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FORBES & COMPANY LIMITED

ANNUAL REPORT 2018-19


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FORBES
ANNUAL REPORT 2018 - 19

Board of Directors

Shapoor P. Mistry Chairman


M. C. Tahilyani Managing Director
Kaiwan D. Kalyaniwalla Independent Director (upto March 31, 2019)
D. Sivanandhan Independent Director
Jai L. Mavani Non-Executive Director
Rani Ajit Jadhav Independent Director (w.e.f. September 1, 2018)
Nikhil Bhatia Independent Director (w.e.f. May 16, 2019)

Chief Financial Officer

Nirmal Jagawat

Head Legal & Company Secretary

Pankaj Khattar

Statutory Auditors

Price Waterhouse Chartered Accountants LLP

Registered Office

Forbes’ Building, Charanjit Rai Marg, Fort, Mumbai 400 001


Tel: +91 22 6135 8900
Fax: +91 22 6135 8901
Email: [email protected]
Website: www.forbes.co.in

Debenture Trustee

IDBI Trusteeship Services Limited


Asian Building, Ground Floor,
17, R. Kamani Marg, Ballard Estate,
Mumbai – 400 001
Tel: + 91 22 4080 7000
Fax: + 91 22 6631 1776

Registrars & Share Transfer Agents

TSR Darashaw Consultants Private Limited


(Formerly known as TSR Darashaw Limited)
Unit: Forbes & Company Limited,
6-10, Haji Moosa Patrawala Industrial Estate,
20, Dr. E. Moses Road, Mahalaxmi,
Mumbai 400 011
Tel: +91 22 66568484 Fax: +91 22 66568494
Email:[email protected]

Hundredth Annual General Meeting of Forbes & Company Limited will be held on Monday, August 26, 2019 at 4.00 pm at Indian
Merchants’ Chambers, Walchand Hirachand Hall, IMC Building, 4th Floor, IMC Marg, Churchgate, Mumbai 400 020.

This Annual Report can be accessed at www.forbes.co.in

To support ‘green initiative’, copies of the Annual Report will not be distributed at the Annual General Meeting.
Members are requested to kindly bring their copies to the meeting.

1
HUNDREDTH ANNUAL REPORT 2018-19

CONTENTS PAGES

Notice 3-8

Board’s Report and Annexures 9-47

Business Responsibility Report 48-53

Corporate Governance Report 54-63

Standalone Financial Statements

Auditors’ Report 65-73

Balance Sheet 74-75

Statement of Profit & Loss 76

Cash Flow Statement 77-78

Statement of Changes in Equity 79

Notes forming part of the Standalone Financial Statements 80-140

Consolidated Financial Statements

Auditors’ Report 141-149

Balance Sheet 150-151

Statement of Profit & Loss 152

Cash Flow Statement 153-154

Statement of Changes in Equity 155-156

Notes forming part of the Consolidated Financial Statements 157-257

Proxy Form 259

2
ANNUAL REPORT 2018 - 19

NOTICE

NOTICE is hereby given that the Hundredth (100th) Annual General By Order of the Board
Meeting of the Members of Forbes & Company Limited will be
held at Indian Merchants’ Chambers, Walchand Hirachand Hall, Pankaj Khattar
IMC Building, 4th Floor, IMC Marg, Churchgate, Mumbai 400 020 Head Legal & Company Secretary
on Monday, August 26, 2019 at 4.00 p.m. to transact the following
business: Mumbai, May 30, 2019

ORDINARY BUSINESS: Registered Office:


Forbes’ Building, Charanjit Rai Marg, Fort,
1. To consider and adopt: Mumbai 400 001
Tel: +91 22 6135 8900, Fax: +91 22 6135 8901
a. the Audited Financial Statements of the Company for the Email: [email protected]
Financial Year ended March 31, 2019 together with the Report CIN: L17110MH1919PLC000628
of the Board of Directors and the Auditors thereon; and Website: www.forbes.co.in

b. the Audited Consolidated Financial Statements of the Company NOTES:


for the Financial Year ended March 31, 2019 together with the
Report of the Auditors thereon. 1. The Explanatory Statement pursuant to Section 102 (1) of the
Companies Act, 2013 (“the Act”) with respect to the special
2. To declare dividend of ` 2.50 (25%) per equity share for the business set out in the Notice is annexed hereto. Additional
Financial Year ended March 31, 2019 and Special Centenary information pursuant to Regulation 36(3) of Securities and
Year Dividend of ` 2.50 (25%) per equity share total amounting Exchange Board of India (Listing Obligations and Disclosure
to ` 5.00 per equity share. Requirements) Regulations, 2015 (“SEBI LODR”) in respect
of Director seeking re-appointment at the meeting is annexed as
3. To appoint a Director in place of Mr. Shapoor P. Mistry Annexure to this Notice
(DIN: 00010114), who retires by rotation and being eligible,
seeks re-appointment. 2. A Member entitled to attend and vote at the Annual
General Meeting (AGM), is entitled to appoint a proxy to
SPECIAL BUSINESS attend and vote instead of himself and a proxy need not be
a Member. The instrument of Proxy in order to be effective,
4. Ratification of remuneration to Cost Auditor should be deposited at the Registered Office of the Company,
duly completed and signed, not less than 48 hours before the
To consider and, if thought fit, to pass, with or without commencement of the meeting. Proxies submitted on behalf
modification(s), the following resolution, as an of the companies, societies etc., must be supported by an
Ordinary Resolution: appropriate resolution/authority, as applicable. A person can
act as proxy on behalf of members not exceeding fifty (50) and
“Resolved that pursuant to the provisions of Section 148 and holding in aggregate not more that 10% of the total share capital
all other applicable provisions of the Companies Act, 2013 of the Company.
(“the Act”) and the Companies (Audit and Auditors) Rules,
2014 (including any statutory modification(s) or re-enactment 3. The Register of Members and the Share Transfer Books of
thereof), remuneration of ` 4.50 lakhs (Rupees Four Lakhs the Company will remain closed from Tuesday, August 20,
Fifty Thousand Only) plus out of pocket expenses payable to 2019 to Monday, August 26, 2019 (both days inclusive).
M/s. Kishore Bhatia & Associates, Cost Accountants (Firm
Registration No. 00294), the Cost Auditor appointed by the 4. The dividend, if any, that may be declared at the AGM will
Board of Directors of the Company, to conduct the audit of be paid within the prescribed time to those Members whose
the cost accounts of the Company for the financial year ending names stand on the Register of Members of the Company on
March 31, 2020 be and is hereby ratified and confirmed. August 19, 2019 and in respect of shares in electronic form the
dividend will be paid to the beneficial owners of the shares at
Resolved further that the Board of Directors of the Company the end of business hours on August 19, 2019, as per the details
(including any duly constituted Committee thereof) be and provided by the Depositories for this purpose.
is hereby authorized to do all acts and take all such steps as
may be necessary, proper and expedient to give effect to this Dividend in respect of shares in dematerialized form shall be
resolution.” credited to the owner’s bank account directly through National
Automated Clearing House (NACH), wherever, NACH facility
is available subject to availability of bank accounts details with
9 digit MICR and 11 digit IFS code. In case the said details

3
have not been provided to concerned Depository Participants or Members are requested to send their request for claiming
there is any change, the same may be please be intimated to the unclaimed dividend atleast 10 (ten) days before the date of
concerned Depository Participant immediately. transfer of IEPF.

