the following:-

a) The Company is in appeal before the Commissioner And Secretary to Government of Haryana, Town & Country Planning Department, Civil Secretariat, Chandigarh for waiver of the entire amount against the demand Memo for Rs. 2.86 Lacs.

b) Against the total demand of Customs duty for Rs. 13.62 Crores on import of the Drawings, Designs and Documents during the year 1994-95, the Company is in appeal. The Hon’ble Supreme Court on 22-9-2005 has remanded the case back to the Tribunal (CESTAT) for reconsideration and the matter is pending with CESTAT.

2 The Company has deposited under protest a sum of Rs. 16.52 Lacs against the demand notices for interest from the Income –tax Department for the assessment years 1994-95 & 1995-96. The company is in appeal before the Hon’ble Delhi High Court, New Delhi in the matter.

3 Arrears of 10% Cumulative Convertible Preference Dividends for the years 1997-98 and 1998-99 are Rs. 92.27 Lacs and Rs. 85.74 Lacs respectively.

4 The Scheme for Capital Reduction has been approved by the Honble High Court of Punjab & Haryana, Chandigarh on 30th April, 2009. The Scheme has been registered with the Registrar of Companies, NCT of Delhi & Haryana on 23rd July 2009. Accordingly the paid up capital of the Company stands reduced with par value from Rs.10/- to Rs. 3/-. Number of shares outstanding remains the same. Capital reduction amount of Rs. 40,38,84,600/-has been adjusted as under .

5 Debts due from private limited company in which some of directors are interested as members-Rs NIL (Previous Year Rs. NIL).

6 No exchange fluctuation is provided in respect to external commercial borrowings and advances received against exposrt in view of the fact that the Company, having agreed with all concerned parties, had crystalised its foreign currency liability in to Indian rupees at the exchange rate of 31st March’08.

7 No interest on the outstanding money of external commercial borrowings of Rs.1.97 Crores has been booked in view of the waiver of right to claim interest by the lenders vide their letter dated 20th July, 2001. Further, the matter of conversion of the ECB as approved by the Company in its Extra ordinary General meeting held on 1 1th January,2010 is pending due to disposal of Exemption application of the ECB lender filed with SEBI on 18th January,2010.

8 A third party term deposit of Rs.1.15 crores pledged as security against the overdraf t facility availed by the company was adjusted in 2008-09 by the bank on i ts maturity against the overdraft facility. The same has been considered as interest free unsecured loan and is shown under the head “unsecured loan- from others”.

9 Vide Memorandum of Undert aking dated 22nd March 2006, the Comp any entered into an agreement with a Developer , subject to approval from the requisite authorities, for development of Company’s property located at Gurgaon for a tot al consideration of Rs.58.05 Crores. The Company recognised in the books of account of the year 2005-06 it self the income from Transfer of Development Rights, Land & Buildings. The approval from requisite authorities is still awaited. Hence, the land & buildings does not reflect in the list of fixed asset s though the land continues to be in the name of the Comp any.

10 The company made long term investments in the shares of Givo Retail Limited to the tune of Rs.5.60 crores (previous year Rs.5.60 Crores). 2,800,000 equity shares , unquoted, of Rs.10/- each have been allotted @Rs.20/- per share including a premium of Rs.10/- per share.

11 Sundry Debtors-Other debts include a sum of Rs.15.65 Crores (Previous Year Rs.15.65 Crores) outstanding against the transfer of property rights, which is due for payment after satisfaction of the conditions precedent.

12 Effective from 1-4-2007, the Company entered in to a Sale and Distribution Agreement with Givo Retail Limited to purchase the Company’s products on FCMT basis for sale and promote it s brand in the domestic market. However , the said FCMT arrangement has been modified mutually to be on the CMT basis with effect from 1st April,2010.

13 A sum of Rs.1.70 Crores (Previous year Rs.1.70 Crores) p aid as Interest Free Security pursuant to the Sales and Distributorship Agreement against advances received for purchase of raw materials and stocks has been shown under “Loans and Advances-Security Deposit.”

14 The Company is not a Sick Industrial Comp any within the meaning of Section 3(1)(O) of the Sick Industrial Companies (Special Provisions) Act, 1985.

15. The discolsoure of Employee Benefits as defined in AS 15 (Revised) "Employee Benefits is given below :

16 RELATED PARTY DISCLOSURE : AS-18 :

a). Related Party and their relationship:

1. Subsidiaries

Nil

2. Associates Thakral Investments Holding Pte Ltd, Singapore

Thakral Holding (Mauritius) Ltd.

TIL Investments Pvt. Ltd ( formerly known as Thakral Investments (India) Pvt Ltd.)

Givo Retail Limited

3. Key Management Personnel

Mr. Aninda Mukharji, Whole-time Director

17 LEASE TRANSACTION : AS-19:

b) Operating Lease

Subject to the note No.9 herein above, the Company had given part of the building under operating lease. As per terms of the MOU the company continued to receive the rentals till 31-3-2009 and the rentals were shown as its Income as the possession remained with the company. The tenant having vacated the leased premises in 2009, has stopped paying rentals thereafter. The matter is subject to Arbitration proceedings. As such no rental income has been recognised during the current year (Previous Year : Rental Income Rs.288.71 Lacs).

18 There is no amount out standing which is payable to a Micro, Small and Medium Enterprise under the MSME Act,2006. (Previous year-NIL).

19 Previous years figures have been regrouped/ reclassified, wherever necessary.