A Oneindia Venture

Notes to Accounts of Vindhya Telelinks Ltd.

Mar 31, 2025

(n) Provisions, Contingent Liabilities and Contingent Assets

The Company recognises a provision when there is a present obligation as a result of past event that probably
requires an outflow of resources and reliable estimates can be made of the amount of obligation. The provisions are
reviewed at the end of each reporting period and are adjusted to reflect the current best estimates. The timing of
recognition requires application of judgement to existing facts and circumstances which may be subject to change. A
disclosure of contingent liability is made when there is possible obligation or a present obligation that will probably not
require outflow of resources or where a reliable estimate of the obligation cannot be made. Where there is a possible
obligation or a present obligation and likelihood of outflow of resources is remote, no provision or disclosure is made.

Provision for warranty related costs are recognised when the terms and conditions attached to and forming part of
the executed portion of the contract of sale of products and/ or providing of services or both are assessed to have
underlying obligations to be met during the warranty period. The estimate of such warranty costs is revised annually.

Contingent assets are not recognised but disclosed in the financial statements, where economic inflow is probable.

(o) Operating Segment

The identification of operating segment is consistent with performance assessment and resource allocation by the
chief operating decision maker. An operating segment is a component of the Company that engage in business
activities from which it may earn revenues and incur expenses (including transactions with any other components of
the Company) and for which discrete financial information is available. Operating segments of the Company comprises
two segments i.e. Cables and Engineering, Procurement & Construction (EPC). All operating segments are reviewed
regularly by the chief operating decision maker to make decisions about resources to be allocated to the segments
and assesses their performance.

(p) Employee Benefits

Defined Contribution Plan

Contribution to approved Superannuation Fund as per Company’s scheme and Employee’s Regional Provident
Fund is recognised as an expense in the Statement of Profit and Loss for the year when the employee renders the
related service.

Defined Benefit Plan

Gratuity, Pension and Compensated Absences benefits, payable as per Company’s schemes are considered as
defined benefit schemes and are charged to Statement of Profit and Loss on the basis of actuarial valuation carried
out at the end of each financial year by independent actuaries using Projected Unit Credit Method. For the purpose
of presentation of defined benefit plans, the allocation between short term and long term provisions is made as
determined by the independent actuaries. Actuarial gains and losses are recognised in the Other Comprehensive
Income except actuarial gains and losses on compensated absences benefits which are charged to the Statement of
Profit and Loss.

The Provident fund Contribution, other than Contribution to Employee’s Regional Provident Fund is made to an
approved trust administered by the trustees. The Company has its representation on the board of trust. The Company
is liable for any shortfall, if any, in the fund asset based on the government specified minimum rates of return and the
same is recognised as an expense in the Statement of Profit and Loss.

Ex-gratia or other amount disbursed on account of selective employees separation scheme or otherwise are charged
to Statement of Profit and Loss as and when incurred/determined.

(q) Leases

Where the Company is the Lessee:

The Company’s lease asset classes primarily consist of leases for Land and Building. The Company, at the inception
of a contract, assesses whether the contract is a lease or not a lease. A contract is, or contains, a lease if the contract
conveys the right to control the use of an identified asset for a time in exchange for a consideration. The Company

has elected not to recognise Right-of-use Assets and lease liabilities for short-term leases that have a lease term of
12 months or less and leases of low-value assets and the corresponding lease rental paid are directly charged to the
Statement of Profit and Loss. The Company recognises the lease payments associated with these leases as an
expense over the lease term. The Company recognises a Right-of-use Asset and a lease liability at the lease
commencement date. The Right-of-use asset is initially measured at cost, which comprises the initial amount of the
lease liability adjusted for any lease payments made at or before the commencement date, plus any initial costs
incurred. The Right-of-use Asset is subsequently depreciated using the straight-line method from the commencement
date to the end of the lease term. The lease liability is initially measured at the present value of the lease payments
that are not paid at the commencement date, discounted using the Company’s incremental borrowing rate.
Subsequently, lease liabilities are measured on amortised cost basis.

Where the Company is the Lessor:

Lease under which the Company does not transfer substantially all the risks and benefits of ownership of the asset is
classify ed as operating lease. Assets subject to operating lease are included in Investment Property. Lease income
from operating lease is recognised in the Statement of Profit and Loss on a straight line basis over the lease term.
Costs including depreciation are recognised as an expense in the Statement of Profit and Loss.

Finance lease transactions (including Indefeasible Right-of-use Assets (IRU) Networks) where control, significant
risks and rewards incidental to ownership are effectively transferred /term of the lease covers the estimated economic
useful life of the concerned IRU networks, are recognised as outright sales. Profit or Loss resulting from outright
sales of IRU networks is recognised in the Statement of Profit and Loss immediately. Finance income, if any, is
recognised over the lease term. Initial direct cost such as legal costs, brokerage costs etc. are recognised in the
statement of Profit and Loss at the commencement of lease term.

(r) Interest in Joint Operations

A Joint Operation is a Joint Arrangement where the parties/venturers have contractual agreed rights and obligations
rather than legal structure of the Joint Arrangement. When a Company undertakes its activities under Joint Operations,
the Company as a Joint Operator recognise its interest in jointly held assets, liabilities, revenue and expenses of
Joint Operations and incorporate it in the financial statements under the appropriate headings.

(s) Foreign Currency Transactions/Translations

Transactions in foreign currencies are initially recorded in the functional currency, by applying to the foreign currency
amount the exchange rate between the functional currency and the foreign currency at the date of the transaction.
Foreign currency monetary items are translated into functional currency using the exchange rate prevailing at the
reporting date.

Exchange differences arising on the settlement of monetary items or on translating monetary items at the exchange
rates different from those at which they were initially recorded during the year, or reported in previous financial
statements, are recognised as income or expenses in the Statement of Profit and Loss in the year in which they arise.

(t) Segment Reporting - Identification of Segments:

An operating segment is a component of the Company that engages in business activities from which it may earn
revenues and incur expenses, whose operating results are regularly reviewed by the company’s Chief Operating
Decision Maker (“CODM”) to make decisions for which discrete financial information is available. Based on the
management approach as defined in Ind AS 108, the CODM evaluates the Company’s performance and allocates
resources based on an analysis of various performance indicators by business segments and geographic segments.

(u) Earnings Per Share

Basic earnings per share are calculated by dividing the net profit or loss for the year attributable to equity shareholders
of the Company by the weighted average number of the equity shares outstanding during the year.

For the purpose of calculating diluted earnings per share, net profit or loss attributable to equity shareholders of the
Company and the weighted average number of shares outstanding during the year is adjusted for the effect of all
dilutive potential equity shares.

(v) Cash and Cash Equivalents

Cash and Cash equivalent for the purpose of cash flow statement comprise cash on hand, cheques in hand, demand
deposits with banks and short-term investments with an original maturity of three months or less from the date of
acquisition, which are subject to an insignificant risk of change in value. Cash and Cash Equivalents consists of
balanced with banks which are unrestricted for withdrawal and uses.

(w) Recent Pronouncements

Ministry of Corporate Affairs (“MCA”) notifies new standards or amendments to the existing standards under Companies
(Indian Accounting Standards) Rules as issued from time to time. For the year ended March 31, 2025, MCA has
notified Ind AS - 117 Insurance Contracts and amendments to Ind AS 116 - Leases, relating to sale and leaseback
transactions, applicable to the Company w.e.f. April 1,2024. The Company has reviewed the new pronouncements
and based on its evaluation has determined that it does not have any significant impact in its financial statements.

Notes:

(i) Refer Note No. 17 and 21 for details of mortgage/hypothecations of Property, Plant and Equipment towards security to lenders.

(ii) Adjustments in Plant & Equipments during the year of '' 1498.77 lakhs ('' 406.70 lakhs) is on account of subsidy disbursed/
sanctioned under Industrial Investment Promotion Incentive Schemes linked to Fixed Capital Investment in Property, Plant
and Equipment etc.

(iii) Title deeds of all the immovable properties (other than properties where the Company is the lessee and the lease agreements
are duly executed in favour of the lessee) are held in the name of the company.

(iv) No proceedings have been initiated or pending against the Company for holding any benami property under the Benami
Transactions (Prohibition) Act, 1988.

1 The Company entered into Share Purchase Agreement(s) on 27th March, 2025 for acquiring at fair value the remaining
equity stake of 49% and 11% held by each of Visabeira Global, SGPS, SA and Birla Cable Ltd. respectively in VTL
Digital Infrastructure Private Limited (formerly Birla Visabeira Private Limited). Accordingly, VTL Digital Infrastructure
Private Limited (formerly Birla Visabeira Private Limited) ceased to be an associate (joint venture entity) and became a
wholly owned subsidiary of the Company with effect from 27th March, 2025. In the opinion of the management, the
decline in fair value of equity shares of VTL Digital Infrastructure Private Limited (formerly Birla Visabeira Private Limited)
is temporary in nature considering potential revenue from the passive optical fibre cable network assets under IP-1 when
aligned with that of the Company and hence does not call for any impairment for the time being.

212,50,000 (12,50,000) Fully paid up Equity Shares Pledged with Banks

3 Investments represent minimum equity held by the Company in a power producer company, for sourcing of renewable
energy to the extent of contracted capacity through Long Term Open Access (LTOA) as a captive user under Intra State
Group Captive Scheme as per requirement of Electricity Act, 2003 and Electricity Rules, 2005. The Investment is made
under Power Purchase Agreement with a condition to sale/transfer the Investments to the power producer or its promoter/
nominee at cost upon expiry of the Power Purchase Agreement or termination thereof.

(a) Loans from Banks are secured by way of hypothecation charge over movable Property, Plant and Equipment (excluding
assets specifically charged to specific project lenders), both present and future and charge created by way of mortgage
by deposit of title deeds of certain immovable properties of the Company, ranking pari-passu interse amongst the consortium
of working capital lenders and term loan lenders (including Buyer’s Credit and Supplier’s Credit). Loan from a NBFC is
secured by way of hypothecation charge on Project Specific Assets, ranking pari-passu interse amongst the project
specific working capital lender and term loan lender. Loans from Banks (including Buyer’s Credit & Supplier’s Credit)/
NBFC are further secured by way of first and/or second pari-passu charge (specific to certain term loan) by way of
hypothecation of entire Current Assets (excluding assets specifically charged to specific project lenders) both present
and future, of the Company viz. inventories, bills receivables, book debts (trade receivables), claims, etc. Rupee Term
Loans from Bank/NBFC are repayable in quarterly/half-yearly instalments, as the case may be, over a period of three to
five years, commencing from June, 2022 and ending on June, 2027 and carry rate of interest varying from 9.85% p.a. to
10.55% p.a. on the reporting date. Buyer’s Credit(s)/Supplier’s Credit(s) in Foreign Currency availed from Banks are due
for repayment between April, 2025 and March, 2026 and carry rate of interest varying from 3.42% p.a and 7.22% p.a on
the reporting date. The Buyers Credit(s)/Supplier’s Credit(s) from Banks are additionally secured by way of pledge of
12,50,000 equity shares held by the Company in Birla Cable Limited.

(b) Neither registration nor satisfaction of any charges are pending to be filed/registered with the jurisdictional Registrar of
Companies beyond the statutory period in respect of security created by the Company in favour of lenders.

(c) Term Loans were applied for the purpose(s) for which the loans were obtained.

(a) Working Capital Loans/Borrowings from banks are generally renewable within twelve months from the date of sanction or
immediately previous renewal date, unless otherwise stated. The lender banks have a right to cancel the credit limits
(either fully or partially) and, inter-alia, demand repayment in case of non-compliance of terms and conditions of sanctions
or deterioration in the sanctioned loan accounts in any manner.

(b) Working Capital Loans/Borrowings (both fund and non-fund based) from banks are secured by first/or second charge by
way of hypothecation on entire Current Assets (excluding assets specifically charged to specific project lenders), both
present and future, of the Company viz inventories, bills receivables, book debts (trade receivables), claims, etc. ranking
pari-passu amongst the lender consortium banks and certain secured term loan lender; and are further secured by way of
hypothecation of movable Property, Plant and Equipment (excluding assets specifically charged to specific project lenders),
both present and future, and charge created by way of mortgage by deposit of title deeds of certain immovable properties
of the Company, ranking first/or second (specific to a project lender) pari-passu interse amongst the lender consortium
banks and a term loan lender. Working Capital Loans/Borrowings (both fund and non-fund based) from banks are additionally
secured by second charge by way of hypothecation of entire assets of a project and further secured by way of pledge of
12,50,000 equity shares held by the Company in Birla Cable Limited.

(c) Working Capital Borrowings (both fund based and non fund based), specific to projects, are secured by way of hypothecation
of entire project specific assets (including entire project cash flows) and/or ranking pari-passu with a term lender and/or
are further secured by second charge on Fixed Assets of the Company.

(d) Bank Returns/Stock Statements filed by the Company with its Bankers are materially in agreement with the books of
account.

(e) Funds raised on short term basis have not been utilised for long term purposes and deployed for the purpose(s) they were
obtained.

(f) Neither registration nor satisfaction of any charges are pending to be filed/registered with the jurisdictional Registrar of
Companies beyond the statutory period in respect of security created by the Company in favour of lenders.

36. CONTINGENT LIABILITIES AND COMMITMENTS (TO THE EXTENT NOT PROVIDED FOR):

(a) Contingent liabilities:

(i) Pending cases with income tax appellate authorities/judicial authorities where income tax department has preferred
appeals - Liability not ascertainable.

(ii) The Company has preferred a Writ Petition before the Hon’ble High Court of Uttarakhand against the order passed
by the Appellate Authority for Advance Ruling, Uttarakhand (AAAR) with regard to eligibility of input tax credit amounting
to '' 3861.07 lakhs ('' 3522.57 lakhs) on goods and services used for constructing the passive optical fibre cable
networks for being used by the telecom operators/service providers under Indefeasible Right-of-Use (IRU) terms.
The said order of AAAR has been stayed by the Hon’ble High Court of Uttarakhand for the time being and the matter
is subjudice. The external consultants/subject matter experts are of the opinion that the Company has a good case
on merit and accordingly in the opinion of the management there is no likelihood of adverse outcome based on the
facts and circumstances of the case.

(iii) The future cash outflows, if any, in respect of (i) & (ii) above are determinable only on receipt of judgements pending
at various forums/authorities.

(iv) Cross corporate guarantee given to consortium of Banks as collateral against term loan(s) and working capital credit
facilities granted to a Body Corporate - Refer Note No. 46(a).

(v) Claims against the Company not acknowledged as debts '' 59.36 lakhs ('' 59.36 lakhs).

(b) Commitments:

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

'' 2475.38 lakhs ('' 700.04 lakhs).

37. DIVIDEND:

The Board of Directors in its Meeting held on 22nd May, 2025 has recommended a dividend of '' 16/- (160%) per share
('' 15/- (150%) per share) per fully paid up equity shares of '' 10/- each for the financial year ended on 31st March, 2025. The
same is subject to approval by the shareholders in the ensuing Annual General Meeting of the Company.

The fair value of financial assets and liabilities is included at the amount at which instruments could be exchanged in a current

transaction between the willing parties. The following methods and assumptions were used to estimate the fair value:

(A) The Company has opted to fair value its quoted equity instruments at its market quoted price through Other Comprehensive
Income (OCI), save and except investments in Associates which are valued at cost.

(B) The Company has opted to fair value its unquoted equity instruments through OCI at its Net Asset Value/Adjusted Net
Asset Value save and except investments in Wholly Owned Subsidiaries, a Joint Venture Entity and an Associate which
are valued at cost.

(C) Investment in Continuum MP Windfarm Development Pvt. Ltd. for sourcing renewable energy is considered at fair value
through profit or loss and valued as per terms and conditions of the agreement.

(D) The fair values of cash and cash equivalents, other bank balances, trade receivables, other current financial assets, short
term borrowings, trade payables and other current financial liabilities approximates their carrying amounts largely due to
the short-term maturities of these instruments. The Company has adopted Effective Interest Rate Method (EIR) for fair
valuation of long term borrowings, non-current financial assets and non-current financial liabilities.

(E) The fair value of forward exchange and swap contracts is based on valuation certificate given by respective banks.

Fair Value Hierarchy

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

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

Level 3 - Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).

48. Financial Risk Management Objectives and Policies:

The Company’s activities are exposed to a variety of financial risks from its operations. The key financial risks include Market
Risk, Credit Risk and Liquidity Risk.

(a) 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 mainly four types of Risk: Foreign Currency Risk, Interest Rate Risk, Rights of the
Way and Other Contractual Obligation Risk, Other Price Risk such as Commodity Price Risk and Equity Price Risk.

(i) Foreign Currency Risk:

Foreign Currency Risk has underlying risk that the fair value or future cash flows of an exposure will fluctuate because
of changes in foreign exchange rates. The Company is exposed to foreign exchange risk arising from foreign currency
transactions of imports, exports and borrowings primarily with respect to USD and EURO. The Company’s exports
are denominated generally in USD and EURO, thereby providing a natural hedge to that extent against foreign
currency payments on account of imports of raw materials and/or the repayment of borrowings and interest thereon.
The foreign currency transaction risk is also managed through selective hedging programmes by way of forward
contracts including for underlying transactions having firm commitments or highly probable forecast of crystallisation.