Shareholders holding shares in physical form and desirous of Pursuant to the provisions of Investor Education and
having NACH facility, should provide their bank details and 9 Protection Fund Authority (Accounting, Audit, Transfer and
digit MICR and 11 digit IFS code number to the Registrar and Refund) Rules, 2016 (‘IEPF Rules’), the Company has uploaded
Share Transfer Agents of the Company immediately. the details of unpaid and unclaimed dividends lying with the
Company as on September 25, 2018 (date of last AGM) on the
5. Corporate members are requested to send to the Company a website of the Company, www.forbes.co.in
duly certified copy of the Board Resolution authorizing their
representative to attend and vote at the AGM. Members are requested to note that all shares in respect
of which dividend has not been paid or claimed for seven
6. Members are requested to immediately notify the consecutive years or more shall be transferred by the
REGISTRARS AND SHARE TRANSFER AGENTS or the Company to demat account of the IEPF Authority within
DEPOSITORY PARTICIPANTS (in case of shares which have a period of thirty days of such shares becoming due to be
been dematerialised) of any change in their address. transferred to the IEPF. Accordingly, the shares in respect
of dividend is unpaid for seven consecutive years would be
7. Members are requested to update their email address with transferred to IPEF as per the statutory timelines.
Depository Participant/Company to enable us to send Annual
Report and other communications electronically. In accordance with the IEPF Rules, the Company has sent
notices to all the Shareholders whose shares are due to be
8. Members are requested to bring their Attendance Slip along transferred to the IEPF Authority and has also published
with their copies of the Annual Report to the AGM. newspaper advertisement. The shareholders whose dividend/
shares is/are/will be transferred to the IEPF Authority can
9. Members who wish to claim dividend, which remain claim the same from the IEPF Authority by following the
unclaimed, are requested to either correspond with the procedure as detailed on the website of IEPF Authority
Company or the Registrar and Share Transfer Agents, http://www.iepf. gov.in/IEPF/refund.html
TSR Darashaw Consultants Private Limited, Unit:
Forbes & Company Limited, 6-10, Haji Moosa Patrawala 10. The Notice of the AGM along with the Annual Report for
Industrial Estate, 20, Dr. E. Moses Road, Mahalaxmi, the Financial Year 2018-19 is being sent by electronic mode
Mumbai 400011. to those Members whose e-mail addresses are registered with
the Company /Depositories, unless any Member has requested
The Company has sent reminder on February 19, 2019 to for a physical copy of the same. For Members who have not
those Members whose dividend is unclaimed requesting registered their e-mail addresses, physical copies are being sent
them to claim the outstanding dividend. In terms of Section by the permitted mode.
124 of the Act, the amount of dividend remaining unpaid
or unclaimed for a period of seven years from the date of To support the ‘Green Initiative’, the Members who have
transfer to the unpaid dividend account is required to be not registered their e-mail addressed are requested to
transferred to the Investor Education and Protection Fund register the same with Registrar and Transfer Agents/
(IEPF). Accordingly, the Company would be transferring respective Depository Participants.
the dividend for the Financial Year ended March 31, 2012 as
per statutory timelines. Members are requested to ensure 11. Members desiring any additional information/clarification on
that they claim the dividends referred above, before it is the Financial Statements are requested to send such requests
transferred to the said Fund. at the earliest so as to enable the Management to keep the
information ready at the AGM
Due date for transfer of unclaimed and unpaid dividends
declared by the Company for the Financial Year 2011-12 and 12. E-Voting
thereafter to IEPF are as under:
I. In compliance with provisions of Section 108 of the Act,
Financial Year Date of declaration Due date for Rule 20 of the Companies (Management and Administration)
ended of dividend transfer to IEPF Rules, 2014 as amended by the Companies (Management and
March 31, 2012 August 21, 2012 September 25, 2019 Administration) Amendment Rules, 2015 and Regulation 44
of SEBI LODR, the Company is pleased to provide members
March 31, 2013 August 02, 2013 September 6, 2020
facility to exercise their right to vote on resolutions proposed to
March 31, 2017 August 24, 2017 September 28, 2024
be considered at the AGM by electronic means and the business
March 31, 2018 September 25, 2018 October 30, 2025 may be transacted through e-Voting Services. The facility of

4
ANNUAL REPORT 2018 - 19

casting the votes by the members using an electronic voting using your log-in credentials, click on e-Voting and you can
system from a place other than venue of the AGM (“remote proceed to Step 2 i.e. Cast your vote electronically.
e-voting”) will be provided by National Securities Depository
Limited (NSDL). 4. Your User ID details are given below :

II. The facility for voting through ballot paper shall be made Manner of holding Your User ID is:
available at the AGM and the members attending the AGM shares i.e. Demat
who have not cast their vote by remote e-voting shall be able to (NSDL or CDSL) or
exercise their right at the AGM through ballot paper. Physical
a) For Members who 8 Character DP ID followed by 8
III. The members who have cast their vote by remote e-voting prior
hold shares in demat Digit Client ID
to the AGM may also attend the AGM but shall not be entitled
account with NSDL. For example if your DP ID
to cast their vote again.
is IN300*** and Client ID is
12****** then your user ID is
IV. The remote e-voting period commences on Friday,
IN300***12******.
August 23, 2019 (9:00 am) (IST) and ends on Sunday,
August 25, 2019 (5:00 pm) (IST). During this period Members’ b) For Members who 16 Digit Beneficiary ID
of the Company, holding shares either in physical form or hold shares in demat For example if your Beneficiary
in dematerialized form, as on the cut-off date of Monday, account with CDSL. ID is 12**************
August 19, 2019 may cast their vote by remote e-voting. The then your user ID is
remote e-voting module shall be disabled by NSDL for voting 12**************
thereafter. Once the vote on a resolution is cast by the member, c) For Members holding EVEN Number followed by
the member shall not be allowed to change it subsequently. shares in Physical Folio Number registered with the
Form. Company
V. The process and manner for remote e-voting are as under: For example if folio number is
001*** and EVEN is 101456
A. In case a Member receives an email from NSDL [for then user ID is 101456001***
members whose email IDs are registered with the
Company/Depository Participants].The way to vote 5. Your password details are given below:
electronically on NSDL e-Voting system consists of “Two
Steps” which are mentioned below: (i) If you are already registered for e-Voting, then you can use your
existing password to login and cast your vote.
Step 1 : Log-in to NSDL e-Voting system at
https://www.evoting.nsdl.com/ (ii) If you are using NSDL e-Voting system for the first time, you will
Step 2 : Cast your vote electronically on NSDL e-Voting system. need to retrieve the ‘initial password’ which was communicated
to you. Once you retrieve your ‘initial password’, you need to
Details on Step 1 is mentioned below: enter the ‘initial password’ and the system will force you to
change your password.
How to Log-in to NSDL e-Voting website?
(iii) How to retrieve your ‘initial password’?
1. Visit the e-Voting website of NSDL. Open web browser by
typing the following URL: https://www.evoting.nsdl.com/ a) If your email ID is registered in your demat account or with the
either on a Personal Computer or on a mobile. Company, your ‘initial password’ is communicated to you on
your email ID. Trace the email sent to you from NSDL from
2. Once the home page of e-Voting system is launched, click on the your mailbox. Open the email and open the attachment i.e.
icon “Login” which is available under ‘Shareholders’ section. a .pdf file. Open the .pdf file. The password to open the .pdf
file is your 8 digit client ID for NSDL account, last 8 digits of
3. A new screen will open. You will have to enter your User ID, client ID for CDSL account or folio number for shares held in
your Password and a Verification Code as shown on the screen. physical form. The .pdf file contains your ‘User ID’ and your
‘initial password’.
Alternatively, if you are registered for NSDL eservices i.e.
IDEAS, you can log-in at https://eservices.nsdl.com/ with your b) If your email ID is not registered, your ‘initial password’ is
existing IDEAS login. Once you log-in to NSDL eservices after communicated to you on your postal address.

5
6. If you are unable to retrieve or have not received the “ Initial General Guidelines for shareholders
password” or have forgotten your password:
1 Institutional shareholders (i.e. other than individuals, HUF,
a) Click on “Forgot User Details/Password?”(If you are holding NRI etc.) are required to send scanned copy (PDF/JPG Format)
shares in your demat account with NSDL or CDSL) option of the relevant Board Resolution/ Authority letter etc. with
available on www.evoting.nsdl.com. attested specimen signature of the duly authorized signatory(ies)
who are authorized to vote, to the Scrutinizer by e-mail to
b) “Physical User Reset Password?” (If you are holding shares [email protected] with a copy marked to [email protected]
in physical mode) option available on www.evoting.nsdl.com.
2. It is strongly recommended not to share your password with
c) If you are still unable to get the password by aforesaid any other person and take utmost care to keep your password
two options, you can send a request at [email protected] confidential. Login to the e-voting website will be disabled
mentioning your Demat account number/folio number, your upon five unsuccessful attempts to key in the correct password.
PAN, your name and your registered address. In such an event, you will need to go through the “Forgot User
Details/Password?” or “Physical User Reset Password?” option
d) Members can also use the OTP (One Time Password) based available on www.evoting.nsdl.com to reset the password.
login for casting the votes on the e-voting system of NSDL.
3. In case of any queries, you may refer the Frequently Asked
7. After entering your password, tick on Agree to “Terms and Questions (FAQs) for Shareholders and e-voting user
Conditions” by selecting on the check box. manual for Shareholders available at the download section of
www.evoting.nsdl.com or call on toll free no.: 1800-222-990 or
8. Now, you will have to click on “Login” button. send a request at [email protected]

9. After you click on the “Login” button, Home page of e-Voting B. Other Instructions:
will open.
I. The e-voting period commences on Friday, August 23, 2019
Details on Step 2 is given below: at 9.00 a.m. (IST) and ends on Sunday, August 25, 2019 at
5.00 p.m. (IST) (both days inclusive). During this period,
How to cast your vote electronically on NSDL e-Voting system? Members of the Company, holding shares in physical form
or in dematerialized form, may cast their vote electronically.
1. After successful login at Step 1, you will be able to see the The e-voting module shall be disabled by NSDL for voting
Home page of e-Voting. Click on e-Voting, then, click on Active thereafter. Once the vote on a resolution is cast by the
Voting Cycles. Member, he/she shall not be allowed to change it subsequently.
(Note: e-Voting shall not be allowed beyond the said time).
2. After click on Active Voting Cycles, you will be able to see all
the companies “EVEN” in which you are holding shares and II. You can also update your mobile number and e-mail id in the
whose voting cycle is in active status. user profile details of the folio which may be used for sending
future communication(s).
3. Select “EVEN” of Company for which you wish to cast your vote.
III. The voting rights of Members shall be in proportion to their
4. Now you are ready for e-Voting as the Voting page opens. shares of the paid up equity share capital of the Company as
on the cut-off date of Monday, August 19, 2019, as per the
5. Cast your vote by selecting appropriate options i.e. assent or Register of Members/Statements of beneficial ownership
dissent, verify/modify the number of shares for which you wish maintained by the Depositories, i.e., NSDL and CDSL. Any
to cast your vote and click on “Submit” and also “Confirm” person, who acquires shares of the Company and becomes a
when prompted. member of the Company after dispatch of the Notice and holds
shares as of the cut-off date i.e. Monday, August 19, 2019,
6. Upon confirmation, the message “Vote cast successfully” will may obtain the login ID and password by sending a request at
be displayed. [email protected] or [email protected]. However, if
you are already registered with NSDL for remote e-voting then
7. You can also take the printout of the votes cast by you by you can use your existing user ID and password for casting your
clicking on the print option on the confirmation page. vote. If you forgot your password, you can reset your password
by using “Forgot User Details/Password” option available on
8. Once you confirm your vote on the resolution, you will not be www.evoting.nsdl.com or contact NSDL at the following toll
allowed to modify your vote. free no.: 1800-222-990.

6
ANNUAL REPORT 2018 - 19

IV. A person, whose name is recorded in the Register of Members VII. The Scrutinizer shall after the conclusion of voting at the AGM,
or in the Register of Beneficial Owners maintained by the will first count the votes cast at the meeting and thereafter
depositories as on the cut-off date only shall be entitled to avail unblock the votes cast through remote e-voting in the presence
the facility of remote e-voting as well as voting at the AGM of at least two witnesses not in the employment of the Company
through ballot paper. and shall make, not later than three days of the conclusion of
the AGM, a consolidated scrutinizer’s report of the total votes
V. Mr. Makarand M. Joshi, Partner, Makarand M. Joshi and cast in favour or against, if any, to the Chairman or a person
Co., Practicing Company Secretaries has been appointed as authorized by him in writing, who shall countersign the same
the Scrutinizer for providing facility to the Members of the and declare the result of the voting forthwith.
Company to scrutinize the voting and remote e-voting process
in a fair and transparent manner. VIII. The Results declared along with the report of the Scrutinizer
shall be placed on the website of the Company and on the
VI. The Chairman shall, at the AGM, at the end of discussion on the website of NSDL immediately after the declaration of result by
resolutions on which voting is to be held, allow voting with the the Chairman or a person authorized by him in writing. The
assistance of scrutinizer, by use of “Ballot Paper” for all those results shall also be immediately forwarded to the BSE Limited,
Members who are present at the AGM but have not cast their Mumbai. Subject to receipt of requisite number of votes, the
votes by availing the remote e-voting facility. resolutions shall be deemed to be passed at the date of AGM.

ANNEXURE TO NOTICE
Statement Pursuant to Section 102 (1) of the Companies Act, 2013 (“Act”)
The following explanatory statement with respect to material facts relating to the special business sets out in
the accompanying Notice of Annual General Meeting (“AGM”):
Item No. 4

The Board of Directors have approved the appointment of M/s. Kishore Bhatia & Associates (Firm Registration No. 00294) as cost auditors of
the Company at a remuneration of ` 4.50 lakhs (Rupees Four Lakhs Fifty Thousend Only) plus out of pocket expenses for the financial year
ending March 31, 2020.

In accordance with the provisions of Section 148 of the Act, read with the Companies (Audit and Auditors) Rules, 2014, the remuneration
payable to the Cost Auditor has to be ratified by the Members of the Company.

Accordingly, consent of the Members is sought for ratification of the remuneration payable to the Cost Auditors for the financial year ending
March 31, 2020.

None of the Directors or Key Managerial Personnel of the Company and their relatives are concerned or interested, financially or otherwise, in
the Resolution at Item No. 4 of the accompanying Notice.

The Board recommends the passing of this Resolution at Item No. 4 of the accompanying Notice in the interests of the Company.

By Order of the Board

Pankaj Khattar
Head Legal & Company Secretary
Mumbai, May 30, 2019

Registered Office:
Forbes’ Building, Charanjit Rai Marg, Fort,
Mumbai 400 001
Tel: +91 22 6135 8900, Fax: +91 22 6135 8901
Email: [email protected]
CIN: L17110MH1919PLC000628
Website: www.forbes.co.in

7
Details of Directors whose re-appointment is proposed at the forthcoming Annual General Meeting
[Pursuant to Regulation 36(3) of Securities Exchange Board in India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 and Secretarial Standards on General meetings (SS-2)]

Name of Director Mr. Shapoor P. Mistry


Director Identification Number (DIN) 00010114
Date of Birth September 6, 1964
Date of first Appointment September 3, 2001
Brief Resume and expertise in specific functional areas Mr. Shapoor P. Mistry holds B.A (England) in Business and Economics. He
is the Chairman of Shapoorji Pallonji and Company Private Limited.

Mr. Mistry expertise inter-alia includes advising on Strategy, Growth,


Funds Raising and Real Estate.
Relationships between directors inter-se Not related to any Director of the Company
Directorship held in Public Companies and Listed entities Mr. Shapoor P. Mistry is not a Director of any other Listed Company.

Mr. Shapoor P. Mistry is Director of following Public Companies:


• Afcons Infrastructure Limited
• Eureka Forbes Limited
Chairmanship/Membership of the Committees of Board Nil
(includes only Audit Committee and Stakeholders Relationship
Committee) of other Indian Public Companies
No. of shares held in the Company Nil
Attendance at the Board Meeting in the Financial Year No. of Meetings Attended
2018 -19 *
8 4
Details of remuneration Except for payment of sitting fees for attending the meetings of the Board and
Committee no other remuneration is paid/payable to Mr. Shapoor P Mistry.

* In Financial Year 2019-2020, 1 (One) Board Meeting has been held till date which was attended by Mr. Shapoor P. Mistry

By Order of the Board

Pankaj Khattar
Head Legal & Company Secretary
Mumbai, May 30, 2019

Registered Office:
Forbes’ Building, Charanjit Rai Marg, Fort,
Mumbai 400 001
Tel: +91 22 6135 8900, Fax: +91 22 6135 8901
Email: [email protected]
CIN: L17110MH1919PLC000628
Website: www.forbes.co.in

8
ANNUAL REPORT 2018 - 19

REPORT OF BOARD AND MANAGEMENT DISCUSSION AND ANALYSIS


Dear Members,

The Board of Directors (hereinafter referred to as “the Board”) hereby submit the report of the business and operations of the Company along
with the Audited Financial Statements of the Company for the Financial Year (FY) ended March 31, 2019. The consolidated performance of
the Company and its subsidiaries has been referred to wherever required.