(ii) Interest Rate Risk:

Interest rate risk has underlying risk that the fair value of future cash flows of a financial instrument will fluctuate
because of changes in market interest rates. Any changes in the interest rates could have unforeseen impact on
Company’s cost of borrowings, thus impacting the profit and loss. The Company mitigates this risk by regularly
assessing the market scenario, finding appropriate financial instruments like interest rate negotiations and low cost
instruments.

(iii) Rights of the Way and other Contractual Obligation Risk:

The Rights of the Way and other permission are subject to governing terms and conditions and varying interpretations
each of which may result in modifications, expiry of terms, additional payments and/or restoration liability, etc. which
could adversely affect the passive optical fibre cable networks under IP-1 and Turnkey Projects. Further, the IRU
agreements and turnkey projects with customers have certain underlying obligations relating to rectification,
replacement major maintenance and other contract risks during the validity period of such contract. The Company
estimates the total contract risks (including the estimates of liquidated damages and other claims), price variation
claims, etc. and warranty obligation based upon management’s best estimates of expected cost to meet such
obligations.

(iv) Commodity Price Risk:

The Company is affected by the price volatility of certain commodities. Its operating activities require the purchase of
raw materials and bought out components for manufacturing of Cables and Turnkey Contract & Services respectively.
It requires a continuous supply of certain raw materials & brought out components such as optical fibre, copper,
aluminium, plastic and polymers, ducts, power cables, conductors, transformers, fabricated steel, poles, associated
equipments etc. To mitigate the commodity price risk, the Company has an approved supplier base to get the best
competitive prices for the commodities and also to manage the cost without any compromise on quality.

(v) Equity Price Risk:

The Company is exposed to equity price risk arises from Investments in Quoted Equity Shares held by the Company
and classified in the Balance Sheet at cost and at fair value through OCI. Having regard to the nature of quoted equity
shares, intrinsic worth, intent and long term nature of investments, fluctuation in market prices are considered acceptable
and do not warrant any management estimation.

(b) Credit Risk:

Credit risk is the risk that a customer or counterparty to a financial instrument fails to perform or pay the amounts due
causing financial loss to the Company. The Company is exposed to credit risk from its operating activities primarily arising
from Trade Receivables from customers and other financial instruments, Corporate guarantee given to banks as collateral
against term loan(s) and working capital credit facilities to a body Corporate, Birla Cable Limited.

Customer credit risk is managed by each business segment and is subject to the Company’s established policy, procedures
and control framework relating to customer credit risk management. The Company assesses the credit quality of the
counterparties taking into account their financial position and credit worthiness, on the age of specific receivable balance
and the current and expected collection trends, age of its contracts in progress, historically observed default over the
expected life of trade receivables. Company’s EPC business segment customers profile mainly include Government
owned utilities/entities/and both public and private telecom sector operators and service providers. Credit risk on receivables
is limited due to the Company’s large and diverse customer base which includes public sector enterprises, Central/State
utilities and private corporates. Credit risk is reduced to a significant extent if the projects(s) are funded by the Central and
State Governments and also by receiving pre-payments (including mobilization advances) and achieving project completion
milestone within the contracted completion schedule. Credit risk is also actively managed by securing payment through
Letter of credit, advance payments and bill discounting without recourse to the Company. Outstanding customer receivables
are regularly monitored and assessed. Allowance for Impairment or expected credit loss for trade receivables if any, is
provided on the basis of respective credit risk of individual customer as on the reporting date.

The lenders assesses the credit quality of Birla Cable Limited on a regular basis. Further, considering its financial position,
intrinsic value, business profile and future growth prospects, the credit risk is low. The Company has also accepted
corporate guarantee from Birla Cable Limited (Cross corporate guarantee) against its total credit facilities and term
loan(s) availed from its consortium of banks.

The fixed deposits with banks (except short-term deposits shown under cash and cash equivalent) predominantly comprises
of margin money against bank guarantees, letter(s) of credit, etc. as per the terms of sanction of non fund based credit
facilities and the Company is not exposed to credit risk based on historical records of no or stray cases of invocation of
bank guarantees or devolvement of LC’s.

(c) Liquidity Risk:

Liquidity risk is the risk where the Company may 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 is to ensure as far as
possible that it will have sufficient liquidity to meet its liabilities when due.

The table below summarises the maturity profile of Company’s financial liabilities based on contractual payments:

51. CAPITAL MANAGEMENT:

The Company’s primary objective with respect to capital management is to ensure continuity of business and support the
growth of the Company while at the same time provide reasonable returns to its various stakeholders and maximise shareholders
value. In order to achieve these objectives, requirement of capital is reviewed periodically with reference to operating and
business plans that take into account capital expenditure and strategic investments. Sourcing of capital is done through
judicious combination of equity/internal accruals and borrowings, both short term and long term. The capital structure is
governed by policies approved by the Board of Directors and the Company monitors capital by applying net debt (total borrowings
less current investments and cash and cash equivalents) to equity ratio. The Company manages its capital structure and
make adjustments in the light of changes in economic conditions and the requirements of financial covenants attached to the
interest bearing loans and borrowings that define capital structure requirements. No changes were made in the objectives,
policies or processes for managing capital during the year ended 31st March, 2025 or corresponding previous year.

(c) Undisclosed income:

No transactions have been recorded in the books of account that has been surrendered or disclosed as income during the
year/previous year in the tax assessments under the Income Tax Act,1961.

(d) 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 (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 on behalf of the Ultimate Beneficiaries.

(e) The Company has not received any fund from any other 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.

(f) Title deeds of all the immoveable properties are held in the name of the Company.

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

Notes : Explanation for changes in Ratio by more than 25%

(i) Increase in Debt Equity Ratio is mainly due to increase in short term borrowings in the current financial year

(ii) Return on equity ratio is declined due to fall in profitability of EPC division in the current financial year.

(iii) Trade Payable Turnover Ratio is low due to increase in trade payable as a result of extended credit period.

(iv) Net Profit Ratio is declined due to fall in profitability of EPC division in the current financial year.

(v) Return on Capital Employed is decreased due to rise in short term borrowings and decline in profitability.

(vi) Return on Investment is negative due to fall in market price of quoted equity shares in current year as compared to
previous year.

53. The Quarterly Returns or Statement submitted to Banks pursuant to working capital facilities provided, are materially in
agreement with Books of Accounts.

54. Previous year figures have been regrouped/rearranged, wherever considered necessary to conform to current year classification.
The figures in brackets are those in respect of the previous accounting year.

Signature to Notes 1 to 54

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

For BGJC & Associates LLP Harsh V. Lodha Chairman

Chartered Accountants (DIN : 00394094)

Firm Registration No. 003304N/N500056

Y.S. Lodha Managing Director & CEO

(DIN : 00052861)

Pranav Jain

Partner Saurabh Chhajer Chief Financial Officer

Membership No. 098308

Dinesh Kapoor Company Secretary

Place : New Delhi Place : New Delhi

Date : May 22, 2025 Date : May 22, 2025


Mar 31, 2024

1 There is a decline in the fair value of investment which in the opinion of the management is temporary in nature, considering strategic long term nature of investment and asset base / intrinsic worth of the joint venture entity, and hence does not call for any impairment.

212,50,000 (12,50,000) Fully paid up Equity Shares Pledged with Banks.

3 Investments represent minimum equity held by the Company in a power producer company, for sourcing of renewable energy to the extent of contracted capacity through Long Term Open Access (LTOA) as a captive user under Intra State Group Captive Scheme as per requirement of Electricity Act, 2003 and Electricity Rules, 2005. The Investment is made under Power Purchase Agreement with a condition to sale / transfer the Investments to the power producer or its promoter/nominee at cost upon expiry of the Power Purchase Agreement or termination thereof.

(b) Term/Right attached to Equity Shares:

The Company has issued only one class of shares referred to as equity share having face value of '' 10/- per share and ranking pari-passu. The holders of equity shares are entitled to one vote per share.

(a) Loans from Banks are secured by way of hypothecation charge over movable Property, Plant and Equipment (excluding assets specifically charged to specific project lenders), both present and future and charge created by way of mortgage by deposit of title deeds of certain immovable properties of the Company, ranking pari-passu interse amongst the consortium of working capital lenders and term loan lenders (including Buyer’s Credit and Supplier’s Credit). Loan from a NBFC is secured by way of hypothecation charge on Project Specific Assets, ranking pari-passu interse amongst the project specific working capital lender and term loan lender. Loans from Banks (including Buyer’s Credit & Supplier’s Credit)/ NBFC are further secured by way of first and/ or second pari-passu charge (specific to certain term loan) by way of hypothecation of entire Current Assets (excluding assets specifically charged to specific project lenders) both present and future, of the Company viz. inventories, bills receivables, book debts (trade receivables), claims, etc. Term Loans are repayable over a period of three to five years, commencing from June-2022 and ending on June-2027 and carry rate of interest varying from 9.65 % to 10.00% p.a. on the reporting date. Buyer’s Credit(s)/Supplier’s Credit(s) in Foreign Currency availed from Banks are due for repayment between November, 2024 and December, 2026 and carry rate of interest varying from 4.77% p.a and 8.45% p.a on the reporting date. The Buyers Credit(s) and Supplier’s Credit(s) from Banks are additionally secured by way of pledge of 12,50,000 equity shares held by the Company in Birla Cable Ltd. and backed by cross corporate guarantee of Birla Cable Ltd.

(b) Neither registration nor satisfaction of any charges are pending to be filed /registered with the jurisdictional Registrar of Companies beyond the statutory period in respect of security created by the Company in favour of lenders.

(c) Term Loans were applied for the purpose for which the loans were obtained.

Unsecured:

Loans from a Body Corporate/Related parties amounting to '' 25000.00 lakhs, carry rate of interest varying from 8.85% p.a. to

9.10% p.a. and are due for repayment between September, 2024 to March, 2027.

‘Includes interest free security deposit of '' 168.00 lakhs by a power producer against uninterrupted and regular supply of renewable energy to the Company. This security deposit is to be refunded gradually upon the power producer extending/ maintaining aggregate credit limit of equivalent amount against the power supply invoices during the currency of Power Purchase Agreement.

*Provision for Warranty represents the expected cost of meeting obligations of rectification/replacement/major maintenance of certain products manufactured/outsourced and supplied by the Company and forming a part of the composite turnkey contracts and services being executed by the Company having stipulation of warranty and also in respect of certain contracts of supply of manufactured and outsourced products executed by the Company. It is expected that the expenditure will be incurred over the contractual warranty period.

(a) Working Capital Loans/Borrowings from banks are generally renewable within twelve months from the date of sanction or immediately previous renewal date, unless otherwise stated. The lender banks have a right to cancel the credit limits (either fully or partially) and, inter-alia, demand repayment in case of non-compliance of terms and conditions of sanctions or deterioration in the sanctioned loan accounts in any manner.

(b) Working Capital Loans/Borrowings (both fund and non-fund based) from banks are secured by first charge by way of hypothecation on entire Current Assets (excluding assets specifically charged to specific project lenders), both present and future, of the Company viz inventories, bills receivables, book debts (trade receivables), claims, etc. ranking pari-passu amongst working capital consortium banks; and are further secured by way of hypothecation of movable Property, Plant and Equipment (excluding assets specifically charged to specific project lenders), both present and future, and charge created by way of mortgage by deposit of title deeds of certain immovable properties of the Company, ranking pari-passu interse amongst the working capital consortium banks and certain term loan lenders. Working Capital Loans/ Borrowings (both fund and non-fund based) from banks are additionally secured by second charge by way of hypothecation of entire project specific assets and further secured by way of pledge of 12,50,000 equity shares held by the Company in Birla Cable Limited and backed by cross corporate guarantee of Birla Cable Limited.

(c) Working Capital Borrowings ( both fund based and non fund based), specific to projects, are secured by way of hypothecation of entire project specific assets (including entire project cash flows) and/ or ranking pari-passu with a term lender and/or are further secured by second charge on Fixed Assets of the Company (excluding Project Specific Fixed Assets charged to the Project Term Lender).

(d) Funds raised on short term basis have not been utilised for long term purpose and deployed for the purpose(s) they were obtained.

(e) Neither registration nor satisfaction of any charges are pending to be filed /registered with the jurisdictional Registrar of Companies beyond the statutory period in respect of security created by the Company in favour of lenders.

36. CONTINGENT LIABILITIES AND COMMITMENTS (TO THE EXTENT NOT PROVIDED FOR):

(a) Contingent liabilities:

(i) Pending cases with income tax appellate authorities/ judicial authorities where income tax department has preferred appeals - Liability not ascertainable.

(ii) The Company has preferred a Writ Petition before the Hon’ble High Court of Uttarakhand against the Order passed by the Appellate Authority for Advance Ruling, Uttarakhand (AAAR) with regard to eligibility of Input Tax Credit amounting to '' 3522.57 lakhs ('' 3255.23 lakhs) on goods and services used for constructing the passive optical fibre cable networks for being used by the telecom operators/service providers under Indefeasible Right-of-Use (IRU) terms. The said Order of AAAR has been stayed by the Hon’ble High Court of Uttarakhand for the time being and the

matter is subjudice. The external consultants/subject matter experts are of the opinion that the Company has a good case on merit and accordingly in the opinion of the management there is no likelihood of adverse outcome based on the facts and circumstances of the case.

(iii) The future cash outflows, if any, in respect of (i) & (ii) above are determinable only on receipt of judgements pending at various forums/authorities.

(iv) Cross corporate guarantee given to consortium of Banks as collateral against term loan(s) and working capital credit facilities granted to a Body Corporate - Refer Note No. 46(a).

(v) Claims against the Company not acknowledged as debts '' 59.36 lakhs ('' 59.36 lakhs).

(b) Commitments:

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

'' 700.04 lakhs ('' 2851.64 lakhs).

37. DIVIDEND:

The Board of Directors in its Meeting held on 17th May, 2024 has recommended a dividend of '' 15/-(150%) per share ('' 15/ -(150%) per share) per fully paid up equity shares of '' 10/- each for the financial year ended on 31st March, 2024. The same is subject to approval by the shareholders in the ensuing Annual General Meeting of the Company.

Trade Receivables are non-interest bearing and are generally due within 90 days except retention and other money held by the customers as per the governing terms and conditions of the contracts.

Contract assets includes Unbilled Revenue as receipt of customer’s acceptance are conditional upon successful completion of milestones and certification of installation. Contract Liabilities include advances received from customers and Excess of Billing over the Revenue.

The estimates of future salary increases, considered in actuarial valuation, take into account the effect of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market. The overall expected rate of return on plan assets is determined based on the market prices prevailing as on Balance Sheet date, applicable to the period over which the obligation is to be settled.

(viii)Quantitative sensitivity analysis for significant assumptions:

Reasonably possible changes at the year end, to one of the relevant actuarial assumptions, holding other assumptions constant, would have affected the defined benefit obligation as the amounts shown below: -

(x) Risk Exposure:

The Defined Benefit Plan is exposed to number of risks like asset volatility, inflation rate risk, life expectancy assumptions. etc.

(b) Provident Fund :

The Company contributes its share to an approved provident fund trust. The Company is liable for shortfall, if any, in the fund asset based on the government specified/notified minimum rate of return. Based on the valuation made by an independent actuary, there is no shortfall in the fund assets as at 31st March, 2024. The Company’s aggregate Contribution of '' 349.81 lakhs ('' 271.96 lakhs) to the said Fund is charged to the Statement of Profit and Loss.

(c) Defined Contribution Plan:

Company’s contribution to defined contribution schemes such as Government administered Provident/Family Pension pertaining to select employees rendering services in the state of Jammu and Kashmir and an approved Superannuation Fund are charged to the Statement of Profit and Loss as incurred. The Company has no further obligation beyond its contribution. The Company has recognised the following contributions as expense in the Statement of Profit and Loss.

(i) The remuneration to Key Managerial Personnel(s) (Excluding Non-Executive Directors) does not include provision/ payment towards incremental liability on account of gratuity and compensated absences since actuarial valuation is done for the Company as a whole.

(ii) Transaction mentioned above are exclusive of Goods and Services Tax (GST), wherever applicable.

(iii) No amount has been provided as doubtful debt or advance written off or written back in the year in respect of debts due from/ to above Related Parties.

(iv) Transactions and balances relating to reimbursement of expenses to/from the above Related Parties have not been considered in the above disclosure.

(b) The Company has taken certain offices and residential premises/facilities under operating lease/sub-lease agreements for short period and applied the practical expedient for accounting of short term leases i.e. it has recognised lease payments as expense as per para 6 of Ind AS-116 instead of recognising the lease transaction as right of use asset with corresponding lease liability as required under para 22 of Ind AS-116. Accordingly, the aggregate lease rental of '' 984.74 lakhs ('' 555.38 lakhs) on such leases has been charged to the statement of Profit and Loss.

* The balance unspent CSR amount of '' 175.00 lakhs pertaining to Ongoing CSR Project 2023-24 has been transferred subsequent to the end of the year in a Special Bank Account within the time prescribed as per the provisions of subsection (6) of Section 135 of the Companies Act, 2013 read with rules made and clarifications issued thereunder.

(c) Details of amount spent by the Company pertaining to Ongoing CSR Project(s) for the year 2022-23 :

(b) Investments made: Details of Investments made are given in Note No.5. Further, no loans within the meaning of Section 186 of the Companies Act,2013 have been given by the Company requiring disclosure, save and except loans and/or advances made by the Company to its employees in accordance with the conditions of service applicable to employees read together with remuneration policy of the Company as disclosed in Note No.7 & Note No.13.

The fair value of financial assets and liabilities is included at the amount at which instruments could be exchanged in a current transaction between the willing parties. The following methods and assumptions were used to estimate the fair value:

(A) The Company has opted to fair value its quoted equity instruments at its market quoted price through Other Comprehensive Income (OCI), save and except investments in Associates which are valued at cost.

(B) The Company has opted to fair value its unquoted equity instruments through OCI at its Net Asset Value/Adjusted Net Asset Value save and except investments in Wholly Owned Subsidiaries, a Joint Venture Entity and an Associate which are valued at cost.

(C) Investment in Continuum MP Windfarm Development Pvt. Ltd. for sourcing renewable energy is considered at fair value through profit or loss and valued as per terms and conditions of the agreement.

(D) The fair values of cash and cash equivalents, other bank balances, trade receivables, other current financial assets, short term borrowings, trade payables and other current financial liabilities approximates their carrying amounts largely due to the short-term maturities of these instruments. The Company has adopted Effective Interest Rate Method (EIR) for fair valuation of long term borrowings, non-current financial assets and non-current financial liabilities.

(E) The fair value of forward exchange and swap contracts is based on valuation certificate given by respective banks.

Fair Value Hierarchy

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

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

Level 3 - Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).

48. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES:

The Company’s activities are exposed to a variety of Financial Risks from its Operations. The key financial risks include Market Risk, Credit Risk and Liquidity Risk.

(a) 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 mainly four types of Risk: Foreign currency Risk, Interest rate Risk, Rights of the Way and other Contractual Obligation Risk, Other Price Risk such as Commodity Price Risk and Equity Price Risk.

(i) Foreign Currency Risk:

Foreign Currency Risk has underlying risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company is exposed to foreign exchange risk arising from foreign currency transactions of imports, exports and borrowings primarily with respect to USD and EURO. The Company’s exports are denominated generally in USD and EURO, thereby providing a natural hedge to that extent against foreign currency payments on account of imports of raw materials and/or the repayment of borrowings and interest thereon. The foreign currency transaction risk is also managed through selective hedging programmes by way of forward contracts including for underlying transactions having firm commitments or highly probable forecast of crystallisation.

(ii) Interest Rate Risk:

Interest rate risk has underlying risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates. Any changes in the interest rates could have unforeseen impact on Company’s cost of borrowings, thus impacting the profit and loss. The Company mitigates this risk by regularly assessing the market scenario, finding appropriate financial instruments like interest rate negotiations and low cost instruments.

(iii) Rights of the Way and other Contractual Obligation Risk:

The Rights of the Way and other permission are subject to governing terms and conditions and varying interpretations each of which may result in modifications, expiry of terms, additional payments and/or restoration liability, etc. which could adversely affect the passive optical fibre cable networks under IP-1 and Turnkey Projects. Further, the IRU agreements and turnkey projects with customers have certain underlying obligations relating to rectification, replacement major maintenance and other contract risks during the validity period of such contract. The Company estimates the total contract risks (including the estimates of liquidated damages and other claims), price variation claims, etc. and warranty obligation based upon management’s best estimates of expected cost to meet such obligations.

(iv) Commodity Price Risk:

The Company is affected by the price volatility of certain commodities. Its operating activities require the purchase of raw materials and bought out components for manufacturing of Cables and Turnkey Contract & Services respectively. It requires a continuous supply of certain raw materials & brought out components such as optical fibre, copper, aluminium, plastic and polymers, ducts, power cables, conductors, transformers, fabricated steel, poles, associated equipments etc. To mitigate the commodity price risk, the Company has an approved supplier base to get the best competitive prices for the commodities and also to manage the cost without any compromise on quality.

(v) Equity Price Risk:

The Company is exposed to equity price risk arises from Investments in Quoted Equity Shares held by the Company and classified in the Balance Sheet at cost and at fair value through OCI. Having regard to the nature of quoted equity shares, intrinsic worth, intent and long term nature of investments, fluctuation in market prices are considered acceptable and do not warrant any management estimation.

(b) Credit Risk:

Credit risk is the risk that a customer or counterparty to a financial instrument fails to perform or pay the amounts due causing financial loss to the Company. The Company is exposed to credit risk from its operating activities primarily arising from Trade Receivables from customers and other financial instruments, Corporate guarantee given to banks as collateral against term loan(s) and working capital credit facilities to a body Corporate, Birla Cable Limited.

Customer credit risk is managed by each business segment and is subject to the Company’s established policy, procedures and control framework relating to customer credit risk management. The Company assesses the credit quality of the counterparties taking into account their financial position and credit worthiness, on the age of specific receivable balance and the current and expected collection trends, age of its contracts in progress, historically observed default over the expected life of trade receivables. Company’s EPC business segment customers profile mainly include Government owned utilities/entities and both public and private telecom sector operators and service providers. Credit risk on Receivables is limited due to the Company’s large and diverse customer base which includes public sector enterprises, Central/State utilities and private corporates. Credit risk is reduced to a significant extent if the projects(s) are funded by the Central and State Governments and also by receiving pre-payments (including mobilization advances) and achieving project completion milestone within the contracted completion schedule. Credit risk is also actively managed by securing payment through Letter of credit, advance payments and bill discounting without recourse to the Company. Outstanding Customer Receivables are regularly monitored and assessed. Allowance for Impairment or expected credit loss for Trade Receivables if any, is provided on the basis of respective credit risk of individual customer as on the reporting date.

The lenders assesses the credit quality of Birla Cable Limited on a regular basis. Further, considering its financial position, intrinsic value, business profile and future growth prospects, the credit risk is low. The Company has also accepted corporate guarantee from Birla Cable Limited (Cross corporate guarantee) against its total credit facilities and term loan(s) availed from its consortium of banks.

The fixed deposits with banks (except short-term deposits shown under cash and cash equivalent) predominantly comprises of margin money against bank guarantees, letter(s) of credit, etc. as per the terms of sanction of non fund based credit facilities and the Company are not exposed to credit risk based on historical records of no or stray cases of invocation of bank guarantees or devolvement of LC’s.

(c) Liquidity Risk:

Liquidity risk is the risk where the Company may 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 is to ensure as far as possible that it will have sufficient liquidity to meet its liabilities when due.

51. CAPITAL MANAGEMENT:

The Company’s primary objective with respect to capital management is to ensure continuity of business and support the growth of the Company while at the same time provide reasonable returns to its various stakeholders and maximise shareholders value. In order to achieve these objectives, requirement of capital is reviewed periodically with reference to operating and business plans that take into account capital expenditure and strategic investments. Sourcing of capital is done through judicious combination of equity/internal accruals and borrowings, both short term and long term. The capital structure is governed by policies approved by the Board of Directors and the Company monitors capital by applying net debt (total borrowings less investments and cash and cash equivalents) to equity ratio. The Company manages its capital structure and make adjustments in the light of changes in economic conditions and the requirements of financial covenants attached to the interest bearing loans and borrowings that define capital structure requirements. No changes were made in the objectives, policies or processes for managing capital during the year ended 31st March, 2024 or corresponding previous year.

(c) Undisclosed income:

No transactions have been recorded in the books of account that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act,1961(Previous Year Nil).

(d) 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 (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 on behalf of the Ultimate Beneficiaries.

(e) The Company has not received any fund from any other 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.

(f) Title deeds of all the immoveable properties are held in the name of the Company.

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

Notes : Explanation for changes in Ratio by more than 25%

(i) Improvement in Debt Equity Ratio is mainly due to decrease in borrowings and increase in internal accruals for the year.

(ii) Trade Payable Turnover Ratio is high due to decrease in trade payable with increase in purchases and engineering and other construction expenses.

(iii) Net Capital Turnover Ratio improved due to higher turnover in current year as compared to previous year.

(iv) Net Profit Ratio is declined due to fall in the turnover and profitability of cable division primarily due to slowdown in the optical fibre cable business.

(v) Return on Investment is increased due to significant rise in market price of quoted equity shares in current year as compared to previous year.

53. The Quarterly Returns or Statement submitted to Banks pursuant to working capital facilities provided, are materially in agreement with Books of Accounts.

54. Previous year figures have been regrouped/rearranged, wherever considered necessary to conform to current year classification. The figures in brackets are those in respect of the previous accounting year.


Mar 31, 2023

Secured:

Loans from Banks are secured by way of hypothecation charge over moveable Property, Plant & Equipment (excluding assets specifically charged to specific project lenders), both present and future and charge created by way of mortgage by deposit of title deeds of certain immovable properties of the Company, ranking pari-passu interse amongst the consortium of working capital lenders (including Buyer’s Credit) and term loan lenders. Loan from a NBFC is secured by way of hypothecation charge on Project Specific Assets, ranking pari-passu interse amongst the project specific working capital lender and term loan lender. Loans from Banks (including Buyer’s Credit)/NBFC are further secured by way of first and/ or second pari-passu charge (specific to term loan) by way of hypothecation of entire Current Assets (excluding assets specifically charged to specific project lenders) both present and future, of the Company viz. inventories, bills receivables, book debts (trade receivables), claims, etc. The term loans are repayable over a period of three to five years, commencing from June-2022 and ending on June-2027 and carry rate of interest varying from 8.40 % to 9.25% p.a. on the reporting date. Buyer’s Credit(s) in Foreign Currency availed from Banks are due for repayment between October, 2023 and August, 2025 and carry rate of interest varying from 3.33% p.a. and 8.19% p.a. specific to each credit on the reporting date. The Buyers Credit(s) from Banks are additionally secured by way of pledge of 12,50,000 equity shares held by the Company in Birla Cable Ltd. and backed by cross corporate guarantee of Birla Cable Ltd.

Unsecured:

Loan from a Body Corporate and Related Parties amounting to '' 23000.00 lakhs presently carry rate of interest of 8.85% p.a. and are due for repayment between March, 2024 to October, 2025 as per mutually agreed repayment schedule with the concerned lenders. Further, the repayment of said Unsecured loans are subject to prior permission of the lead bank under a consortium banking arrangement of the Company for secured loan(s) and borrowings.

* Provision for Warranty represents the expected cost of meeting obligations of rectification/replacement/major maintenance of certain products manufactured /outsourced and supplied by the Company and forming a part of the composite turnkey contracts and services being executed by the Company having stipulation of warranty and also in respect of certain contracts of supply of manufactured and outsourced products executed by the Company. It is expected that the expenditure will be incurred over the contractual warranty period.

(a) Working Capital Loans/Borrowings from Banks are generally renewable within twelve months from the date of sanction or immediately previous renewal date, unless otherwise stated. The lender banks have a right to cancel the credit limits (either fully or partially) and, inter-alia, demand repayment in case of non-compliance of terms and conditions of sanctions or deterioration in the sanctioned loan accounts in any manner.

(b) Working Capital Loans/Borrowings (both fund and non-fund based) from Banks are secured by way of hypothecation on entire Current Assets (excluding assets specifically charged to specific project lenders), both present and future, of the Company viz inventories, bills receivables, book debts (trade receivables), claims, etc. ranking pari-passu amongst working capital consortium banks; and are further secured by way of hypothecation of moveable Fixed Assets (excluding assets specifically charged to specific project lenders), both present and future, and charge created by way of mortgage by deposit of title deeds of certain immovable properties of the Company, ranking pari-passu interse amongst the working capital consortium banks and term loan lender banks. The Working Capital Loans/Borrowings from banks are additionally secured by way of pledge of 12,50,000 equity shares held by the Company in Birla Cable Limited and backed by cross corporate guarantee of Birla Cable Limited.

(c) Working Capital Borrowings ( both fund based and non fund based), specific to projects, are secured by way of hypothecation of entire project specific assets (including entire project cash flows) and/ or ranking pari-passu with a term lender and/or are further secured by second charge on Fixed Assets of the Company (excluding Project Specific Fixed Assets charged to the Project Term Lender).

* Principal amount outstanding as at the year end. There is no overdue amount of principal and interest due to Micro and Small Enterprises. During the period, no interest has been paid to such enterprises. This information has been determined to the extent such enterprises have been identified on the basis of information available with the Company.

35. Contingent liabilities and Commitments (to the extent not provided for) -

(a) Contingent liabilities:

(i) Pending cases with income tax appellate authorities/ judicial authorities where income tax department has preferred appeals - Liability not ascertainable.

(ii) The Company has preferred a Writ Petition before the Hon’ble High Court of Uttarakhand against the Order passed by the Appellate Authority for Advance Ruling, Uttarakhand (AAAR) with regard to eligibility of Input Tax Credit amounting to '' 3255.23 lakhs ('' 3233.22 lakhs) on goods and services used for constructing the passive optical fibre cable networks for being used by the telecom operators/service providers under Indefeasible Right-of-Use (IRU) terms. The

said Order of AAAR has been stayed by the Hon’ble High Court of Uttarakhand for the time being and the matter is subjudice. The external consultants / subject matter experts are of the opinion that the Company has a good case on merit and accordingly in the opinion of the management there is no likelihood of adverse outcome based on the facts and circumstances of the case.

(iii) The future cash outflows, if any, in respect of (i) & (ii) above are determinable only on receipt of judgements pending at various forums/authorities.

(iv) Cross corporate guarantee given to consortium of Banks as collateral against term loan(s) and working capital credit facilities granted to a Body Corporate - Refer Note No. 44(a).

(v) Claims against the Company not acknowledged as debts '' 59.36 lakhs ('' 59.36 lakhs).

(b) Commitments:

Estimated amount of contracts remaining to be executed on capital account (net of advances) and not provided for '' 2851.64

lakhs ('' 1194.17 lakhs).

(c) The Board of Directors in its Meeting held on 18th May, 2023 has recommended a dividend of '' 15/- (150%) per share

('' 10/- (100%) per share) per fully paid up equity shares of '' 10/- each for the financial year ended on 31st March, 2023.

The same is subject to approval by the shareholders in the ensuing Annual General Meeting of the Company.

Trade Receivables are non-interest bearing and are generally due within 90 days except retention and other money held by the customers as per the governing terms and conditions of the contracts.

Contract assets includes Unbilled Revenue as receipt of customer’s acceptance are conditional upon successful completion of milestones and certification of installation. Contract Liabilities include advances received from customers and Excess of Billing over the Revenue.

The estimates of future salary increases, considered in actuarial valuation, take into account the effect of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market. The overall expected rate of return on plan assets is determined based on the market prices prevailing as on Balance Sheet date, applicable to the period over which the obligation is to be settled.

(b) Provident Fund :

The Company contributes its share to an approved provident fund trust. The Company is liable for shortfall, if any, in the fund asset based on the government specified/notified minimum rate of return. Based on the valuation made by an independent actuary, there is no shortfall in the fund assets as at 31st March, 2023. The Company’s aggregate Contribution of '' 271.96 lakhs ('' 240.45 lakhs) to the said Fund is charged to the Statement of Profit and Loss.

(II) Defined Contribution Plans:

Company’s contribution to defined contribution schemes such as Government administered Provident/Family Pension pertaining to select employees rendering services in the state of Jammu and Kashmir and an approved Superannuation Fund are charged to the Statement of Profit and Loss as incurred. The Company has no further obligation beyond its contribution. The Company has recognised the following contributions as expense in the Statement of Profit and Loss.

The Company has common infrastructure including Property, Plant & Equipment etc. for manufacturing and supply of goods and services in the Domestic Market as well as for the Overseas Markets and accordingly separate figures for fixed assets/ additions to fixed assets have not been furnished.

(c) Revenue from a customer is '' 138589.25 lakhs ('' 33555.37 lakhs from two customers), which is more than 10% of the total revenue of the Company.

(i) The remuneration to Key Managerial Personnel(s) (Excluding Non-Executive Directors) does not include provision/ payment towards incremental liability on account of gratuity and compensated absences since actuarial valuation is done for the Company as a whole.

(ii) Transaction mentioned above are exclusive of Goods and Services Tax (GST), wherever applicable.

(iii) No amount has been provided as doubtful debt or advance written off or written back in the year in respect of debts due from/ to above Related Parties.

(iv) Transactions and balances relating to reimbursement of expenses to/from the above Related Parties have not been considered in the above disclosure.

(b) Disclosure as required under SEBI (Listing Obligations and Disclosure Requirements) (Amendment) Regulations, 2018 in respect of transactions with an entity viz. “The Punjab Produce & Trading Company Private Limited” belonging to the promoters/promoter group which holds 10% or more shareholding in the Company [excluding an entity already covered under Note No.: 39(a)(I)]:

(b) The Company has taken certain offices and residential premises/facilities under operating lease/ sub-lease agreements for short period and applied the practical expedient for accounting of short term leases i.e. it has recognised lease payments as expense as per para 6 of Ind AS-116 instead of recognising the lease transaction as right of use asset with corresponding lease liability as required under para 22 of Ind AS-116. Accordingly, the aggregate lease rental of '' 555.38 lakhs ('' 449.27 lakhs) on such leases has been charged to the statement of Profit and Loss.