Financial Results and Highlights of Performance

The Company’s performance, as per Indian Accounting Standards (IND AS), during the FY under review is summarized as follows:
` in Lakhs
Particulars Standalone Consolidated
FY 18-19* FY 17-18# FY 18-19* FY 17-18
Revenue and Other Income (Total Income) 24,538.81 30,497.89 2,89,107.92 2,85,775.18
Earnings before Finance Cost, Depreciation, Share of Net Profit of Joint 4,157.46 6,575.63 18,041.65 15,908.04
ventures Exceptional Item & Tax
Share of Net Profit of joint venture - - 721.30 940.66
Profit / (Loss) after Finance Cost, Depreciation, Share of Net profit of Joint 2009.73 4,606.97 2,120.70 (411.83)
ventures and before Exceptional Items & Tax
Exceptional Items - Income/(Expense) (970.92) - (970.92) -
Profit before Tax (PBT) 1,038.81 4,606.97 1,149.78 (411.83)
Profit/(loss) for the year 1,027.19 4,090.01 (298.48) (3,220.88)
Other Comprehensive Income/(Loss) 0.64 2.74 297.40 2,719.00
Total Comprehensive Income 1,027.83 4,092.75 (1.08) (501.88)
Earnings Per Share - Basic and Diluted (`) 7.96 31.71 5.47 (15.27)
Note: The above figures are extracted from Standalone and Consolidated Financial Statements as per Indian Accounting Standard (“IND AS”)
and are prepared in accordance with the principles stated therein as prescribed by the Ministry of Corporate Affairs under section 133 of
the Companies Act, 2013 (“Act”) read with relevant rules issued therein.
*These figures have to be read along with the rules of Ind AS 115 Certain indirect costs (e.g. Selling expenses, commission and
“Revenue from Contracts with Customers” which is an accounting brokerage, Advertisement and sales promotion, depreciation and
standard notified by the Ministry of Corporate Affairs (MCA) effective other administrative expenses) pertaining to real estate development
from April 1, 2018. The application of Ind AS 115 has a substantial project for the year ended March 31, 2019 aggregating ` 1,200.54
bearing on the Company’s accounting for recognition of revenue Lakhs has been recognized as an expense in the Statement of Profit
from real estate development projects. This revised standard has no and Loss.
significant impact on the engineering business of the Company.
The EPS for Standalone pre Ind AS 115 impact would have been ` 26.34
The Company has applied the modified retrospective approach as on per share and for Consolidated would have been ` 24.34 per share.
April 1, 2018 and has recorded an opening impact in retained earnings
towards the reversal of profits aggregating ` 5,083.12 Lakhs (net of # As per IND AS 18/115 on Revenue and the Schedule III of the
tax) in Standalone Financial Statements and ` 5,161.67 Lakhs (net Companies Act, 2013, revenues from operations for the period July
of tax) in Consolidated Financial Statements mainly due to real estate 1, 2017 to March 31, 2018 does not include Goods and Service Tax
project under development. The comparatives have not been restated (“GST”). However, revenues from operations till June 30, 2018 included
and hence, the current period figures are not comparable with the GST. In view of aforesaid restructuring of indirect taxes, revenues from
previous period figures. operations for year ended March 31, 2018 are not comparable.
Had the company continued application of earlier standards instead
Management Discussion & Analysis of Financial Conditions,
of Ind AS 115, the following line items for FY 2018-19 would have
Results of Operations and State of Company Affairs
been higher as follows:
(` in Lakhs)
General Outlook
Particulars Standalone Consolidated
March 31, March 31,
Forbes is into precision tooling and an engineering services with a
2019 2019
Revenue 8,880.18 9,880.84 wide product portfolio supported by strong brands like TOTEM and
Changes in inventories of finished (5,195.81) (5,716.69) BRADMA. We have an attractive customer base who are few of the
goods, work-in progress and stock world’s large businesses in their transformational journeys for the
in trade last many decades. We are now developing our global presence, deep
Other Expenses - (447.81) domain expertise in new industry verticals and a complete portfolio
Profit before Tax (3,684.37) (3,716.30) of offerings in the products and services we offer.
Net Profit after Tax (2,370.55) (2,402.49)

9
The Company leverages all these and its deep contextual knowledge India presently is going through a very interesting phase in the
of its customers’ businesses to craft unique, high quality, high impact political and economic scenario. The political stability now
solutions. We are also simultaneously expanding our global footprint established since May 23, 2019 and given the stated intent, we
further in Eastern and West Europe, few countries in North America believe that the Government will now strongly focus on economic
and South East Asia. development starting with Infrastructure development and India
manufacturing focus, thereby creating employment and excellent
We are into building our expertise across industries beyond our business opportunities.
existing areas of expertise through multiple high quality tooling
products and our Industrial Automation service offerings in the areas As regards Realty division, we expect the Realty sector to grow at
of assembly lines incorporating technologies for pick and place, faster rate over the next decade. The robust demand due to increasing
lasers, sensors, camera and robotics build on relevant new capabilities incomes, urbanization and economic growth are driving residential
through organic talent development. We believe in the philosophy of and commercial realty demand in India. Government of India’s aim
engaging with customer continually by deeper engagements and we for “Housing for all by 2022” is driving residential activity, while
continuously strive to improve our agility and adaptability to change Real Estate (Regulation and Development) Act, 2016 (RERA) has
in line with customer expectations. We have been fairly successful altered the realty sector that was opaque and oblivious to customer
in expansion of customer relationships in terms of the products interest and is making this sector more transparent. While RERA has
delivered and services consumed. done commendable work in the area of consumer rights protection, it
still has a long way to go.
Our focus on the customers with a clear execution strategy have
resulted in high satisfaction levels and long, enduring customer Water Purifiers
relationships. This has been the cornerstone of our ability and hence
we have been able to participate in our customers’ growth and The global water purifier market is estimated to register 9.50% CAGR
transformation initiatives in recent years. during the forecast period (2018-2025) owing to the escalating issues
of contamination according to Market Research Future. Water purifiers
As per various research reports, Global growth is expected to remain at are majorly used in the developed regions, while rural areas and semi
around 3 per cent in the years 2019 and 2020, however, the steady pace urban areas still remain untapped. Water purifiers have become a
of expansion in the global economy masks an increase in downside primary necessity for the urban consumers in the developing economies
risks that could potentially exacerbate development challenges in many owing to the increased level of water pollution. Moreover, with the
parts of the world, according to the UN World Economic Situation increasing level of water pollution along with rapid urbanization &
and Prospects 2019. The global economy is facing a confluence of industrialization, the segment is likely to flourish.
risks, which could severely disrupt economic activity and inflict
significant damage on long-term development prospects. These As per TechSci Research report, “India Water Purifiers Market Forecast
risks include an escalation of trade disputes, an abrupt tightening of and Opportunities, 2020”, underground water in India contains high
global financial conditions, and intensifying climate risks. In many quantity of dissolved solids and various bacteria and viruses, which
developed countries, growth rates have risen close to their potential, render the water unfit for drinking, thus steering demand for water
while unemployment rates have dropped to historical lows. Among purifiers in the country. Growth in India water purifiers market is
the developing economies, the East and South Asia regions remain on anticipated on account of continuous deterioration in water quality,
a relatively strong growth trajectory, amid robust domestic demand rising health concerns, increasing discretionary income and growing
conditions. Beneath the strong global headline figures, however, adoption of different water purification technologies.
economic progress has been highly uneven across regions.
The report reveals that majority of the demand for water purifiers in
Even among the economies that are experiencing strong per capita India emanates from northern and western regions of the country,
income growth, economic activity is often driven by core industrial owing to high penetration of water purifiers in urban as well as rural
and urban regions, leaving peripheral and rural areas behind. parts of these regions. In terms of the technology used, majority of
the households in India use gravity based water purifiers. However,
India has emerged as the fastest growing major economy in the world due to the rising amount of dissolved solids in the water supply, and
and is expected to be one of the top three economic powers of the expanding middle class population, consumers are graduating to
world over the next 10-15 years, backed by its strong democracy and other purification technologies. As a result, the preference for RO
partnerships. India’s GDP is estimated to be in the range of 7 to 7.5 % purifiers, and combination systems which include more than one
over the next few years. technology for water purification is growing.

India is expected to be the third largest consumer economy as its Company Outlook and Performance
consumption may triple to US$ 4 trillion by 2025, owing to shift
in consumer behavior and expenditure pattern, according to a The Company has a tradition of excellence and total customer
Boston Consulting Group (BCG) report; is estimated to surpass delight as its singular aim. The main businesses of the Company
USA to become the second largest economy in terms of purchasing is Engineering and Realty and through its subsidiaries Transaction
power parity (PPP) by the year 2050, according to a report by Management Solutions, Water Purification, Transportation of
Pricewaterhouse Coopers. Chemical through its owned Ships etc.