(c) Indefeasible Right-of-Usage (IRU) Agreement(s)

The disclosure relating to Indefeasible Right-of-Usage (IRU) Agreement(s) entered into by the Company with certain customers for providing telecommunications cable network connectivity is given herein:

43. Disclosure on Corporate Social Responsibility Expenses:

(a) Gross amount required to be spent by the Company during the year in pursuance to the provisions of Section 135 of the Companies Act, 2013 and rules made thereunder - '' 268.36 lakhs ('' 358.71 lakhs) including '' 1.51 lakhs towards interest income on unutilised CSR transferred to a separate bank account pertaining to ongoing project for the financial year 2021-22.

(a) The balance unspent CSR amount of '' 191.20 lakhs pertaining to Ongoing CSR Project(s) 2022-23 has been transferred subsequent to the end of the year in a Special Bank Account within the time prescribed therefor as per the provisions of sub-section (6) of Section 135 of the Companies Act, 2013 read with rules made and clarifications issued thereunder.

(b) The balance unspent CSR amount of '' 176.16 lakhs pertaining to an Ongoing CSR Project 2021-22 has been duly spent on the project concerned during the financial year 2022-23.

(b) Investments made: Details of Investments made are given in Note No. 5. Further, no loans within the meaning of Section 186 of the Companies Act, 2013 have been given by the Company requiring disclosure, save and except loans and/or advances made by the Company to its employees in accordance with the conditions of service applicable to employees read together with remuneration policy of the Company as disclosed in Note No. 6 & Note No.12.

The fair value of financial assets and liabilities is included at the amount at which instruments could be exchanged in a current

transaction between the willing parties. The following methods and assumptions were used to estimate the fair value:

(A) The Company has opted to fair value its quoted equity instruments at its market quoted price through Other Comprehensive Income (OCI), save and except investments in Associates which are valued at cost.

(B) The Company has opted to fair value its unquoted equity instruments at its Net Asset Value/Adjusted Net Asset Value through OCI, save and except investments in Wholly Owned Subsidiaries, a Joint Venture Entity and an Associate which are valued at cost.

(C) The fair values of cash and cash equivalents, other bank balances, trade receivables, other current financial assets, short term borrowings, trade payables and other current financial liabilities approximates their carrying amounts largely due to the short-term maturities of these instruments. The Company has adopted Effective Interest Rate Method (EIR) for fair valuation of long-term borrowings, non-current financial assets and non-current financial liabilities.

(D) The fair value of forward exchange and swap contracts is based on valuation certificate given by respective banks.

Fair Value Hierarchy

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

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

Level 3 - Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).

46. Financial Risk Management Objectives and Policies:

The Company’s activities are exposed to a variety of Financial Risks from its Operations. The key financial risks include Market

Risk, Credit Risk and Liquidity Risk.

(a) 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 mainly four types of Risk: Foreign currency Risk, Interest rate Risk, Rights of the Way and other Contractual Obligation Risk, Other Price Risk such as Commodity Price risk and Equity Price Risk.

(i) Foreign Currency Risk:

Foreign Currency Risk has underlying risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company is exposed to foreign exchange risk arising from foreign currency transactions of imports, exports and borrowings primarily with respect to USD and EURO. The Company’s exports are denominated generally in USD and EURO, thereby providing a natural hedge to that extent against foreign currency payments on account of imports of raw materials and/or the repayment of borrowings and interest thereon. The foreign currency transaction risk is also managed through selective hedging programmes by way of forward contracts including for underlying transactions having firm commitments or highly probable forecast of crystallisation.

(ii) Interest Rate Risk:

Interest rate risk has underlying risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market interest rates. Any changes in the interest rates could have unforeseen impact on Company’s cost of borrowings, thus impacting the profit and loss. The Company mitigates this risk by regularly assessing the market scenario, finding appropriate financial instruments like interest rate negotiations and low cost instruments like fixed interest bearing Redeemable Non-Convertible Debentures.

(iii) Rights of the Way and other Contractual Obligation Risk:

The Rights of the Way and other permission are subject to governing terms and conditions and varying interpretations each of which may result in modifications, expiry of terms, additional payments and/or restoration liability which could adversely affect the passive optical fibre cable networks under IP-1/Turnkey Projects. Further, the contracts/ IRU agreements with customers have certain underlying obligations relating to rectification, replacement and major maintenance of the network during the validity period of such agreements. The Company makes provision for warranty for the same as per management’s best estimates of expected cost to meet such obligations.

(iv) Commodity Price Risk:

The Company is affected by the price volatility of certain commodities. Its operating activities require the purchase of raw materials and bought out components for manufacturing of Cables and Turnkey Contract & Services respectively. It requires a continuous supply of certain raw materials & bought out components such as optical fibre, copper, aluminium, plastic and polymers, ducts, power cables, conductors, transformers, fabricated steel, poles etc. To mitigate the commodity price risk, the Company has an approved supplier base to get the best competitive prices for the commodities and also to manage the cost without any compromise on quality.

(v) Equity Price Risk:

The Company is exposed to equity price risk arises from Investments in Quoted Equity Shares held by the Company and classified in the Balance Sheet at cost and at fair value through OCI. Having regard to the nature of quoted equity shares, intrinsic worth, intent and long term nature of investments, fluctuation in market prices are considered acceptable and do not warrant any management estimation.

(b) Credit Risk:

Credit risk is the risk that a customer or counterparty to a financial instrument fails to perform or pay the amounts due causing financial loss to the Company. The Company is exposed to credit risk from its operating activities primarily arising from Trade Receivables from customers and other financial instruments, Corporate guarantee given to banks as collateral against term loan(s) and working capital credit facilities to a body Corporate, Birla Cable Limited.

Customer credit risk is managed by each business segment and is subject to the Company’s established policy, procedures and control framework relating to customer credit risk management. The Company assesses the credit quality of the counterparties taking into account their financial position and credit worthiness, on the age of specific receivable balance and the current and expected collection trends, age of its contracts in progress, historically observed default over the expected life of trade receivables. Company’s EPC business segment customers profile include Government owned utilities/ entities/ and both public and private telecom sector operators and service providers. Credit risk on Receivables is limited due to the Company’s large and diverse customer base which includes public sector enterprises, Central/State utilities and private corporates. Credit risk is reduced to a significant extent if the projects(s) are funded by the Central and State Governments and also by receiving pre-payments (including mobilization advances) and achieving project completion milestone within the contracted completion schedule. Credit risk is also actively managed by securing payment through Letter of credit, advance payments and bill discounting without recourse to the Company. Outstanding Customer Receivables are regularly monitored and assessed. Impairment allowance for Trade Receivables if any, is provided on the basis of respective credit risk of individual customer as on the reporting date.

The lenders assesses the credit quality of Birla Cable Limited on a regular basis. Further, considering its financial position, intrinsic value, business profile and future growth prospects, the credit risk is low. The Company has also accepted corporate guarantee from Birla Cable Limited (Cross corporate guarantee) against its total credit facilities and term loan(s) availed from its consortium of banks.

The fixed deposits with banks predominantly comprises of margin money against bank guarantees, letter(s) of credit, etc. as per the terms of sanction of non fund based credit facilities and the Company are not exposed to credit risk based on historical records of no or stray cases of invocation of bank guarantees or devolvement of LC’s.

(c) Liquidity Risk:

Liquidity risk is the risk where the Company may 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 is to ensure as far as possible that it will have sufficient liquidity to meet its liabilities when due.

49. Capital Management:

The Company’s primary objective with respect to capital management is to ensure continuity of business and support the growth of the Company while at the same time provide reasonable returns to its various stakeholders and maximise shareholders value. In order to achieve these objectives, requirement of capital is reviewed periodically with reference to operating and business plans that take into account capital expenditure and strategic investments. Sourcing of capital is done through judicious combination of equity/ internal accruals and borrowings, both short term and long term. The capital structure is governed by policies approved by the Board of Directors and the Company monitors capital by applying net debt (total borrowings less investments and cash and cash equivalents) to equity ratio. The Company manages its capital structure and make adjustments in the light of changes in economic conditions and the requirements of financial covenants attached to the interest bearing loans and borrowings that define capital structure requirements. No changes were made in the objectives, policies or processes for managing capital during the year ended 31st March, 2023 or corresponding previous year.

50. Additional Regulatory Information pursuant to amendment in Schedule III of the Companies Act, 2013 as notified vide Notification No. GSR 207(E) dated 24.03.2021 has been given to the extent applicable to the Company and not disclosed elsewhere.

(a) Compliance with number of layers of companies:

No layers of companies has been established beyond the limits prescribed under clause 87 of section 2 of the Companies Act, 2013 read with Companies (Restriction on number of Layers) Rules, 2017.

(c) Undisclosed income:

No transactions have been recorded in the books of account that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act,1961(Previous Year '' Nil).

(d) 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 (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 on behalf of the Ultimate Beneficiaries.

(e) The Company has not received any fund from any other 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.

(f) Title deeds of all the immoveable properties are held in the name of the Company.

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

Notes: Explanation for changes in Ratio by more than 25%

(i) Debt Service Coverage Ratio improved due to increase in profitability.

(ii) Return on Equity improved due to higher profitability of the current year as compared to previous year.

(iii) Inventory Turnover Ratio improved due to higher turnover in current year as compared to previous year.

(iv) Trade Receivable Turnover Ratio improved due to higher turnover in current year as compared to previous year.

(v) Net Capital Turnover Ratio improved due to higher turnover in current year as compared to previous year.

(vi) Return on Capital Employed Ratio improved due to higher profitability in current year as compared to previous year.

(vii) Return on Investment declined primarily due to decline in the aggregate market value of the quoted Equity Instruments.

51. The Quarterly Returns or Statement submitted to Banks pursuant to working capital facilities provided, are materially in agreement with Books of Accounts.

52. Previous year figures have been regrouped/rearranged, wherever considered necessary to conform to current year classification. The figures in brackets are those in respect of the previous accounting year.


Mar 31, 2018

1. (a) In accordance with Ind AS 18 on "Revenue” and Schedule III to the Companies Act, 2013, sales up to period ended 30th June, 2017 were reported gross of excise duty and net of value added tax (VAT)/central Sales tax (CST) and service tax. Excise duty was reported as separate expense. Consequent to the introduction of Goods & Services Tax (GST) with effect from 1st July, 2017 excise duty, VAT, sales tax, service Tax, etc. have been subsumed into GST and the same are not recognized as a part of sales as per the requirement of Ind AS 18. Accordingly Revenue from operations in the current year is not comparable with that of the previous year.

(b) The Company had certain pending/unexecuted turnkey contracts on the date of implementation of Goods and Services Tax (GST) as of 1st July, 2017, wherein contract prices were arrived at based on taxes and duty structure prevailing before implementation of GST. Pending revision/reset of contract prices in accordance with GST regime, the Revenue from Operations pertaining to such turnkey contracts has been recognized based on fair assessment and evaluation of impact of GST on the contract prices. In the opinion of the Management, this is not likely to have any material impact upon revision/resetting of the contract prices by the customers.

(c) The Trade Receivables as at 31st March, 2018 include an amount of Rs, 174.68 lakhs receivable from a customer against whom the insolvency proceedings have been initiated as per Insolvency and Bankruptcy Code, 2016. Considering the terms and conditions of optical fibre cable network provided by the Company on Indefeasible Right of Usage basis and the consequential operations and maintenance contract(s), the Management believes that the said Trade Receivables are good and the carrying amount of the same is appropriate.

2. Contingent Liabilities and Commitments (to the extent not provided for) -

(a) Contingent liabilities:

(i) Pending cases with income tax appellate authorities where income tax department has preferred appeals - Liability not ascertainable.

(ii) Sales tax & Service tax matters under litigation Rs, NIL (Rs, 114.61 lakhs ; 31st March, 2017) (Rs,149.54 lakhs; 1st April, 2016).

(iii) The Company has an ongoing process for collection and submission of the relevant declaration forms under the VAT Act to the concerned authorities and the Company does not foresee any material liability in this regard.

(b) Commitments:

Estimated amount of contracts remaining to be executed on capital account (net of advances) and not provided for Rs, 3966.01 lakhs (Rs, 462.50 lakhs; 31st March, 2017) (Rs, 205.19 lakhs; 1st April, 2016).

(c) The financial statements of the Company for the year ended 31st March, 2018 has been approved by the Board of Directors in its meeting held on 23rd May, 2018. For the year ended 31st March, 2018, dividend of Rs, 10 per share (Total dividend of Rs,1428.68 lakhs including dividend distribution tax of Rs, 243.60 lakhs) has been proposed by Board of Directors at its meeting held on 23rd May, 2018. The same is subject to the approval of shareholders in the ensuing Annual General Meeting of the Company and therefore proposed dividend (including dividend distribution tax) has not been recognized as liability as at the Balance Sheet date in line with Ind AS-10 "Events after the Reporting Period”.

(b) Provident Fund :

The Company contributes its share in an approved provident fund trust viz. Universal Cable Limited Employee Provident Fund. The Company is liable for shortfall, if any, in the fund asset based on the government specified minimum rate of return. Based on the valuation made by an independent Actuary, there is no shortfall as at 31st March, 2018. The Company’s aggregate Contribution to the said fund of Rs,199.84 lakhs (? 175.01 lakhs) is charged to the Statement of Profit and Loss.

(c) Defined Contribution Plan:

Company’s contribution to an approved Superannuation Fund as per the scheme formulated by the Company and Contribution to Employee’s Regional Provident Fund are charged to the Statement of Profit and Loss in the year in which an eligible employee renders the service. The Company has recognized the following contributions as expense in the Statement of Profit and Loss.

3. Segment Information:

Details of the each operating segment are as under:

Cable - The Company manufactures and markets telecommunication cables, other

types of wires & cables and FRP rods/glass rovings, etc.

EPC(Engineering, Procurement and Construction) - The Company undertakes and executes contracts and/or provide

infrastructure related services with or without materials, as the case may be.

Notes:

(i) The remuneration to Key Managerial Personnel(s) other than Non-Executive Directors does not include provision/ payment towards incremental liability on account of gratuity and compensated absences since actuarial valuation is done for the Company as a whole.

(ii) No amount has been provided as doubtful debt or advance written off or written back in the year in respect of debts due from/ to above Related Parties.

(iii) Transactions and balances relating to reimbursement of expenses to/ from the above Related Parties have not been considered.

(iv) Inter corporate loans/advances have been given for business purposes.

4. Disclosure as required under the Micro Small and Medium Enterprises Development Act 2006 to the extent ascertained and as per notification number GSR 679 (E) dated 4th September, 2015

5. Leases:

(a) Operating Lease :

The Company has taken certain offices and residential premises/ facilities under operating lease/ sub-lease agreements. The lease agreements generally have an escalation clause and are not non-cancellable and are renewable by mutual consent on mutually agreed terms. There are no restrictions imposed by lease/ sub-lease agreements. The aggregate lease rental of Rs, 173.46 lakhs (? 168.36 lakhs) have been charged to the Statement of Profit and Loss.

(b) Finance Lease:

The Company has entered into Indefeasible Right of Usage (IRU) Agreements with certain customers for providing telecommunication cable network connectivity. The required disclosure is given herein:

Note :

The Company has also accepted Cross Corporate Guarantee from BCL of Rs, 218361.00 lakhs (Rs, 184561.00 lakhs) against total credit facilities and term loan(s) availed from the consortium of banks.

The fair value of financial assets and liabilities is included at the amount at which instruments could be exchanged in a current

transaction between the willing parties. The following methods and assumptions were used to estimate the fair value:

(A) The Company has opted to fair value its quoted equity instruments at its market quoted price through Other Comprehensive Income(OCI).

(B) The Company has opted to fair value its unquoted equity instruments at its Net Asset Value/Adjusted Net Asset Value through OCI.

(C) The fair values of cash and cash equivalents, other bank balances, trade receivables, other current financial assets, short term borrowings, trade payables and other current financial liabilities approximates their carrying amounts largely due to the short-term maturities of these instruments. The Company has adopted Effective Interest Rate Method (EIR) for fair valuation of long term borrowings, and non-current financial assets and non-currentfinancial liabilities.

(D) The fair value of forward exchange and swap contracts is based on valuation certificate given by respective banks.

Fair Value Hierarchy

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

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

Level 3 - Inputs for the assets or liabilities that are not based on observable market data (unobservable inputs).

6. Financial Risk Management Objectives and Policies:

The Company’s activities are exposed to a variety of Financial Risks from its Operations. The key financial risks include Market Risk,

Credit Risk and Liquidity Risk.

(i) 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 mainly three types of Risk: Foreign currency Risk, Interest rate Risk and Other Price Risk such as Equity Price Risk and Commodity Price risk.

(a) Foreign Currency Risk:

Foreign Currency Risk has underlying risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company is exposed to foreign exchange risk arising from foreign currency transactions of imports, exports and borrowing primarily with respect to USD and Euro. The Company’s exports are denominated generally in USD, providing a natural hedge to some extent against foreign currency payments on account of imports of raw materials and/or the payment of borrowings. The foreign currency transaction risk are managed through selective hedging programmes by way of forward contracts currency swaps and interest rate swaps including for underlying transactions having firm commitments or highly probable forecast of crystallization.