10
ANNUAL REPORT 2018 - 19

The Company’s flagship brand, TOTEM positioned as a High Quality Engineering business is now re-certified for ISO 9001-2015 & IATF
Performance Tool Manufacturer competes with multi-nationals and certification awarded for Spring washer business. TOTEM been
overseas market. Significant investments over the year in strengthening, recognized as preferred cutting tool Brand By Times Group.
innovation design and development has started paying off and created
impact in domestic and overseas market. Industrial Automation Industrial Automation and Coding Business Group (CBG)
business has ambitious plans for introducing new technologies in line
with digital manufacturing and Industry 4.0 solutions Industrial Automation business has delivered 25% Year on Year
(YOY) & could make inroads to non-auto sector automation projects.
Engineering Division Large-value automation orders from big non-automotive OEM
companies are one of the significant achievements in FY’19 for
Precision Tools Group (PTG) projects business. The sales funnel is attractive in this area.

PTG is on aggressive growth path and have delivered profitable 18% Automation business has ambitious growth plan in scaling up
Year on Year (YOY) growth. Custom tools & application specific existing solution and introducing new technologies in line with digital
High performance tool portfolio continue to show decent growth and manufacturing and Industry 4.0 solutions. Engineering Division
been preferred by many Original Equipment Manufactures (OEMs). created design centre in Pune to augment design and technical
proposal capabilities. Main focus for FY 19 was organization building
PTG continued to invest in technology and design development with in sales, business development, design and project management to
infusion of talent and advance fully automated precision machines. support aggressive growth plans for this business.
PTG strengthened its carbide tools portfolio for non-automotive
segment particularly in aerospace and mining. PTG introduced CBG has built capability to deliver complete Robotic automation cell
carbide Taps solution for the first time by any Indian company. PTG for machine tending and pick and place. It introduced High speed
introduced many new product lines to expand portfolio to meet lasers for non-metal application which created inroads to FMCG
international requirement and to be a complete tooling solution sector. Talent attraction and on-boarding are key success factors for
company. Tool holders, Nib Taps, Hand tools, HSS drills are new automation business and all efforts are on to strengthen this area.
introduction to the tooling portfolio. PTG product development in
Solid carbide tools, HSS Taps and Tungsten rotary burrs is focused on The Engineering division continued to be committed towards
Aerospace, Defence, Medical & Oil and Gas segment so as to de-risk Employee development and engagement initiatives, safety and well
from Auto sector. being through its various initiatives, operations by complying all
environmental and safety regulations.
Export market has been identified as growth driver of PTG & initiated
business development in focused geographies which includes
ACE (Adapt Change Excel) change management program will
Europe, Gulf Co-operation Council (GCC), South East Asia, China,
continue to set directions to achieve our vision of being market
Japan, Israel and North America. Engineering Division participated
leader by providing innovative solution. Two elements to ACE
in international trade shows in USA, Russia, Thailand, Vietnam,
initiative Speed and Lean were added which will provide growth
Mexico as part of brand building and business development efforts
and sustenance. We added agility for current year which will build
which has given us recognition as high performance tooling company
organization capability to suit economic environment.
in Aerospace, Power and Railways segments.

Domestic market coverage through distribution has helped PTG’s Consolidation of products portfolio will help company to achieve
growth across India. Engineering Division participated in many cost advantages and better customer service.
Domestic trade exhibitions, IMTEX (Indian Metal Cutting Tools
Exhibitions) and some other regional events to showcase our Project Vicinia, Chandivali
capabilities.
The Company believes that the demand for Real Estate in our country
Margins were under pressure but with kaizen implementation & cost would remain strong. Project Vicinia being the first venture of the
reduction initiative resulted in improved contribution margin. General Company in Realty Segment has received good response. The real
price increase has been announced in January’ 2019 for all products estate development under “Project Vicinia” at Chandivali, Mumbai
except Carbide tools to cover prices escalation of raw materials in were carried as per the terms of the development agreement between
international markets increase, which have been accepted by the the Company and Videocon Realty and Infrastructure Limited
market. (”VRIL”) forming part of the consent terms filed with the Hon’ble
Bombay High Court in 2011.
PTG will continue to invest in capacity augmentation to meet
increased market demand. Initiatives during the year included During the current year, VRIL delayed payments to vendors for Project
investment and capacity enhancement in manufacturing HSS drills, Vicinia and to protect the interests of all stakeholders including the
HSS Taps & Solid Carbide tools which helped in building volume. Company and purchasers of individual flats, the Company terminated the
Engineering Division initiated to strengthen Supply chain function aforesaid development agreement. Consequently the matter was referred
to create better customer experience and capacity augmentation for to arbitration and vide the arbitration award dated February 25, 2019, the
standard product portfolio. Company was directed to pay an amount of ` 15,300 Lakhs to VRIL for

11
restitution and the aforesaid amount was paid on March 2, 2019.
Most importantly, EFLs brands and operations continued to be held
The Company entered into a Business Transfer Agreement (“BTA”) with together by its firm belief/ purpose to be ‘Friend for Life’. EFL takes
Paikar Real Estates Private Limited (a fellow subsidiary) dated February pride in sharing few achievements of its community fulfilment division
27, 2019 to transfer 50% interest in the aforesaid real estate development which has been working relentlessly and has successfully executed
project (which the Company got through restitution), by way of slump 101 projects which are serving communities with a beneficiary base of
sale on an as-is-where-is basis as a going concern for ` 15,500 Lakhs. over 90,000 people across India.
The aforesaid transaction was approved by the shareholders at Extra
Ordinary General Meeting held on March 29, 2019. Forbes Technosys Limited (FTL)

The real estate development of Project Vicinia at Chandivali is During the year under review, FTL focused on consolidation and
registered under Maharashtra Real Estate Regulatory Authority and re-organisation and on creating a foundation that will make FTL fit
is expected to be completed by June’ 2021. for scale and set the stage to embark on the path of profitable and
sustainable growth. There were pressures on revenue growth during
Eureka Forbes Limited & its Subsidiaries (Collectively ‘EFL’) the year due to stress and muted demand in some of the key sectors
that FTL has been traditionally dependent on, such as banking and
EFL has been a trend setter and leader in all its businesses. In a year telecom. Heightened competition and entry of several local players in
that witnessed its fair share of highs and lows, EFL continued to lead the e-payments space put pressures on margin as well.
within its categories across channels. This competitive spirit will
continue to increase and as leaders, EFL will continue to anticipate, The FY 2018-19 was a year of rationalization for FTL across its
innovate and stay ahead of its competition. business verticals and product range in a challenging business
environment. Business from key verticals such as Banking, Telecom
Key Priorities: and Government slowed down as these segments faced challenges
of their own, such as NPAs, non-availability of capital and slow
- Customer-centric Organization
progress on key initiatives.
- Omni-Channel presence mirroring customer journeys
- Agile, Responsive, fit for purpose organization However, there are other segments such as retail, healthcare and
- Employer of Choice hospitality that are under penetrated and have significant potential for
- Step jump in capabilities: Digital, Analytics, GTM, Sourcing FTL product offerings.
- Category leadership in large, profitable spaces, 2-3 bets in fast
growing spaces Forbes Xpress, FTLs e-payments services platform, continued to
- Go-to-Market effectiveness grow both in terms of scale, franchisee numbers and geographic
- Lean Organization Structure presence. During the year, several measures were initiated on the
- Higher share of sales from referrals, with end to end tracking of technology and service basket fronts, to make the platform even more
leads and referrals robust, scalable and differentiated from competition.
- Increased average value Realization, with value based pay for
performance FTL has also chosen to embrace design-led product innovation for
- Performance oriented organization with best in class span of entering new market segments, in addition to realizing production
control and service efficiencies through standardization and modular
- Partner channel engine for growth designs. These investments will help FTL in addressing emerging
- Execution rigour and data driven decisions, coupled with right opportunities in domestic and international markets in the near future.
capabilities to drive growth
The self-service automation market in India is expected to grow at
Armed with the state-of-the-art products for all brands, EFL a rapid pace in the next 3-5 years, across various verticals such as
continued to steer its actions to fall in line with its principles of BFSI, Retail, Transport Hospitality and Government. Many of these
competitiveness, growth and profitability. EFL sustained to drive segments are highly under penetrated and highly fragmented.
innovation across brands, categories, operations and adapted the go-
to-market strategies, taking into account the diversity, market needs, In the banking segment, kiosk banking is being made an integral
and the evolving channels of distribution. part of the banks’ digital programs. Given the nation-wide push
for providing insurance and financial services to all citizens, the
EFL is harnessing technology, mobile connectivity to build leading insurance and mutual fund segments have already started either
edge operational and marketing capabilities. It is indeed helping EFL implementing or exploring kiosks as a means to expand presence and
to engage and be in constant touch with its people on real time basis reaching the last mile.
through mediums such as ‘Eureka TV’ and ‘Microsoft Kaizala’. EFL
continued to lead the digital transformation within and leveraged its Self-service kiosks are also an integral part of several Government
Direct Sales capabilities to drive competitive advantage. EFL grew initiatives such as smart cities and delivery of Government to Citizen
in the fast emerging e-commerce channel supported by Eurochamps services under Digital India program.
and its Retail and Institutional efforts to assist the customers across
the length and breadth of India continued.