(c) Commodity Price Risk:

The Company is affected by the price volatility of certain commodities. Its operating activities require the purchase of raw materials and bought out components for manufacturing of Cables and Turnkey Contract & Services respectively. It requires a continuous supply of certain raw materials & brought out components such as optical fibre, copper, aluminum, plastic and polymers, telecom ducts, power cables, conductors, transformers, fabricated steel, poles etc. To mitigate the commodity price risk, the Company has an approved supplier base to get the best competitive prices for the commodities and also to manage the cost without any compromise on quality.

(d) Equity Price Risk:

The Company’s exposure to equity securities price risk arises from Quoted Investments held by the Company and classified in the balance sheet at fair value through OCI. Having regard to the nature of securities, intrinsic worth, intent and long term nature of securities, fluctuation in their prices are considered acceptable and do not warrant any management estimation.

(ii) Credit Risk:

Credit risk is the risk that counterparty might not honour its obligations under a financial instrument or customer contract leading to financial loss. The Company is exposed to credit risk from its operating activities (primarily Trade Receivables).

Customer credit risk is managed by each business unit and is subject to the Company’s established policy, procedures and control relating to customer credit risk management. The Company assesses the credit quality of the counterparties taking into account their financial position, past experience and other factors. The Company’s Turnkey Contract business customers profile include Government owned utilities/ entities/ and both public and private telecom sector operators and service provides, and accordingly its credit risk is low. Credit risk is reduced to a significant extent if the projects(s) are funded by the Central and State Government and also by receiving pre-payments (including mobilization advances) and achieving project completion milestone within the contracted delivery schedule. Outstanding customer receivables are regularly monitored and assessed. The Company follows the simplified approach for recognition of impairment loss. Impairment allowance for trade receivables if any, is provided on the basis of respective credit risk of individual customer as on the reporting date.

Deposits with Bank:

The deposits with banks constitute mostly the investment made by the Company against bank guarantees and are generally not exposed to credit risk.

(iii) Liquidity Risk:

Liquidity risk is the risk where 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 is to ensure as far as possible that it will have sufficient liquidity to meet its liabilities when due.

7. Capital Management:

The Company’s policy is to maintain an adequate capital base so as to maintain creditors and market confidence and to sustain future development. Capital includes issued capital, securities premium and all other equity reserves attributable to equity holders.

The Company monitors capital using a gearing ratio which is net debt divided by total capital plus net debt. Net Debt is calculated as borrowings less cash and cash equivalents.

8. Exceptions and Exemptions applied for Transition to Ind AS

Ind AS 101 “First-time adoption of Indian Accounting Standards” (hereinafter referred to as Ind AS 101) allows first time adopters few mandatory and optional exemptions from the retrospective application of certain Ind AS. In preparing these financial statements, the Company has applied the below mentioned exemptions-

(a) Optional Exemptions Availed:

(i) Property Plant and Equipment, Intangible Assets and Investment Properties

As permitted by para D5-D8B of Ind AS 101, the Company has elected to continue with the carrying values under previous GAAP for all the items of Property, Plant and Equipment. The same election has been made in respect of investment property and Intangible Assets also.

(ii) Designation of Investments in Equity Instrument

Investment in Subsidiaries, Joint Ventures and Associates are recognized at deemed cost, i.e. carrying cost of the previous GAAP, as at the date of transition. All other equity instruments are designated at fair value through OCI on the date of transition.

(b) Mandatory Exceptions:

(i) Estimates

Upon an assessment of the estimates made under Previous GAAP, the Company has concluded that there was no necessity to revise such estimates under Ind AS except where revision in estimates was necessitated by Ind AS. The estimates used by the Company to present the amounts in accordance with Ind AS reflect conditions existing as at 1st April, 2016 the date of transition to Ind AS and as at 31st March, 2017.

(ii) Derecognition of financial assets and financial liabilities

The Company has elected to apply the Derecognition requirements for financial assets and financial liabilities in accordance with Ind AS 109, prospectively for transactions occurring on or after the date of transition to Ind AS.

(iii) Classification and measurement of financial assets

The company has classified the financial assets in accordance with Ind AS 109, on the basis of facts and circumstances that exist at the date of transition to Ind AS.

9. Reconciliations of Transition to Ind AS:

The following reconciliation provides a quantification of the effect of significant differences arising as a result of transition from Previous GAAP to Ind AS in accordance with Ind AS 101:

(a) Effect of Ind AS adoption on the Balance Sheet as at 31st March, 2017 and 1st April, 2016:

Reference Notes to point no. (a), (b), (c) & (d) of Note No. 52 above :

(i) Property Plant and Equipment: The Company has elected the option to continue with the carrying value for all its Property, Plant & Equipment as recognized in the financial statements as at the date of transition to Ind AS measured as per previous GAAP and used it as the deemed cost on the date of transition.

(ii) Investment in Equity Instruments: Under previous GAAP, Non-Current Investment in Equity Instruments were carried at cost less provision for other than temporary diminution in the value of such investment. Under Ind AS, Investments (except investment in subsidiaries, associates and joint venture) have been measured at Fair Value through OCI.

(iii) Government Grants: Under previous GAAP, Government Grant in relation to Plant & Equipments was recognized as a part of Capital Reserve. Under Ind AS such Grant have been treated as a deferred income under liability and recognized in the Statement of Profit and Loss on a systematic basis over the useful life of such assets.

(iv) Borrowings: Under previous GAAP, Borrowings were measured at transaction value, with transaction cost recognized in the Statement of Profit and Loss immediately, Under Ind AS borrowings have been recognized at amortized cost using Effective Interest Rate (EIR) method.

(v) Re-measurement of Defined Benefit Plan: Under Previous GAAP, re-measurement of retirement defined benefit plans i.e. actuarial gains/ (losses) arising due to experience, adjustments and change in assumptions were recognized in the Statement of Profit and Loss. Under Ind AS re-measurement of retirement defined benefit plans (net of tax) is recognized in the “Other Comprehensive Income”.

(vi) Forward Contracts: Under Previous GAAP the premium paid on forward contracts was recognized as expense or income over the life of the contract. Further in case of Forward Contract for firm Commitments, mark to market losses were recognized in the Statement of Profit and Loss and gain, if any were ignored. Under Ind AS mark to market Gain/ Loss on forward contract have been recognized in the Statement of Profit and Loss.

(vii) Security Deposit : The Company has given certain interest free security deposit under long term lease agreement. Under IND AS, these security deposit needs to be fair valued. The difference between fair value and previous GAAP carrying value has been recognized as advance rent under Current Asset. The same has been charged as rent expense to the Statement of Profit and Loss over the period of lease. Interest Income has been recognized yearly on interest free security deposit.

(viii) Deferred Taxes: Under Previous GAAP, deferred taxes were accounted for based on the income statement approach which requires creation of deferred tax asset/ liability on temporary differences between the taxable income and accounting income. Under Ind AS, deferred taxes are accounted for based on the balance sheet approach, which requires creation of deferred tax asset/ liability on temporary differences between the carrying amount of an asset/ liability in the Balance Sheet and its corresponding tax base. Application of Ind AS has also resulted in recognition of deferred taxes on new temporary differences arising due to adjustments made on transition to Ind AS.

(ix) Dividend: Under previous GAAP (up to 31st March 2016), proposed dividend was recognized as liability in the period to which it was related (if subsequently approved by Board of Directors). Under Ind AS, proposed dividend is recognized as liability in the period in which it is approved by shareholders.

(x) Revaluation Reserve: The Company had revalued few fixed assets as per the previous GAAP and a balance ofRs, 1.85 lakhs was outstanding in revaluation reserve as on 31.03.2016. The revaluation reserve had been set off from the net block of the respective assets as on 01.04.2016 on consequential change in the governing Accounting Standards (AS).

10. Previous year figures have been regrouped/ rearranged, wherever considered necessary to conform to current year classification.


Mar 31, 2017

1. Working Capital Loans/borrowings from Banks are generally renewable within twelve months from the date of sanction or immediately previous renewal, unless otherwise stated. The lender banks have a right to cancel the credit limits (either fully or partially) and, inter-alia, demand repayment in case of non-compliance of terms and conditions of sanctions or deterioration in the sanctioned loan accounts in any manner.

2. Working Capital Loans/borrowings (both fund and non-fund based) from Banks are secured by way of hypothecation of entire Current Assets, both present and future, of the Company viz. inventories, bills receivables, book debts (trade receivables), claims, etc., and are further secured by way of hypothecation of movable fixed assets, both present and future, and first charge created by way of joint mortgage by deposit of title deeds of certain immovable properties of the Company, ranking pari-passu interest amongst consortium lenders. As a collateral security, the Working Capital Loans/borrowings from Banks are additionally secured by way of pledge of 12,50,000 equity shares held by the Company in Birla Cable Limited (Formerly Birla Ericsson Optical Limited) and cross Corporate Guarantee of Birla Cable Limited.

3. Contingent liabilities and Commitments (to the extent not provided for):

4. Contingent liabilities:

5. Pending cases with income tax appellate authorities where income tax department has preferred appeals - Liability not ascertainable.

6. Sales tax and Service tax matters under litigation Rs.114.61 lacs (Rs.149.54 lacs).

7. Appeals preferred by the Company against the claim/levy of differential sales tax due to timely non-submission of declaration forms for concessional sales tax, demand/levy whereof has been stayed and appeals are pending with appellate authorities for their decision. The Company is contesting the demand/levy on merits, liabilities against which are unascertainable until final outcome in the pending cases.

8. Cross corporate guarantee given in connection with loans/working capital credit facilities aggregating to Rs.17965.00 lacs (Rs.18450.00 lacs) (outstanding as at 31st March, 2017, Rs.5059.55 lacs (Rs.8863.33 lacs))sanctioned by consortium of banks to a body corporate(Refer Note No. 45).

The future cash outflow in respect of items (i), (ii) and (iii) above is determinable only on receipt of the decisions/judgments in the cases pending at various forums and authorities concerned. The management, however, believes that the ultimate outcome of these proceedings will not have a material adverse effect on the Company’s financial position and results of operations.

9. Commitments:

10. Estimated amount of contracts remaining to be executed on Capital Account (Net of advances) and not provided for Rs.462.50 lacs (Rs.205.19 lacs).

11. Commitments relating to Derivatives are disclosed in Note No. 34.

12. During the year the Company has changed its accounting policy relating to recognition of Proposed Dividend as per requirement of the revised Accounting Standard (AS) - 4 on “Contingencies and Events Occurring After the Balance Sheet Date”. The Company will recognize the liability for proposed dividend (including dividend distribution tax) in the period when the dividend is approved by the shareholders as against the previous accounting policy of recognizing the same in the financial year to which it related. The Board of Directors of the Company has recommended a dividend at the rate of Rs.7/- per fully paid-up equity share of face value of Rs.10/- each for the financial year 2016-17.

13. Derivative Instruments:

The Company is exposed to foreign exchange risk arising from foreign currency transactions of imports, exports and borrowing primarily with respect to USD and Euro. The Company’s exports are denominated generally in USD, providing a natural hedge to some extent against foreign currency payments on account of imports of raw materials and/or the payment of borrowings. The foreign currency transaction risk are managed through selective hedging programmes by way of forward contracts, currency swaps and interest rate swaps including for underlying transactions having firm commitments or highly probable forecast of crystallization.

The Company has taken certain Swap instruments for hedging the borrowings in foreign currency and has recognized a gain/loss in the Statement of Profit and Loss on measurement of said derivative instruments at fair value. On the reporting date, the fair value of derivative instrument is measured based upon valuation received from the authorized dealer (Bank).

14. Employee Benefits:

15. Defined Benefit Plan:

The Company’s defined benefit plans include the approved funded Gratuity scheme which is administered through Group Gratuity scheme with Life Insurance Corporation of India and non-funded Pension scheme (applicable only to select category of ex employees). Such defined benefits are provided for in the Statement of Profit and Loss based on valuations, as at the Balance Sheet date, carried out by independent actuaries. Disclosures for defined benefit plans based on actuarial reports as on 31st March, 2017 are summarized below:

The estimates of future salary increases, considered in actuarial valuation, take into account the effect of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market. The overall expected rate of return on plan assets is determined based on the market prices prevailing as on Balance Sheet date, applicable to the period over which the obligation is to be settled.

Information relating to experience adjustments to plan assets and liabilities as required by Para 120(n)(ii) of the Accounting Standard (AS)-15 (revised) on employee Benefits is not available with the Company. However, the impact of the same is not likely to be material.

16. Defined Contribution Plan:

Company’s contribution to defined contribution schemes such as approved and recognized Provident/Family Pension Fund and approved Superannuation Fund are charged to the Statement of Profit and Loss as incurred for the year when an employee renders the relevant service. The Company has no further obligations beyond its contributions. The Company has recognized the following contributions paid/payable to Provident/Family Pension Fund and Superannuation Fund as an employee benefits expense in the Statement of Profit and Loss.

17. Segment Information:

In accordance with the Accounting Standard (AS)-17 on “Segment Reporting”, the Company has identified two reportable business segments as the primary segment viz. Cables and Engineering, Procurement and Construction (EPC). Segments have been identified and reported taking into account nature of products and services, the differing risks and returns, the organization structure and the internal business reporting systems. A brief description of the types of products and services provided by each reportable segment is as follows:

“Cables”- The Company manufactures and sale telecommunication cables, other types of wires & cables and FRP rods/glass rovings, etc.

“EPC” (Engineering, Procurement and Construction) -The Company undertakes and executes contracts and/or provide services with or without materials, as the case may be.

18. Primary Segment Information (by business segments):

The following table presents revenue and profit/(loss) information regarding business segments for the year(s) ended 31st March, 2017 and 31st March, 2016 and certain liabilities information regarding business segments as at 31st March, 2017 and 31st March, 2016 :

19. All the assets of the Company, except the carrying amount of assets aggregating to Rs.560.93 lacs (Rs.763.09 lacs) are within India.

20. The Company has common fixed assets for manufacturing goods/providing services in the Domestic Market as well as for the Overseas Markets. Hence, separate figures for fixed assets/additions to fixed assets have not been furnished.

21. Disclosure of related party transactions with Birla Cable Limited (Formerly Birla Ericsson Optical Limited) is given from 1st April, 2016 to 23rd August, 2016, being the date up to which joint venture agreement was in force. BCL ceased to be a joint venture w.e.f. 24th August, 2017.

22. The remuneration to Key Managerial Personnel as stated above does not include provision/payment towards incremental liability on account of gratuity and compensated absences since actuarial valuation for the same is done for the Company as a whole.

23. No amount has been provided as doubtful debt or advance written off or written back in the year in respect of debts due from/ to above Related Parties.

24. Transactions and balances relating to reimbursement of expenses to/from the above Related Parties have not been considered.

25. All the transactions with Related Parties were alarm’s length basis and in the ordinary/normal course of business.

26. Inter corporate loans/advances were taken/given for business purposes.

27. Leases:

28. Operating Lease:

The Company has taken certain office and residential premises/facilities under operating lease/sub-lease agreements. The lease agreements generally have an escalation clause and are not non-cancellable and are renewable by mutual consent on mutually agreed terms. There are no restrictions imposed by lease/sub-lease agreements. The aggregate lease rental of Rs.168.36 lacs (Rs.169.03 lacs) has been charged to the Statement of Profit and Loss.

29. Remittance in Foreign Currency on account of Dividend:

No remittance in foreign currency on account of dividend was made by the Company directly. The Company has, however, paid dividend in respect of equity shares held by certain Non-resident shareholders on repatriation basis. These, interalia, include portfolio investment and direct investment where the amount is also credited to Non-Resident External Account (NRE A/c). The amount of dividend indirectly remitted to such non-resident shareholders cannot be ascertained.

30.. The Company has regrouped/reclassified previous year’s figures to conform to current year’s classification/disclosures. The figures in brackets are those in respect of the previous accounting year.


Mar 31, 2016

1. Contingent Liabilities and Commitments (to the extent not provided for) -

(a) Contingent Liabilities :

(i) Claims against the Company/disputed liabilities not acknowledged as debts - Rs. Nil (Rs. 96.75 lacs).

(ii) Pending cases with income tax appellate authorities where income tax department has preferred appeals -Liability not ascertainable.

(iii) Sales tax & service tax matters under litigation Rs. 149.54 lacs (Rs. 115.20 lacs).

(iv) Appeals preferred by the Company against the claim/levy of differential sales tax due to timely non-submission of declaration forms for concessional sales tax demand(s)/levy whereof have been stayed and are pending with appellate authorities for their decision. The Company is contesting the demand(s)/levy on merits, liabilities against which are unascertainable until final outcome in the pending cases.

(v) Cross Corporate Guarantee given in connection with Loans/Working Capital Credit Facilities aggregating to Rs. 18450.00 lacs (outstanding as at 31st March, 2016 Rs. 8863.33 lacs) sanctioned by consortium of banks to a joint venture [(Refer Note No. 45(b)(i)].

The future cash outflow in respect of items (i) to (iv) above is determinable only on receipt of the decisions/judgments in the cases pending at various forums and authorities concerned. The management, however, believes that the ultimate outcome of these proceedings will not have a material adverse effect on the Company’s financial position and results of operations.

(b) Commitments:

(i) Estimated amount of contracts remaining to be executed on Capital Account (net of advances) and not provided for Rs. 205.19 lacs (Rs. 690.19 lacs).

(ii) Commitments relating to Derivatives are disclosed in Note No. 35.

2. The Exceptional Item for the year ended 31st March, 2016, amounting to Rs. 477.76 lacs, represents settlement of claim(s) of an overseas supplier through an out of court settlement of various long standing disputes/claims pending in different courts in India and Arbitration in Japan.

3. Derivative Instruments:

The Company has entered into the following derivative instruments :

(a) Details of outstanding forward exchange contracts entered into by the Company for hedge purpose and unheeded foreign currency exposures as at the yearend:

(c) A sum of Rs. 6.20 lacs (Rs. 0.51 lac) on account of unamortized foreign exchange premium on outstanding Forward Exchange Contracts is being carried forward to be debited to the Statement of Profit and Loss of the subsequent period.

4. Employee Benefits:

(a) Defined Benefit Plan :

The Company’s defined benefit plans include the approved funded Gratuity scheme which is administered through Group Gratuity scheme with Life Insurance Corporation of India and non- funded Pension scheme (applicable only to certain categories of ex-employees). Such defined benefits are provided for in the Statement of Profit and Loss based on valuations, as at the Balance Sheet date, carried out by independent actuaries. Disclosures for defined benefit plans based on actuarial reports as on 31st March, 2016 are summarized below:

The estimates of future salary increases, considered in actuarial valuation, take into account the effect of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market. The overall expected rate of return on plan assets is determined based on the market prices prevailing as on Balance Sheet date, applicable to the period over which the obligation is to be settled.

Information relating to experience adjustments to plan assets and liabilities as required by Para 120(n)(ii) of the Accounting Standard (AS)-15 (revised) on “Employee Benefits” is not available with the Company. However, the impact of the same is not likely to be material.

(b) Defined Contribution Plan :

Company’s contribution to defined contribution schemes such as approved and recognized Provident/Family Pension Fund and approved Superannuation Fund are charged to the Statement of Profit and Loss as incurred for the year when an employee renders the relevant service. The Company has no further obligations beyond its contributions. The Company has recognized the following contributions paid/payable to Provident/Family Pension Fund and Superannuation Fund as an employee benefits expense in the Statement of Profit and Loss.

5. Segment Information:

In accordance with the Accounting Standard (AS)-17 on “Segment Reporting”, the Company has identified two reportable business segments as the primary segment viz. Cables and Engineering, Procurement and Construction (EPC). Segments have been identified and reported taking into account nature of products and services, the deferring risks and returns, the organization structure and the internal business reporting systems. A brief description of the types of products and services provided by each reportable segment is as follows:

“Cables”- The Company manufactures and markets telecommunication cables, other types of wires & cables and FRP rods/ glass ravings, etc.

“EPC” (Engineering, Procurement and Construction) -The Company undertakes and executes contracts and/or provide services with or without materials, as the case may be.

(a) Primary Segment Information (by business segments):

The following table presents revenue and profit/(loss) information regarding business segments for the year(s) ended 31st March, 2016 and 31st March, 2015 and certain liabilities information regarding business segments as at 31st March, 2016 and 31st March, 2015 :

(i) All the assets of the Company, except the carrying amount of assets aggregating to Rs. 763.09 lacs (Rs. 1973.25 lacs) are within India.

(ii) The Company has common fixed assets for manufacturing goods/providing services in the Domestic Market as well as for the Overseas Markets. Hence, separate figures for fixed assets/additions to fixed assets have not been furnished.

6. Disclosures in respect of Related Parties as defined in Accounting Standard (AS)-18, with whom transactions were entered into at an arm’s length and in the normal/ordinary course of business during the year are given below:

(i) Subsidiaries : August Agents Ltd. (AAL), Insilco Agents Ltd.(IAL),

Laneseda Agents Ltd. (LAL)

(ii) Joint Ventures : Birla Ericsson Optical Ltd. (BEOL) Birla Visabeira Private Limited (BVPL)

(w.e.f 15th September 2015)

(iii) Enterprise over which a director is able : Shakun Polymers Limited (SPL) to exercise significant influence

(iv) Enterprise in which the Company has : Universal Cables Limited (UCL) significant influence (w.e.f 15th May, 2015)

(v) Key Management Personnel (KMP) : Shri Y.S. Lodha ( Managing Director)

(vi) The Company by itself and/or along-with its subsidiaries hold more than 20% of the voting power of certain bodies corporate. The Company has been legally advised that it does not have any “significant influence” in the said bodies corporate as defined in Accounting Standard (AS)-18 - “Related Party Disclosures” and accordingly, has not considered the above investees as related parties under the said Accounting Standard.

(a) Details of transactions with related parties (other than Key Management Personnel) :

Notes:

(i) The remuneration to Key Managerial Personnel as stated above does not include provision/payment towards incremental liability on account of gratuity and compensated absences since actuarial valuation is done for the Company as a whole.

(ii) No amount has been provided as doubtful debt or advance written off or written back in the year in respect of debts due from/ton above Related Parties.

(iii) Transactions and balances relating to reimbursement of expenses to/from the above Related Parties have not been considered.

(iv) All the transactions with Related Parties were on Arm’s Length Basis and in the ordinary/normal course of business.

(v) Inter corporate loans/advances have been given for business purposes.

7. Leases:

(a) Operating Lease :

The Company has taken certain office and residential premises/facilities under operating lease/sub-lease agreements.

The lease agreements generally have an escalation clause and are not non-cancellable and are renewable by mutual consent on mutually agreed terms. There are no restrictions imposed by lease/sub-lease agreements. The aggregate lease rental of Rs. 169.03 lacs (Rs. 108.51 lacs) have been charged to the Statement of Profit and Loss.

(b) Finance Lease :

The Company has entered into Indefeasible Right of Usage (IRU) agreements with certain customers for providing telecommunication cable network connectivity. The required disclosure is given herein:

8. There is no Impairment of Assets during the year.

9. Disclosure on Provision relating to Warranty in accordance with Accounting Standard (AS)- 29 “Provisions, Contingent Liabilities and Contingent Assets”:

10. Disclosure on Corporate Social Responsibility Expenses :

(a) Gross amount required to be spent by the Company during the year in pursuance to the provisions of Section 135 of the Companies Act, 2013 and rules made there under - Rs. 68.46 lacs (Rs. 12.58 lacs).

(b) Amount spent during the year 2015-16 and included under Miscellaneous Expenses in the Statement of Profit and Loss (Refer Note No. 30)

(d) Remittance in Foreign Currency on account of Dividend :

No remittance in foreign currency on account of dividend was made by the Company directly. The Company has, however, paid dividend in respect of equity shares held by certain Non-resident shareholders on repatriation basis. These, inter alia, include portfolio investment and direct investment where the amount is also credited to Non-Resident External Account (NRE A/c). The amount of dividend indirectly remitted to such Non-resident shareholders cannot be ascertained.

* The Company has also accepted Cross Corporate Guarantee from BEOL of Rs. 148461.00 lacs against total Credit Facilities availed from banks.

11. The Company has regrouped/reclassified previous year’s figures to conform to current year’s classification/disclosures. The figures in brackets are those in respect of the previous accounting year.


Mar 31, 2015

1. NATURE OF OPERATIONS

The Company is engaged in the business of manufacturing and sale of telecommunication cables, other types of wires & cables, FRP rods/glass rovings, etc. and Engineering, Procurement and Construction (EPC) business.

2. Contingent liabilities and Commitments (to the extent not provided for) -

(a) Contingent liabilities :

(i) Claims against the Company/disputed liabilities not acknowledged as debts Rs.96.75 lacs (Rs. 96.75 lacs).

(ii) Pending cases with income tax appellate authorities where income tax department has preferred appeals - liability not ascertainable.

(iii) Sales tax matter under litigation Rs. 18.96 lacs (Rs 18.96 lacs).

(iv) Appeals preferred by the Company against the claim/levy of differential sales tax due to timely non-submission of declaration forms for concessional sales tax. The demand(s)/levy on merits of the cases have been stayed and are pending before the appellate authorities, liabilities against which are unascertainable until final outcome in the pending cases.

(v) Cross corporate guarantee given in connection with loan/ credit facilities aggregating to Rs. 13750.00 lacs (outstanding as on March 31, 2015 Rs.8023.16 lacs) to a joint venture and corporate guarantee given of Rs.5800.00 lacs in connection with performance of obligations assumed by a body corporate under a supply contract. [(Refer Note No. 46(b)].

The future cash outflow in respect of items (i) to (iv) above is determinable only on receipt of the decisions/judgements in the cases pending at various forums and authorities concerned.

(b) Commitments:

(i) Estimated amount of contracts remaining to be executed on Capital Account (Net of advances) and not provided for Rs. 690.19 lacs (Rs. 277.79 lacs).

(ii) Commitment relating to Derivatives are disclosed in Note No. 37.

3. The Company has filed a law suit against an overseas supplier and its Indian agent. The supplier in order to overreach the said law suit invoked alleged arbitration agreement which is subject matter of the suit filed by the Company, interalia, claiming recovery of an aggregate amount equivalent to Rs.3544.13 lacs as at 31st March, 2015, as damages for the unsupplied goods for the period from October, 2002 to September, 2006. The Civil Court stayed the Arbitration proceedings and the said stay order has been confirmed by the High Court of Madhya Pradesh at Jabalpur and also by the Hon''ble Supreme Court. An order of the High Court of Madhya Pradesh referring the parties to Arbitration has also been stayed by the Hon''ble Supreme Court in the Special Leave Petitions filed by the Company, which are pending before the Hon''ble Supreme Court. Based on appraisal of the matter, the Company has been legally advised that the said claim against the Company is unsustainable and there is no likelihood of any liability arising against the Company.

4. The Company is eligible for certain incentives in respect of its investment in plant and machinery towards expansion/technical upgradation of the OFC Unit pursuant to confirmation received under the Industrial Promotion Policy, 2014 read with Madhya Pradesh Nivesh Protsahan Yojna, 2014 of the Government of Madhya Pradesh. Accordingly, the Company has accrued, interalia, VAT and CST assistance by way of reimbursement (net of input tax rebate on the amount of VAT and CST) effective from 27th March, 2014, for a period of 10 years, subject to compliance with certain eligibility conditions attached thereto. The same shall be appropriately dealt with in the Books of Account as and when the Company''s claim for reimbursement from time to time during the eligibility period is formally approved by the designated competent authority of the State Government.

5. The Provision for tax has been made as per Minimum Alternate Tax(MAT) under section 115JB of the Income Tax Act, 1961. The Company is entitled to avail credit under section 115JA(1A). Accordingly, MAT credit entitlement has been considered as an asset.

6. In the opinion of the management, the decline in the market value of quoted Non-current investment (trade) in a Company (carrying cost Rs.3193.75 lacs) by Rs. 1347.32 lacs (Rs. 1937.79 lacs) at the year end is temporary, in view of the strategic long term nature of the investment and having regard to intrinsic asset base/net worth and future growth potential anchored on state-of- the-art manufacturing facilities of the investee company and hence, does not call for any provision there against. However, there is no diminution in the value of quoted Non-current investments, if market value of all Non-current investments is taken together.

7. Employee Benefits:

(a) The Company''s defined benefit plans include the approved funded gratuity scheme which is administered through group gratuity scheme with Life Insurance Corporation of India and non-funded schemes viz. Pension (applicable only to certain categories of employees). Such defined benefits are provided for in the Statement of Profit and Loss based on valuations, as at the Balance Sheet date, made by independent actuaries. Disclosures for defined benefit plans based on actuarial reports as on March 31,2015 are summarised below:

The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

Information relating to experience adjustments to plan assets and liabilities as required by Para 120(n)(ii) of the Accounting Standard (AS-15) (revised) on employee Benefits is not available with the Company. However, the impact of the same is not likely to be material.

(b) Company''s contribution to defined contribution schemes such as approved and recognised Provident/Family Pension Fund, approved Superannuation Fund and contribution to Employees State Insurance (on selective basis as applicable) are charged to the Statement of Profit and Loss as incurred. The Company has no further obligations beyond its contributions. The Company has recognised the following contributions to Provident/Family Pension and Superannuation Funds and towards Employees State Insurance as an expense and included in employee benefits expense in the Statement of Profit and Loss:

8. Segment Information:

The Company has identified two reportable business segments as the primary segment viz. Cables and EPC (Engineering, Procurement and Construction). Segments have been identified and reported taking into account nature of products and services, the deferring risks and returns, the organisation structure and the internal business reporting systems. A brief description of the types of products and services provided by each reportable segment is as follows:

"Cables"- The Company manufactures and markets various types of cables including telecommunication cables, other types of wires & cables and FRP rods/glass rovings, etc.

"EPC" (Engineering, Procurement and Construction) -The Company undertakes and executes contracts and provide services with or without materials, as the case may be.

(a) Primary Segment Information (by business segments):

The following table presents revenue and profit/(loss) information regarding business segments for the year(s) ended March 31, 2015 and March 31, 2014 and certain liabilities information regarding business segments as at March 31, 2015 and March 31,2014.

(i) All the assets of the Company, except the carrying amount of assets aggregating to Rs. 1973.25 lacs (Rs. 770.30 lacs) are within India.

(ii) The Company has common fixed assets for producing goods/providing services to Domestic Market as well as for Overseas Market. Hence, separate figures for fixed assets/additions to fixed assets have not been furnished.

9. Disclosures in respect of related parties as defined in Accounting Standard (AS-18), with whom transactions were entered into at an arm''s length basis and in the ordinary course of business during the year are given below:

Subsidiaries : August Agents Ltd.(AAL), Insilco Agents Ltd.(IAL), Laneseda Agents Ltd.(LAL)

Joint Venture : Birla Ericsson Optical Ltd.(BEOL)

Enterprise over which a director is able : Shakun Polymers Ltd. (SPL) to exercise significant influence

Key Management Personnel : Shri Y.S. Lodha ( Managing Director)

The Company by itself or along-with its subsidiaries hold more than 20% of the voting power of certain bodies corporate. The Company has been legally advised that it does not have any "significant influence" in the said bodies corporate as defined in Accounting Standard (AS-18) - "Related Party Disclosure" and accordingly, has not considered the above investees as related parties under (AS-18).

(i) Provision for contribution to gratuity fund or otherwise, leave encashment (compensated absences) on retirement which are based on actuarial valuation on an overall Company basis are not included in the remuneration to key managerial personnel.

(ii) No amount has been provided as doubtful debt or advance written off or written back in the year in respect of debts due from/to above related parties.

(iii) Transactions and balances relating to reimbursement of expenses to/from the above related parties have not been considered.

(iv) All the transactions with related parties were on arm''s length basis and in the ordinary course of business.

10. Leases:

(a) Operating Lease

The Company has taken certain office premises under operating lease agreements. The lease agreements generally have an escalation clause and are not non-cancellable and are renewable by mutual consent on mutually agreed terms. There are no restrictions imposed by lease agreements. The aggregate lease rental of Rs. 108.51 lacs (Rs. 81.44 lacs) are charged to the Statement of Profit and Loss.

(d) Remittance in Foreign Currency on account of Dividend:

No remittance in foreign currency on account of dividend was made by the Company directly. The Company has, however, paid dividend in respect of equity shares held by certain non-resident shareholders on repatriation basis. These, interalia, include portfolio investment and direct investment where the amount is also credited to Non-Resident External Account (NRE A/c). The amount of dividend indirectly remitted to such non-resident shareholders cannot be ascertained.

11. The Company has reclassified previous year''s figures to conform to current year''s classification. The figures in brackets are those in respect of the previous accounting year.

12. The salient features of the Financial Statements of Subsidiaries and a Joint Venture are given in a separate statement attached hereto. The information relating to the subsidiaries and a Joint Venture has also been included in the Consolidated Financial Statements to the extent necessary and relevant.


Mar 31, 2014

1. NATURE OF OPERATIONS

The Company is engaged in the business of manufacturing and sale of Telecommunication cables, other types of wires & cables, FRP rods/Glass rovings, etc. and Engineering, Procurement and Construction (EPC) business.

2. The Company has only one class of shares referred to as equity shares having nominal value of Rs.10/- each. The holders of equity shares are entitled to one vote per share. The Company declares and pays dividend in Indian Rupees. The dividend proposed by Board of Directors is subject to approval of shareholders in the ensuing Annual General Meeting. For the year ended 31st March 2014, the amount of per share dividend recognised for distribution to equity shareholders was Rs.2/- per share, subject to approval of shareholders.

3. The loans of Parent Company from banks are secured by way of hypothecation of stock of Inventories, cash and other current assets, book debts, outstanding moneys, receivables, claims, etc., both present and future, and are further secured by way of hypothecation of moveable fi xed assets, both present and future, ranking pari-passu interse and fi rst charge created by way of joint mortgage by deposit of title deeds of certain immovable properties of the Company. As a collateral security, Parent Company loans are additionally secured by way of pledge of 12,50,000 equity shares and cross corporate guarantee of Joint venture. Supplier’s credit (in foreign currency) is repayable in full in the year 2016 and carries interest @ 2.04% (rate as on the reporting date).