12
ANNUAL REPORT 2018 - 19

The retail segment is increasingly looking at ways and means to Earnings in FY 2018-19 were affected adversely due to increase
attract customers, through enhanced user experiences delivered via in supply of ships, increase in fuel prices and uncertainty in geo-
innovative technologies such as Augmented Reality and Virtual political scenario. The fleet grew by about 3% in 2018 whereas the
Reality enabled self-service platforms. seaborne trade continued to grow at 4% y-o-y. Poor market of bigger
vessels also had a cascading effect on smaller tonnage however, the
The transit segment also is showing a lot of potential for self-service volatility in the chemical trade remained low.
ticketing systems, on the back of the new metro rail projects being
implemented across the country and the modernization program of With a sharp decline in the new build deliveries in 2019 onwards
traditional railways. and continued growth in seaborne chemicals trade, the markets are
expected to tighten up and give potential rise to the freight earnings.
In the e-Payments business, FTL is already in the process of adding
several additional services, such as Aadhaar enabled payment system Forbes Bumi Armada Limited (FBAL)
(AEPS), micro-insurance, micro-credit, ticketing for state road
transport etc. FBAL maintains qualified and experienced manpower which
continues to provide quality manning services to Floating Production
There is also a pressing need for cash collection points for segments Storage and Offloading (FPSO) Business located in Mumbai High.
such as BFSI and e-Commerce, where the company’s franchisee The manning team has brought laurels to the Company by maintaining
network can serve as the extended arm of organizations, especially both the FPSO with zero loss time injury (LTI) and 100% commercial
in remote areas. Not only will these additional services give a uptime. Manpower resource of company are delivering international
significant boost to transaction volumes, but will also enhance standard services to client maintaining top notch Health Safety and
franchisee stickiness. The franchisee network has also grown rapidly Environment (HSE) records.
and FTL plans to expand the network significantly in the tier 2 cities
and beyond in the coming year. Assets of The Svadeshi Mills Company Limited (Svadeshi)

With the combination of positive market developments and initiatives The Assets of Svadeshi continue to be in the hands of the Official
that FTL has taken, the business is poised for profitable growth across Liquidator, High Court, Bombay. The Company is exploring options
all segments in the coming years. available.

Shapoorji Pallonji Forbes Shipping Limited (SPFSL, formerly Financial Performance


SCI Forbes Limited)
The Consolidated Financial Statements of the Company and its
SPFSL currently owns 5 specialized chemical tankers with a total dwt subsidiaries, its joint ventures and associate companies are prepared
capacity of 73,424 mt. These 5 vessels are foreign going Indian flag in accordance with Indian Accounting Standards (Ind AS) notified
ships making SPFSL the only company in India that owns chemical under Section 133 of the Companies Act, 2013 read with Companies
tankers. SPFSL is committed to the safe and efficient transportation (Indian Accounting Standards) Rules, 2015 as amended from time to
of chemical cargoes for all its customers and partners. All the five time and other relevant provisions of the Companies Act, 2013. The
vessels maintain approvals from Oil Majors including Shell, Exxon, Notes to Consolidated Financial Statements are disclosed and forms
Chevron, BP and Total for carrying their products. part of the Consolidated Financial Statements.

Segment wise performance

The summarized performance of segment revenues and segment results is as under:


` in Lakhs
Particulars Segment Revenue Segment Results
FY 18-19 FY 17-18 FY 18-19 FY 17-18
Health, Hygiene, Safety Products and its services 2,38,843 2,31,771 5,754 2,940
Engineering 20,913 18,597 2,673 2,357
Real Estate 1,919 11,247 333 4,557
IT Enabled Services and Products 12,385 13,161 4,838 101
Shipping and Logistics Services 11,414 8,103 207 24
Others 33 102 (31) (95)

13
Key Financial performance, Operational Information and Ratio Analysis

Key Ratios/ Indicators Standalone Explanation for change of 25% or more


FY 2018 -19 FY 2017-18
Debtors Turnover (in days) 66 47 The increase in days is mainly due to inclusion of revenues of Project Vicinia
and its early collection in the FY 2017-18. For the current year, this represents
the debtors other than Project Vicinia. This change was required due to
Inventory Turnover * (times) 5 3 implementation of IND AS 115.
Current Ratio 0.78 1.27 Increase in Current Liabilities on account of Current Maturities of Long term
borrowings
Debt Equity Ratio 0.50 0.36 Reduction in equity of ` 5083.10 Lakhs from opening reserves due to
implementation of IND AS 115.
Interest Coverage Ratio 2.82 4.51 The change is due to inclusion of profit of Project Vicinia in the FY 2017-18. For
Operating Profit Margin % 6% 17% the current year, this represents the profit other than Project Vicinia. This change
Net Profit Margin % 5% 14% was required due to implementation of IND AS 115.
Return on Net Worth 4% 15%

*Inventory excludes Real Estate Inventory, as corresponding revenue is accounted as per IND AS 115 in the FY 2018-19.

Key Ratios/ Indicators Consolidated Explanation for change of 25% or more


FY 2018 -19 FY 2017-18
Operating Profit Margin % 2% 2% Increase in profit of Health, Hygiene and Safety Segment.
Net Profit Margin % 0% -1%
Return on Net Worth -1% -7%
Revenue plant and equipments. The consolidated year-end Gross Block
increased to ` 96,278.32 Lakhs (previous year ` 92,710.55 Lakhs)
During the year, standalone revenues decreased to ` 22,727.58 mainly due to additions to intangible assets computer softwares for IT
Lakhs (previous year ` 29,743.91 Lakhs) mainly due to reduction Enabled Segment.
in Real Estate segment revenue due to adoption of IND AS 115.
Consolidated revenues increased to ` 2,85,341.89 Lakhs (previous Profit/(Loss)
year ` 2,82,770.94 Lakhs) mainly due to increase in revenue from
Health, Hygiene, Safety segment. During the year, standalone profit decreased to ` 1,027.19 Lakhs
(previous year ` 4,090.01 Lakhs) mainly due to reduction in Real
Earnings Before Interest, Depreciation, Taxation and Amortization Estate segment profit due to adoption of IND AS 115. Consolidated
(“EBIDTA”) loss decreased to ` (298.47) Lakhs (previous year ` (3,220.88) Lakhs)
mainly due to increase in Health, Hygiene, Safety segment profit.
During the year, standalone EBIDTA decreased to ` 3,186.54 Lakhs
(previous year ` 6,575.63 Lakhs) mainly due to reduction in Real Estate Current Liabilities
segment earnings due to adoption of IND AS 115. Consolidated EBIDTA
increased to ` 17,792.03 Lakhs (previous year ` 16,848.70 Lakhs) mainly The standalone current liabilities increased to ` 44,190.39 Lakhs
due to increase in earnings of Health, Hygiene, Safety segment. (previous year ` 15,973.00 Lakhs) primarily due to Advance from
Customer of Real Estate – IND AS 115 impact. The consolidated
Profit Before Tax (“PBT”) current liabilities increased to ` 1,74,541.85 Lakhs (previous year
` 1,40,539.59 Lakhs) primarily due to Advance from Customer of
During the year, standalone PBT decreased to ` 1,038.81 Lakhs Real Estate – IND AS 115 impact.
(previous year ` 4,606.97 Lakhs) mainly due to reduction in Real
Estate segment profit due to adoption of IND AS 115. Consolidated Loan Funds
PBT increased to ` 1,149.78 Lakhs (previous year `(411.83) Lakhs)
mainly due to increase in profit of Health, Hygiene, Safety segment. During the year, standalone loan funds increased to ` 17,002.19 Lakhs
(previous year ` 16,869.91 Lakhs) registering marginal increase
Fixed Assets in long term borrowings and consolidated loan funds decreased to
` 1,06,949.46 Lakhs (previous year ` 1,18,944.36 Lakhs) primarily
The standalone year-end Gross Block increased to ` 11,409.50 Lakhs on account of repayment of borrowings by EFL.
(previous year ` 10,010.93 Lakhs) mainly due to additions to property,