4. The loans of Joint venture from banks are secured by way of hypothecation of stock of Inventories, cash and other current assets, book debts, outstanding moneys, receivables, claims, etc., both present and future, and are further secured by way of hypothecation of movable fi xed assets, both present and future, and fi rst charge created by way of joint mortgage by deposit of title deeds of certain immovable properties of the Company. As a collateral security these loans are also backed by a cross corporate guarantee of the Parent Company. Term loan is repayable in eight quarterly instalments commencing from March, 2014 and carries interest @ 13.30% (rate as on the reporting date). Supplier’s credit (in foreign currency) is repayable in full in the year 2016 and carries interest @ 1.98% - 2.04% (rate as on the reporting date).

5. As per renewed/revised terms and conditions, loans taken by Parent Company from bodies corporate amounting to Rs. 3000.00 lacs are repayable in full in the year 2015 and Rs. 2400.00 lacs are repayble in the year 2017 respectively. These loans carry interest @ 10.50% and 11.00% (rate as on the reporting date).

6. Loans taken by Joint venture from bodies corporate are repayable in full in the year 2015 and carries interest @ 10.50% (rate as on the reporting date).

7. Working capital loans/trade credits from banks being working capital credit facilities, sanctioned by banks are generally renewable within twelve months from the date of sanction or immediately previous renewal, unless otherwise stated. The lender banks have a right to cancel the credit limits(either fully or partially) and, interalia, demand repayment in case of non-compliance of terms and conditions of sanctions or deterioration in the loan accounts in any manner.

8. Working capital loans (both fund and non-fund based) from State Bank of India (SBI) and State Bank of Patiala (SBP) are secured by hypothecation of the stock of inventories, cash and other current assets, book debts, outstanding moneys, receivables, claims, etc., both present and future, and are further secured by way of hypothecation of moveable fi xed assets, both present and future, ranking pari-passu and fi rst charge created by way of joint mortgage by deposit of title deeds of certain immovable properties of the Parent Company and Joint Venture. As a collateral security, the credit facilities from SBI of Parent Company are additionally secured by way of pledge of 12,50,000 equity shares and cross corporate guarantee of Joint Venture.

9. Contingent liabilities and Commitments (to the extent not provided for) -

(a) Contingent liabilities :

(i) Claims against the Company not acknowledged as debts Rs.96.75 lacs (Rs. Nil).

(ii) Pending cases with income tax appellate authorities where income tax department has preferred appeals - liability not ascertainable.

(iii) Sales tax matter under litigation Rs. 18.96 lacs (Rs Nil).

(iv) Appeals preferred by the Company against the claim/levy of differential sales tax due to timely non-submission of declaration forms for concessional sales tax. The demand(s)/levy on merits of the cases have been stayed and are pending before the appellate authorities, liabilities against which are unascertainable until final outcome in the pending cases.

(v) Cross corporate guarantee given by the Company as a collateral security against working capital credit facilities aggregating to Rs.10700.00 lacs (outstanding as on March 31, 2014 Rs.6845.51 lacs) sanctioned by a bank to Birla Ericsson Optical Limited, a joint venture.

The future cash outflow in respect of items (i) to (iii) above is determinable only on receipt of the decisions/judgements in the cases pending at various forums and authorities concerned.

(b) Commitments:

(i) Estimated amount of contracts remaining to be executed on Capital Account (Net of advances) and not provided for Rs. 277.79 lacs (Rs.352.49 lacs).

(ii) Commitment relating to Derivatives and lease arrangements are disclosed in Note No. 37 and Note No. 41 respectively.

10. The Company has filed a law suit against an overseas supplier and its Indian agent. The supplier in order to overreach the said law suit invoked alleged arbitration agreement which is subject matter of the Suit filed by the Company, interalia, claiming recovery of an aggregate amount equivalent to Rs.3974.88 lacs as at 31st March, 2014, as damages for the unsupplied goods for the period from October, 2002 to September, 2006. The Civil Court stayed the Arbitration proceedings and the said stay order has been confirmed by the High Court of Madhya Pradesh at Jabalpur and also by the Hon''ble Supreme Court. An order of the High Court of Madhya Pradesh referring the parties to Arbitration has also been stayed by the Hon''ble Supreme Court in the Special Leave Petitions filed by the Company, which are pending before the Hon''ble Supreme Court. Based on appraisal of the matter, the Company has been legally advised that the said claim against the Company is unsustainable and there is no likelihood of any liability arising against the Company.

11. Trade receivables (considered good) and outstanding include Rs. 195.86 lacs (Rs. 191.93 lacs) withheld by a customer against various bills which has been appropriately contested by the Company. Based on the relevant contract, the Company does not expect any material adjustments, in the books of the account.

12. The amount of tax credit available to the Company in pursuance to section 115JAA of the Income Tax Act, 1961, against provision for Current Tax (MAT) during the year shall be accounted for as and when allowed.

13. In the opinion of the management, the decline in the market value of quoted Non-current investment (trade) in a Company (carrying cost Rs.3193.75 lacs) by Rs.1937.79 lacs at the year end is temporary, in view of the strategic long term nature of the investment and having regard to intrinsic asset base/net worth and future growth potential anchored on state-of-the-art manufacturing facilities of the investee company and hence, does not call for any provision there against. However, there is no diminution in the value of quoted Non-current investments, if market value of all Non-current investments is taken together.

14. Employee Benefits:

(a) The Company''s defined benefit plans include the approved funded Gratuity scheme which is administered through Group Gratuity scheme with Life Insurance Corporation of India and non- funded schemes viz. Pension (applicable only to certain categories of employees). Such defined benefits are provided for in the Statement of Profit and Loss based on valuations, as at the Balance Sheet date, made by independent actuaries. Disclosures for defined benefit plans based on actuarial reports as on March 31, 2014 are summarised below:

15. Segment Information:

The business segment of the Company is divided into two categories i.e. Cables and EPC (Engineering, Procurement and Construction). A brief Description of the types of products and Services provided by each reportable segment is as follows:

"Cables"- The Company manufactures and markets various types of cables including Telecommunication cables, other types of wires & cables and FRP rods/Glass rovings, etc.

"EPC" (Engineering, Procurement and Construction) -The Company undertakes and executes contracts and provide services with or without materials, as the case may be.

39. Disclosures in respect of related parties as defined in Accounting Standard (AS-18), with whom transactions were carried out in the ordinary course of business during the year are given below:

Subsidiaries : August Agents Ltd.(AAL), Insilco Agents Ltd.(IAL), Laneseda Agents Ltd.(LAL) Joint Venture : Birla Ericsson Optical Ltd.(BEOL)

Enterprise over which a director is able to exercise significant influence : Shakun Polymers Limited (SPL)

Key Management Personnel : Shri Y.S. Lodha ( Managing Director)

The Company by itself or along-with its subsidiaries hold more than 20% of the voting power of certain bodies corporate. The Company has been legally advised that it does not have any "significant influence” in the said bodies corporate as defined in Accounting Standard (AS-18) - "Related Party Disclosure” and accordingly, has not considered the above investees as related parties under (AS-18).

16. The Company has reclassified previous year''s figures to conform to current year''s classification. The figures in brackets are those in respect of the previous accounting year.

17. The Ministry of Corporate Affairs, Government of India, vide General Circular No.2 and 3 dated 8th February, 2011 and 21st February, 2011 respectively has granted a general exemption from compliance with Section 212 of the Companies Act, 1956, subject to fulfillment of conditions stipulated in the circular. The Company has satisfied the conditions stipulated in the circular and hence is entitled to the exemption. Necessary information relating to the subsidiaries has been included in the Consolidated Financial Statements.


Mar 31, 2013

1. NATURE OF OPERATIONS

The Company is engaged in the business of manufacturing and sale of Telecommunication cables, other types of wires & cables, FRP rods/Glass rovings, etc. and Engineering, Procurement and Construction (EPC) business.

(a) Working capital loans/trade credits from banks being working capital credit facilities, sanctioned by banks are generally renewable within twelve months from the date of sanction or immediately previous renewal, unless otherwise stated. The lender banks have a right to cancel the credit limits(either fully or partially) and, interalia, demand repayment in case of non-compliance of terms and conditions of sanctions or deterioration in the loan accounts in any manner.

(b) Working capital loans (both fund and non-fund based) from State Bank of India (SBI) and State Bank of Patiala (SBP) are secured by hypothecation of the stock of inventories, cash and other current assets, book debts, outstanding moneys, receivables, claims, etc., both present and future, and are further secured by way of hypothecation of moveable fixed assets, both present and future, ranking pari-passu interse and first charge created by way of joint mortgage by deposit of title deeds of certain immovable properties of the Company. As a collateral security, the credit facilities from SBI are additionally secured by way of pledge of 12,50,000 equity shares and cross corporate guarantee of Birla Ericsson Optical Limited, a joint venture.

2. Contingent liabilities and Commitments (to the extent not provided for) -

(a) Contingent liabilities

(i) Claims against the Company not acknowledged as debts Rs. Nil (Rs.6.17 lacs).

(ii) Pending cases with income tax appellate authorities where income tax department has preferred appeals - liability not ascertainable.

(iii) Appeals preferred by the Company against the claim/levy of differential sales tax due to timely non-submission of declaration forms for concessional sales tax. The demand(s)/levy on merits of the cases have been stayed and are pending before the appellate authorities, liabilities against which are unascertainable until final outcome in the pending cases.

(iv) Bills of exchange under letter of credit discounted with a bank and outstanding at the end of the year Rs. Nil (Rs. 47.72 lacs).

(v) Cross corporate guarantee given by the Company as a collateral security against working capital credit facilities aggregating to Rs.7000.00 lacs (outstanding as on March 31, 2013 Rs. 4470.66 lacs) sanctioned by a bank to Birla Ericsson Optical Limited, a joint venture.

The future cash outflow in respect of items (i) to (iii) above is determinable only on receipt of the decisions/judgements in the cases pending at various forums and authorities concerned.

(b) Commitments:

(i) Estimated amount of contracts remaining to be executed on Capital Account (Net of advances) and not provided for Rs. 352.49 lacs (Rs. 71.53 lacs).

(ii) Commitment relating to Derivatives and lease arrangements are disclosed in Note No. 36 and Note No. 40 respectively.

3. The Company has filed a law suit against an overseas supplier and its Indian agent. The supplier in order to overreach the said law suit invoked alleged arbitration agreement which is subject matter of the Suit filed by the Company, interalia, claiming recovery of an aggregate amount equivalent to Rs.3945.31 lacs as at 31st March, 2013, as damages for the unsupplied goods for the period from October, 2002 to September, 2006. The Civil Court stayed the Arbitration proceedings and the said stay order has been confirmed by the High Court of Madhya Pradesh at Jabalpur and also by the Hon''ble Supreme Court. An order of the High Court of Madhya Pradesh referring the parties to Arbitration has also been stayed by the Hon''ble Supreme Court in the Special Leave Petitions filed by the Company, which are pending before the Hon''ble Supreme Court. Based on appraisal of the matter, the Company has been legally advised that the said claim against the Company is unsustainable and there is no likelihood of any liability arising against the Company.

4. Trade receivables (considered good) and outstanding include Rs. 191.93 lacs (Rs. 300.41 lacs) withheld by a customer against various bills which has been appropriately contested by the Company. Based on the relevant contract, the Company does not expect any material adjustments, in the books of the account.

5. The amount of tax credit available to the Company in pursuance to section 115JAA of the Income Tax Act, 1961, against provision for Current Tax (MAT) during the year shall be accounted for as and when allowed.

6. In the opinion of the management, the aggregate decline in the market value of quoted Non-current investments (trade) in a joint venture and in another Company (carrying cost Rs. 4093.76 lacs) by Rs.1877.98 lacs at the year end is temporary, in view of the strategic long term nature of the investment and having regard to intrinsic asset base/net worth and future growth potential anchored on state-of-the-art manufacturing facilities of the investee companies and hence, does not call for any provision there against. However, there is no diminution in the value of quoted Non-current investments, if market value of all Non-current investments is taken together.

7. Employee Benefits:

(a) The Company''s defined benefit plans include the approved funded Gratuity scheme which is administered through Group Gratuity scheme with Life Insurance Corporation of India and non- funded schemes viz. Pension (applicable only to certain categories of employees). Such defined benefits are provided for in the Statement of Profit and Loss based on valuations, as at the Balance Sheet date, made by independent actuaries. Disclosures for defined benefit plans based on actuarial reports as on March 31, 2013 are summarised below:

The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

Information relating to experience adjustments to plan assets and liabilities as required by Para 120(n)(ii) of the Accounting Standard (AS-15) (revised) on employee Benefits is not available with the Company. The impact of the same is not material.

(b) Company''s contribution to defined contribution schemes such as Government administered Provident/Family Pension Fund and approved Superannuation Fund are charged to the Statement of Profit and Loss as incurred. The Company has no further obligations beyond its contributions. The Company has recognised the following contributions to Provident/ Family Pension and Superannuation Funds as an expense and included in employee benefits expense in the Statement of Profit and Loss.

8. Segment Information:

The business segment of the Company is divided into two categories i.e. Cables and EPC (Engineering, Procurement and Construction). A brief Description of the types of products and Services provided by each reportable segment is as follows:

"Cables"- The Company manufactures and markets various types of cables including Telecommunication cables, Other types of wires & cables and FRP rods/Glass rovings, etc.

"EPC" (Engineering, Procurement and Construction) -The Company undertakes and executes contracts and provide services with or without materials, as the case may be.

(a) Primary Segment Information (by business segments):

The following table presents revenue and profit/(loss) information regarding business segments for the year(s) ended March 31, 2013 and March 31, 2012 and certain liabilities information regarding business segments as at March 31, 2013 and March 31, 2012.

9. Disclosures in respect of related parties as defined in Accounting Standard (AS-18), with whom transactions were carried out in the ordinary course of business during the year are given below:

Subsidiaries : August Agents Ltd. (AAL), Insilco Agents Ltd. (IAL),

Laneseda Agents Ltd. (LAL)

Joint Venture : Birla Ericsson Optical Ltd. (BEOL)

Enterprise over which a director is able : Shakun Polymers Limited (SPL) to exercise significant influence

Key Management Personnel : Shri Y.S. Lodha ( Managing Director)

The Company by itself or along-with its subsidiaries hold more than 20% of the voting power of certain bodies corporate. The Company has been legally advised that it does not have any "significant influence" in the said bodies corporate as defined in Accounting Standard (AS-18) - "Related Party Disclosure" and accordingly, has not considered the above investees as related parties under (AS-18).

* As the liability of gratuity and leave encashment is provided on an actuarial basis for the company as a whole, therefore amount not included above.

(i) No amount has been provided as doubtful debt or advance written off or written back in the year in respect of debts due from/to above related parties.

(ii) Transactions and balances relating to reimbursement of expenses to/from the above related parties have not been considered.

(iii) Transactions with related parties are done at arm''s length basis.

10. Leases:

(a) Operating Lease:

The Company has taken certain office premises under operating lease agreements. The lease agreements generally have an escalation clause and are not non-cancellable and are renewable by mutual consent on mutually agreed terms. There are no restrictions imposed by lease agreements. The aggregate lease rental of Rs. 66.98 lacs (Rs.75.48 lacs) are charged to the Statement of Profit and Loss.

11. There is no impairment of assets during the year.

12. The Company has reclassified previous year''s figures to conform to current year''s classification. The figures in brackets are those in respect of the previous accounting year.

13. The Ministry of Corporate Affairs, Government of India, vide General Circular No.2 and 3 dated 8th February, 2011 and 21st February, 2011 respectively has granted a general exemption from compliance with Section 212 of the Companies Act, 1956, subject to fulfillment of conditions stipulated in the circular. The Company has satisfied the conditions stipulated in the circular and hence is entitled to the exemption. Necessary information relating to the subsidiaries has been included in the Consolidated Financial Statements.


Mar 31, 2012

1. NATURE OF OPERATIONS

The Company is engaged in the business of manufacturing and sale of Telecommunication cables, other types of wires & cables, FRP rods/Glass rovings, etc. and Engineering, Procurement and Construction (EPC) business.

(a) There is no variation or change in the issued, subscribed and fully paid-up equity share capital structure during the year. Therefore, no seperate disclosure of reconciliation of the number of equity share outstanding as at the beginning and at the end of the year is required.

(b) The Company has only one class of shares referred to as equity shares having nominal value of Rs.10/-. The holders of equity shares are entitled to one vote per share.

(a) Working capital loans/trade credits from banks being working capital credit facilities, sanctioned by banks are generally renewable within twelve months from the date of sanction or immediately previous renewal, unless otherwise stated. The lender banks have a right to cancel the credit limits(either fully or partially) and, interalia, demand repayment in case of non-compliance of terms and conditions of sanctions or deterioration in the loan accounts in any manner whatsoever, etc.

(b) Working capital loans (both fund and non-fund based) from State Bank of India (SBI) and State Bank of Patiala (SBP) are secured by hypothecation of the stock of inventories, cash and other current assets, book debts, outstanding moneys, receivables, claims, bills, invoices, documents, contracts, etc., both present and future, and are further secured by way of hypothecation of moveable fixed assets, both present and future, ranking pari-passu interse and first charge created by way of joint mortgage by deposit of title deeds of immovable properties of the Company. As a collateral security, the credit facilities from SBI are additionally secured by way of pledge of 12,50,000 equity shares and cross corporate guarantee of Birla Ericsson Optical Limited, a joint venture.