14
ANNUAL REPORT 2018 - 19

Opportunities and Risks The cyber-attack threat of unauthorised access and misuse of
sensitive information or disruption to operations continues to
Our success as an organization depends on our ability to identify increase.
opportunities and leverage them while mitigating the risks that arise
while conducting our business. Major risks identified by the businesses To reduce the impact of external cyber-attacks impacting our
and functions are systematically addressed through mitigating actions business, we have firewalls and threat monitoring systems
on a continuing basis. Some of the key risks, anticipated impact on the in place, complete with immediate response capabilities
Company and mitigation strategy is as follows: to mitigate identified threats. Our employees are trained to
understand these requirements.
• Market Development
Internal control systems and their adequacy
Your Company monitors external market trends and collates
consumer insights to develop category and brand strategies. The Company has an internal control system, which ensures that
all transactions are recorded satisfactorily and reported and that all
The Company actively searches for ways to translate the trends assets are protected against loss from unauthorized use or otherwise.
in consumer preferences and tastes into new technologies for The internal control systems are supplemented by an internal audit
incorporation into future products. We develop product ideas system carried out by a team under the direct supervision of the
both in-house and with selected partners to enable us to respond Head of Internal Audit. The findings of such internal audits are
to rapidly changing consumer trends with speed. periodically reviewed by the management and suitable actions taken
to address the gaps, if any. The Audit Committee of the Board meets
• Political and Global Uncertainty at regular intervals and addresses significant issues raised by both the
Internal Auditors and the Statutory Auditors. The process of internal
Political uncertainty or volatile economic uncertainty may control and systems, statutory compliance, information technology,
adversely affect the reduced demand and could restrict revenue risk analysis and risk management are inter-woven to provide a
growth opportunities. meaningful support to the management of the business.

The Company has broad based diversified businesses catering Price Waterhouse Chartered Accountants LLP, the statutory auditors
to various industry segments and diverse markets and hence of the Company have audited the financial statements included in
may not get affected by these uncertainties. this annual report and have issued a report on our internal financial
controls over financial reporting as defined in Section 143 of the Act.
• Legal and Regulatory
Material Development in Human Resources and Industrial
Compliance with laws and regulations is an essential part of Relations
your Company’s business operations. We are subject to laws and
regulations in diverse areas as product safety, product claims, The major thrust during the year was in Talent Acquisition, Talent
trademarks, copyright, patents, competition, employee health Management, Performance Management and helping the business
and safety, the environment, corporate governance, listing and drive performance, Identifying and nurturing high potential talent
disclosure, employment and taxes. from a Career Management, Succession perspective and Training
Interventions - both in technical and behavioural domains. The
Frequent changes in legal and regulatory regime and introduction talent acquisitions were to bolster Company’s expansion plans in the
of newer regulations with multiple authorities regulating same Automation business, Engineering Capabilities like Design and new
areas lead to complexity in compliance. areas like Hand Tools. A major Training intervention was commenced
for ‘Value Selling’ covering the entire Sales, Marketing and Project
We closely monitor and review our practices to ensure that we Staff which will continue over different modules in the new year.
remain complaint with relevant laws and legal obligations.
Employee Relations continued to be harmonious with the Long Term
• Systems and Information Settlement discussions in progress with the union at Waluj, the major
focus of which is increase in productivity and efficient practices.
Your Company’s operations are increasingly dependent on IT
systems and the management of information. Investment in Subsidiaries

Increasing digital interactions with customers, suppliers During the year under review, the Company invested ` 1,000 Lakhs
and consumers place even greater emphasis on the need for in Preference Shares of Forbes Technosys Limited, a wholly owned
secure and reliable IT systems and infrastructure, and careful subsidiary of the Company. The Company has also invested ` 2,505
management of the information that is in our possession. Lakhs during the year in equity shares of Eureka Forbes Limited, a
wholly owned Subsidiary of the Company.

15
Subsidiaries/ Associates /Joint Ventures Share Capital

During FY 2018-19 the following companies have become or ceased The paid up Equity Share Capital of the Company as on March
to be subsidiaries, joint ventures or associates. 31, 2019 was `1,289.86 Lakhs. During the year under review, the
Company has not issued any shares with differential voting rights or
Name of Nature of Relationship ‘sweat equity shares’ and has not granted any stock options. As on
Company March 31, 2019 none of the Directors of the Company hold shares or
convertible instruments of the Company.
Aquaignis An Joint Venture of Eureka Forbes Limited
Technologies Pvt. has become a wholly owned subsidiary of Finance
Ltd Eureka Forbes Limited with effect from June
13, 2018. The Company continues to focus on judicious management of its
Aquadiagnostics A wholly owned subsidiary of Eureka Forbes working capital. Relentless focus on receivables, inventories, strict
Water Research & Limited ceased to be a subsidiary with effect cost control and, use of alternative borrowing instruments has helped
Technology Centre from June 25, 2018. in keeping the borrowings and effective interest cost under control.
Ltd
Forbes G4S Ceased to be Joint Venture of Eureka Forbes • Redeemable Non-convertible Debentures
Solutions Pvt Ltd Limited with effect from May 10, 2018.
The Non- Convertible Redeemable Debentures (NCDs)
Forbes A wholly owned subsidiary of Lux
aggregating to `4,000 Lakhs were outstanding during the year
International AG International AG (a step down subsidiary of
ended March 31, 2019.
Eureka Forbes Limited) merged with Lux
International AG with effect from March 23,
• Deposits
2018.
Lux Professional A wholly owned subsidiary of Lux International
The Company has not accepted deposits from public falling
International Gmbh AG (a step down subsidiary of Eureka Forbes
within the ambit of Section 73 of the Act and The Companies
Limited) merged with Lux International AG
(Acceptance of Deposits) Rules, 2014. Unclaimed matured
with effect from March 23, 2018.
deposits were transferred to Investor Education and Protection
Lux Aqua Czech Ceased to be subsidiary of Lux International Fund as per the provisions of the Companies Act, 1956 / 2013.
s.r.o AG (a step down subsidiary of Eureka Forbes
Limited ) with effect from April 30, 2018. Particulars of loans, guarantees and investments
Lux Aqua Hungary Ceased to be subsidiary of Lux International
KFT AG (a step down subsidiary of Eureka Forbes Particulars of Loans, Guarantees and Investments covered under
Limited) with effect from April 30, 2018. provisions of section 186 of the Act are given in the notes to the
Financial Statements.
Details of subsidiaries, associate companies and joint venture
companies are set out in the statement in Form AOC-1, pursuant to Related Party Transactions
Section 129 of the Companies Act, 2013 (“Act”) and, is attached,
herewith, as Annexure “I”. Financial Statements of these subsidiaries All related party transactions that were entered into during the
are available for inspection at the registered office of the Company financial year were on arm’s length basis and were in the ordinary
and that of the subsidiary company concerned and the same would course of business. There were no material related party transactions
be also available on the website of the Company, www.forbes.co.in made by the Company with Promoters, Directors, Key Managerial
Personnel or other designated persons which may have a potential
Dividend and Transfer to Reserves conflict with the interest of the Company at large.

Your Directors are pleased to recommend for the approval of the All related party transactions are placed before the Audit Committee
Members a dividend of ` 2.50 per equity shares (previous year: for approval. Prior omnibus approval of the Audit Committee is
` 2.50) and an additional Special Centenary Year Dividend of `2.50 obtained for transactions which are of a foreseen and repetitive
(25%) per equity share. The dividend, if approved by the Members nature. The transactions entered pursuant to the omnibus approval so
would involve a cash outflow of ` 777.50 lakhs including dividend granted are placed before the Audit Committee on a quarterly basis.
tax (Previous Year ` 388.75 lakhs). In accordance with SEBI (Listing Form AOC-2 is annexed as Annexure ‘III’ to this report, pursuant to
Obligations and Disclosure Regulations), 2015, the Board of Directors Section 188 of the Act. The policy on Related Party Transactions as
of the Company has adopted a Dividend Distribution Policy, which is approved by the Board is uploaded on the Company’s website.
annexed as Annexure “II”. The policy is also available on the website
of the Company, www.forbes.co.in Vigil Mechanism/Whistle Blower Policy

The Company proposes to retain the entire balance amount of The Company has Whistle Blower Policy/Vigil Mechanism to deal
` 3,433.25 Lakhs (Previous Year `7,877.29 lakhs) in the Profit & with instances of fraud and mismanagement, if any. The Policy is also
Loss Account. available on the website of the Company.