2. Contingent liabilities and Commitments (to the extent not provided for) :

(a) Contingent liabilities :

(i) Claims against the Company not acknowledged as debts Rs.6.17 lacs (Rs.6.17 lacs).

(ii) Pending cases with income tax appellate authorities where income tax department has preferred appeals - liability not ascertainable.

(iii) Appeals preferred by the Company against the claim/levy of differential sales tax due to timely non-submission of declaration forms for concessional sales tax. The demand(s)/levy on merits of the cases have been stayed and are pending before the appellate authorities, liabilities against which are unascertainable until final outcome in the pending cases.

(iv) Bills of exchange under letter of credit discounted with a bank and outstanding at the end of the year Rs. 47.72 lacs (Nil) (Since received Rs. 23.82 lacs).

(v) Cross corporate guarantee given by the Company as a collateral security against working capital credit facilities aggregating to Rs.5400.00 lacs (outstanding as on March 31, 2012 Rs. 2819.27 lacs) sanctioned by a bank to Birla Ericsson Optical Limited, a joint venture.

The future cash outflow in respect of items (i) to (iii) above is determinable only on receipt of the decisions/judgements in the cases pending at various forums and authorities concerned.

(b) Commitments:

(i) Estimated amount of contracts remaining to be executed on Capital Account (Net of advances) and not provided for Rs. 71.53 lacs (Rs. 43.57 lacs).

(ii) Commitment relating to Derivatives and lease arrangements are disclosed in Note No. 35 and Note No. 39 respectively.

3. The Company has filed a law suit against an overseas supplier and its Indian agent. The supplier in order to overreach the said law suit invoked alleged arbitration agreement which is subject matter of the Suit filed by the Company, interalia, claiming recovery of an aggregate amount equivalent to Rs.4245.70 lacs as at 31st March, 2012, as damages for the unsupplied goods for the period from October, 2002 to September, 2006. The Civil Court stayed the Arbitration proceedings and the said stay order has been confirmed by the High Court of Madhya Pradesh at Jabalpur and also by the Hon'ble Supreme Court. An order of the High Court of Madhya Pradesh referring the parties to Arbitration has also been stayed by the Hon'ble Supreme Court in the Special Leave Petitions filed by the Company, which are pending before the Hon'ble Supreme Court. Based on appraisal of the matter, the Company has been legally advised that the said claim against the Company is unsustainable and there is no likelihood of any liability arising against the Company.

4. Trade receivables (considered good) and outstanding include Rs. 300.41 lacs (Rs. 201.51 lacs) withheld by a customer against various bills which has been appropriately contested by the Company. Based on the relevant contract, the Company does not expect any material adjustments, in the books of the account.

5. In the opinion of the management, the aggregate decline in the market value of quoted Non-current investments (trade) in a joint venture and an other Company (carrying cost Rs. 4093.76 lacs) by Rs.1819.09 lacs at the year end is temporary, in view of the strategic long term nature of the investment and having regard to intrinsic asset base/net worth and future growth potential anchored on state-of- the-art manufacturing facilities of the investee companies and hence, does not call for any provision there against. However, there is no diminution in the value of quoted Non-current investments, if market value of all Non-current investments is taken together.

6. Employee Benefits:

(a) The Company's defined benefit plans include the approved funded Gratuity scheme which is administered through Group Gratuity scheme with Life Insurance Corporation of India and non- funded schemes viz. Pension (applicable only to certain categories of employees). Such defined benefits are provided for in the Statement of Profit and Loss based on valuations, as at the Balance Sheet date, made by independent actuaries.

The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

Information relating to experience adjustments to plan assets and liabilities as required by Para 120(n)(ii) of the Accounting Standard (AS-15) (revised) on employee Benefits is not available with the Company. The impact of the same is not material.

(b) Company's contribution to defined contribution schemes such as Government administered Provident/Family Pension Fund and approved Superannuation Fund are charged to the Statement of Profit and Loss as incurred. The Company has no further obligations beyond its contributions. The Company has recognised the following contributions to Provident/ Family Pension and Superannuation Funds as an expense and included in employee benefits expense in the Statement of Profit and Loss.

7. Segment Information:

The business segment of the Company is divided into two categories i.e. Cables and EPC (Engineering, Procurement and Construction). A brief Description of the types of products and Services provided by each reportable segment is as follows:

"Cables"- The Company manufactures and markets various types of cables including Telecommunication cables, Other types of wires & cables and FRP rods/Glass rovings, etc.

"EPC" (Engineering, Procurement and Construction) -The Company undertakes and executes contracts and provide services with or without materials, as the case may be.

(a) Primary Segment Information (by business segments):

The following table presents revenue and profit/(loss) information regarding business segments for the year(s) ended March 31, 2012 and March 31, 2011 and certain liabilities information regarding business segments as at March 31, 2012 and March 31, 2011.

(i) All the assets of the Company, except the carrying amount of assets aggregating to Rs.1616.23 lacs (Rs.1939.18 lacs) are within India.

(ii) The Company has common fixed assets for producing goods/providing services to Domestic Market as well as for Overseas Markets. Hence, separate figures for fixed assets/additions to fixed assets have not been furnished.

8. Disclosures in respect of related parties as defined in Accounting Standard (AS-18), with whom transactions were carried out in the ordinary course of business during the year are given below:

Subsidiaries : August Agents Ltd., Insilco Agents Ltd., Laneseda Agents Ltd.

Joint Venture : Birla Ericsson Optical Ltd.(BEOL)

Key Management Personnel : Shri Y.S.Lodha (Managing Director)

The Company by itself or along-with its subsidiaries hold more than 20% of the voting power of certain bodies corporate. The Company has been legally advised that it does not have any "significant influence" in the said bodies corporate as defined in Accounting Standard (AS-18) - "Related Party Disclosure" and accordingly, has not considered the above investees as related parties under (AS-18).

(i) No amount has been provided as doubtful debt or advance written off or written back in the year in respect of debts due from/to above related parties.

(ii) Transactions and balances relating to reimbursement of expenses to/from the above related parties have not been considered.

(iii) Transactions with related parties are done at arm's length basis.

9. The Company has taken certain office premises under operating lease agreements. The lease agreements generally have an escalation clause and are not non-cancellable and are renewable by mutual consent on mutually agreed terms. There are no restrictions imposed by lease agreements. The aggregate lease rental of Rs. 75.48 lacs (Rs.71.12 lacs) are charged to the Statement of Profit and Loss.

10. The Company has reclassified previous year's figures to conform to current year's classification as per revised Schedule VI notified under the Companies Act, 1956. The adoption of revised Schedule VI does not impact recognition and measurement principles followed for preparation of financial statements save and except presentation and disclosure as prescribed therein. The figures in brackets are those in respect of the previous accounting year.

11. The Ministry of Corporate Affairs, Government of India, vide General Circular No.2 and 3 dated 8th February, 2011 and 21st February, 2011 respectively has granted a general exemption from compliance with Section 212 of the Companies Act, 1956, subject to fulfillment of conditions stipulated in the circular. The Company has satisfied the conditions stipulated in the circular and hence is entitled to the exemption. Necessary information relating to the subsidiaries has been included in the Consolidated Financial Statements.


Mar 31, 2011

1. NATURE OF OPERATIONS

Vindhya Telelinks Limited is engaged in the business of manufacturing and sale of “Cables” including Jelly Filled Telephone Cables, Optic Fibre Telephone Cables, Aerial Bunched Cable and Fibre Ribbon, etc. and Engineering, Procurement and Construction (“EPC”) business.

2. Contingent liabilities (not provided for) in respect of:

i. Estimated amount of contracts remaining to be executed on Capital Account (Net of advances) and not provided for Rs.43.57 lacs (Rs.152.02 lacs).

ii Claims against the Company not acknowledged as debts Rs.Nil (Rs.Nil).

iii Pending cases with Income-Tax Appellate authorities where Income Tax Department has preferred Appeals - liability not ascertainable*.

*Based on the discussions with the solicitors and interpretation of relevant provisions, the management believes that these appeals are not sustainable against the Company.

3. The Company has filed a law suit against an overseas supplier and its agent relating to the validity and existence of an alleged agreement before a competent court which is already seized of the said suit. An interim application was moved by the said supplier under the said law suit which was disposed off by the competent court as well as the first appellate court. Aggrieved by the order of the first appellate court, the said supplier as well as the Company preferred writ petitions before the High Court of Madhya Pradesh at Jabalpur which disposed off the writ petitions but the order of the High Court does not in any way reflect upon merits or otherwise of the claim of the overseas supplier for any recovery. The supplier in order to overreach the said law suit had initiated an arbitration interalia claiming recovery of value of the unsupplied goods for the period from October, 2002 to September, 2006 aggregating to Rs.6171.55 lacs (value as on March 31, 2011). Based on appraisal of the matter, the Company has been legally advised that the said claim against the Company is unsustainable and there is no likelihood of any liability arising against the Company.

4. Sundry Debtors (considered good) and outstanding include Rs.201.51 lacs (Rs.86.73 lacs) withheld by a customer against various bills which has been appropriately contested by the Company. Based on the relevant contract, the Company does not expect any material adjustments, in the books of the account.

5. In view of excise duty tariff rates on the Company's finished products being lower than cenvatable customs duty on imported inputs, the Company has accumulated CENVAT credits aggregating to Rs.558.49 lacs (Rs. 628.54 lacs). Since there is no time limit for utilization of these balances and based on the alternative mechanism already devised and keeping in view the reduction of cenvat credit balances on a year on year basis, in the opinion of the management there will not be any impact on the profit of the reporting period.

6. In the opinion of the management, the decline in the market value of a quoted long term investment (trade) (carrying cost Rs.900.01 lacs) by Rs.192.79 lacs at the year end is temporary, in view of the strategic long term nature of the investment and asset base of the investee company and hence, does not call for any provision there against. However, there is no diminution in the value of long term quoted investments, if market value of all investments is taken together.

7. As there is no taxable income for the year both under regular and as per Section 115JB (MAT) of the Income Tax Act, 1961, no provision for taxation has been made.

8. Employee Benefits:

(a) The Company's defined benefit plans include the approved funded Gratuity scheme which is administered through Group Gratuity scheme with Life Insurance Corporation of India and non-funded schemes viz. Pension (applicable only to certain categories of employees). Such defined benefits are provided for in the Profit and Loss Account based on valuations, as at the Balance Sheet date, made by independent actuaries.

Note:

Information relating to experience adjustments to plan assets and liabilities as required by Para 120(n)(ii) of the Accounting Standard 15 (Revised) on Employee Benefits is not available with the Company. The impact of the same is not material.

9. Segment Information:

The business segment of the Company is divided into two categories i.e. Cables and EPC (Engineering, Procurement and Construction). A brief Description of the types of products and Services provided by each reportable segment is as follows:

"Cables"- The Company manufactures and markets various types of cables including Jelly Filled Telephone Cables, Optical Fibre Cables, Aerial Bunched Cable and Fibre Ribbon and others, etc.

"EPC" (Engineering, Procurement and Construction) -The Company undertakes and executes contracts and provide services with or without materials, as the case may be.

(i) Primary Segment Information (by business segments):

The following table presents revenue and profit/(loss) information regarding business segments for the year(s) ended March 31, 2011 and March 31, 2010 and certain liabilities information regarding business segments as at March 31, 2011 and March 31, 2010.

Notes:

(a) All the assets of the Company, except the carrying amount of assets aggregating to Rs.1939.18 lacs (Rs.831.60 lacs) are within India.

(b) The Company has common fixed assets for producing goods/providing services to Domestic Market as well as for Overseas Markets. Hence, separate figures for fixed assets/additions to fixed assets have not been furnished.

10. Related Party Disclosure

Subsidiaries : August Agents Ltd., Insilco Agents Ltd., Laneseda Agents Ltd.

Joint Venture : Birla Ericsson Optical Ltd.(BEOL)

Key Management Personnel : Shri Y.S.Lodha (Managing Director)

Note: The Company by itself or along-with its subsidiaries hold more than 20% of the voting power of certain bodies corporate. The Company has been legally advised that it does not have any “significant influence” in the said bodies corporate as defined in Accounting Standard (AS-18)- “Related Party Disclosure” and accordingly, has not considered the above investees as related parties under (AS-18).

Notes:

(a) No amount has been provided as doubtful debt or advance written off or written back in the year in respect of debts due from/to above related parties.

(b) Transactions and balances relating to reimbursement of expenses to/from the above related parties have not been considered.

(c) Transactions with related parties are done at arm's length basis.

11. The Company has taken certain office premises under operating lease agreements. The lease agreements generally have an escalation clause and are not non-cancellable and are renewable by mutual consent on mutually agreed terms. There are no restrictions imposed by lease agreements. The aggregate lease rental of Rs.71.12 lacs (Rs.51.59 lacs) are charged to the Profit and Loss Account.


Mar 31, 2010

1. NATURE OF OPERATIONS

Vindhya Telelinks Limited is engaged in the business of manufacturing and sale of “Cables” including Jelly Filled Telephone Cables, Optic Fibre Telephone Cables, Aerial Bunched Cable and Fibre Ribbon, etc. and Engineering, Procurement and Construction (“EPC”) business.

2. Segment Information

The business segment of the Company is divided into two categories i.e. Cables and EPC (Engineering, Procurement and Construction). A brief Description of the types of products and Services provided by each reportable segment is as follows:

1. Cables- The Company manufactures and markets various types of cables including Jelly Filled Telephone Cables, Optic Fibre Cables, Aerial Bunched Cable and Fibre Ribbon, etc.

2. EPC (Engineering, Procurement and Construction) –The Company undertakes and executes Contracts and provide services with or without materials, as the case may be.

3. Related Party Disclosure

Subsidiaries : August Agents Ltd.*, Insilco Agents Ltd.*, Laneseda Agents Ltd.*

Joint Venture : Birla Ericsson Optical Ltd. (BEOL)

Key Management Personnel : Shri Y.S. Lodha (Managing Director) * No transaction has taken place during the year.

4. The Company has accumulated CENVAT credit aggregating to Rs. 628.54 lacs as at March 31, 2010 (as appearing in Schedule 11 of Loans and Advances) due to inverted duty structure. The management has devised alternative mechanism for utilisation of the accumulated Cenvat credit as going concern over a reasonable period of time and hence this does not call for any provision thereagainst.

5. Contingent liabilities (not provided for) in respect of:

(i) Estimated amount of contracts remaining to be executed on Capital Account (Net of advances) and not provided for Rs.152.02 lacs (Rs.10.66 lacs).

(ii) Claims against the Company not acknowledged as debts Rs. Nil (Rs. 8.09 lacs).

(iii) Pending cases with Income-Tax Appellate authorities where Income Tax Department has preferred Appeals - liability not ascertainable*.

* Based on the discussions with the solicitors/meeting the terms and conditions by the Company, the management believes that the Company has a strong chance of success in the cases and hence no provision thereagainst is considered necessary.

6. In the opinion of the management, the decline in the market value of certain quoted long term investments (trade) (aggregate carrying cost amount Rs.900.01 lacs) by Rs. 273.99 lacs at the year end is temporary and hence, does not call for any provision thereagainst. However, there is no diminution in the value of long term quoted investments if market value of all investments is taken together.

7. The Company has filed a law suit against an overseas supplier and its agent relating to the validity and existence of an alleged agreement before a competent court which is already seized of the said suit. The supplier in order to overreach the said Law Suit has initiated an arbitration for claiming recovery of value of the unsupplied goods for the period from October, 2002 to September, 2006 aggregating to Rs.5514.52 lacs (value as on March 31, 2010). The said arbitration proceedings have been stayed by the order of the Competent Court. The Company has been legally advised that the said claim against the Company is unsustainable and there is no likelihood of any liability arising against the Company.

8. Sundry Debtors (considered good) and outstanding for a period exceeding six months include Rs. 86.73 lacs withheld by the customer against various bills which has been appropriately contested by the Company. Based on the relevant contract, the Company does not expect any material adjustments, in the books of the account.

9. The Company has during the year, written back liability for interest amounting to Rs. 29.51 lacs, no longer required as legally advised on the basis of interpretation of various provisions of relevant statutes and the rules made thereunder.

10. Employee Benefit plans (Notified AS 15)

The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets gratuity on departure at 15 days salary (last drawn salary) for each completed year of service. The scheme is funded with an insurance company in the form of a qualifying insurance policy. The Company has also agreed to provide pension to one senior employee. These benefits are unfunded.

11. Pursuant to Accounting Standard (AS) 22 “Accounting for Taxes on Income”, the Company, has, based on prudence, not recognized deferred tax assets amounting to Rs. 625.27 lacs (Rs.873.96 lacs) on all the timing differences including Rs. 172.98 lacs (Rs 180.38) on unabsorbed depreciation.

11.1 In accordance with Explanation below Para 10 of Notified Accounting Standard 9: Revenue Recognition, excise duty on sales amounting to Rs.822.18 lacs (Rs.2677.47 lacs) has been reduced from sales in the Profit and Loss Account and excise duty on decrease in stocks amounting to Rs.7.98 lacs has been considered as income (Rs.61.97 lacs as income on decrease in stocks) in Schedule 19 of the financial statements.

12. Figures of previous year have been shown in brackets and regrouped wherever necessary.

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