16
ANNUAL REPORT 2018 - 19

Internal Complaints Committee Significant and Material Orders Passed By the Regulators or
Courts
The Company has zero tolerance for sexual harassment at workplace
and has adopted a policy on prevention, prohibition and redressal There are no significant material orders passed by the Regulators /
of sexual harassment at workplace as per with the provisions of the Courts which would impact the going concern status of the Company
Sexual Harassment of Women at Workplace (Prevention, Prohibition and its future operations.
and Redressal) Act, 2013 and the rules thereunder for prevention and
redressal of complaints of sexual harassment at workplace. Internal Directors and Key Managerial Personnel
Compliants & Committee (ICC) has been setup to redress complaints
received regarding sexual harassment as per Sexual Harassment of As per provisions of Section 152(6) of the Act, Mr. Shapoor P. Mistry
Women at Workplace (Prevention, Prohibition and Redressal) Act, is due to retire by rotation at the ensuing Annual General Meeting
2013 and the ICC includes external member. During FY 2018-19, no and being eligible, seeks re-appointment. The Board of Directors
complaints on sexual harassment were received. recommend his re-appointment as Director of the Company.

Corporate Governance and Management Discussion and Analysis Ms. Aslesha A. Gowariker, an Independent Director of the Company
on account of her other professional commitments tendered her
resignation with effect from June 12, 2018.
The guiding principle of the Code of Corporate Governance is
‘harmony’ i.e. balancing the need for transparency with the need
Ms. Rani Ajit Jadhav was appointed as an Independent Director of
to protect the interest of the Company and balancing the need for
the Company for a period of three years with effect from September
empowerment at all levels with the need for accountability. A detailed
1, 2018.
report on Corporate Governance forms part of Annual Report. The
‘Management Discussion and Analysis’ forms part of this report. Mr. Kaiwan D. Kalyaniwalla, an Independent Director of the Company on
account of his other professional commitments tendered his resignation
Corporate Social Responsibility (CSR) with effect from the close of business hours of March 31, 2019.
The Company is committed to its stakeholders to conduct business Mr. Nikhil Bhatia has been appointed as an Additional and Independent
in an economically, socially and environmentally sustainable manner Director of the Company with effect from May 16, 2019. The appointment
that is transparent and ethical. is for a period of 5 years subject to approval of Shareholders, which is
being sought through Postal Ballot.
The Company is committed to inclusive, sustainable development
and contributing to building and sustaining economic, social Based on the recommendations of the Nomination and Remuneration
and environmental capital and to pursue CSR projects, as and Committee and subject to approval of the shareholders, the Board of
when required, that are replicable, scalable and sustainable with a Director approved the re-appointment of Mr. D Sivanandhan as an
significant multiplier impact on sustainable livelihood creation and Independent Director for second term of 5 years commencing from
environmental replenishment. August 6, 2019.

The Company during the FY 2018-19 undertook infrastructure funding The Board places on record its appreciation for the invaluable
project and committed and earmarked funds for partial reconstruction services rendered by Ms. Gowariker and Mr. Kalyaniwalla to the
of school building. The said projects undertaken by the Company are in Board and the Company during their tenure as Members of the
accordance with Schedule VII of the Companies Act, 2013. Board/Committees of the Board.

The Report on CSR activities, in terms of Section 135 of the The Company has received declarations from all the Independent
Companies Act, 2013, is annexed as Annexure IV to this report. Directors of the Company confirming that they meet with the criteria
of Independence as prescribed both under the Act and SEBI (LODR),
Risk Management 2015 and there has been no change in the circumstances which may
affect their status as Independent Directors during the year.
The Board of Directors of the Company has formed a Risk
Management Committee for identification, evaluation and mitigation During the year under review, the non-executive directors of the
of external and internal material risks. The Committee shall establish Company had no pecuniary relationship or transactions with the
a framework for the company’s risk management process and to Company, other than sitting fees for attending meetings of Board/
ensure its implementation. The Committee shall periodically review Committee of the Company.
the risk management processes and practices of the Company and
Independent Directors are familiarized with their roles, rights and
establish procedures to mitigate risks on a continuing basis.
responsibilities in the Company through induction programmes at the
time of their appointment as Directors and through presentations made
to them from time to time. The details of familiarization programmes
conducted have been hosted on the website of the Company and can
be accessed at www.forbes.co.in

17
Audit Committee of the Board of Directors Meetings of the Board
The Board met at least once in each quarter and 8 meetings of the
The details pertaining to the composition of the Audit Committee Board were held during the year and the maximum time gap between
of the Board of Directors are included in the Corporate Governance two Board meetings did not exceed the time limit prescribed in the Act.
Report which forms part of this report. The details have been provided in the Corporate Governance Report.

Board Evaluation Directors’ Responsibility Statement

Pursuant to the provisions of the Companies Act, 2013 and SEBI Pursuant to the provisions of Section 134(5) of the Act, the Directors,
(LODR), 2015, the Board has carried out an annual performance based on the representations received from the operating management,
evaluation of its own performance, the directors individually, as confirm that:
well as, the evaluation of the working of its Audit, Nomination and
Remuneration, Stakeholders’ Relationship Committees. (i) in the preparation of the annual accounts, the applicable
accounting standards have been followed along with proper
The performance of the Board was evaluated by the Board after seeking
explanation relating to material departures;
feedback from all the Directors on the basis of the parameters/criteria,
such as, degree of fulfillment of key responsibility by the Board, (ii) they have selected such accounting policies and applied
Board Structures and Composition, establishment and delineation of them consistently and made judgments and estimates that are
responsibilities to the Committees, effectiveness of Board processes, reasonable and prudent so as to give a true and fair view of the
information and functioning, Board culture and dynamics and quality state of affairs of the Company at the end of the FY and of the
of relationship between the Board and the Management. profit or loss of the Company for that period;
The performance of the committees viz. Audit Committee, Nomination
(iii) they have taken proper and sufficient care to the best of
and Remuneration Committee, Corporate Social Responsibility
their knowledge and ability for the maintenance of adequate
and Stakeholders Relationship Committee was evaluated by the
accounting records in accordance with the provisions of this
Board after seeking feedback from Committee members on the
Act, for safeguarding the assets of the Company and detecting
basis of parameters/criteria such as degree of fulfillment of key
fraud and other irregularities;
responsibilities, adequacy of committee composition, effectiveness
of meetings, committee dynamics and, quality of relationship of the
(iv) they have prepared the annual accounts on a going concern
committee with the Board and the Management.
basis;
The Board and the Nomination and Remuneration Committee
(v) they have laid down internal financial controls to be followed
reviewed the performance of the individual Directors on the basis
by the Company and that such internal financial controls are
of self- assessment questionnaire and feedback/inputs from other
adequate and are operating effectively; and
Directors (without the concerned director being present).
(vi) they have devised proper systems to ensure compliance with
In a separate meeting of Independent Directors, the performance
the provisions of all applicable laws and that such systems are
of Non-Independent Directors of the Board as a whole and the
adequate and operating effectively.
performance of the Chairman were evaluated.
Auditors and Audit Report
Remuneration Policy
Statutory Auditors
The Board has, on the recommendation of the Nomination and
Remuneration Committee, framed a policy for selection and appointment
Pursuant to the provisions of section 139 of the Companies Act,
of Directors, senior management personnel and their remuneration.
2013 read with the Companies (Audit and Auditors) Rules, 2014,
Remuneration Policy of the Company acts as a guideline for determining,
Price Waterhouse Chartered Accountants LLP (PWC) (ICAI Firm
inter alia, qualification, positive attributes and independence of a
Registration No.012754N/N500016) were appointed as the Statutory
Director, matters relating to the remuneration, appointment, removal and
Auditors of the Company for a term of 5 years till the conclusion of
evaluation of the performance of the Director, Key Managerial Personnel
103rd Annual General Meeting of the Company.
and senior managerial personnel. Nomination and Remuneration Policy
is annexed as Annexure “V” to this report.
The Audit Report forms part of the Annual Report. The Auditors have
referred to certain matters in their report on Financial Statements to
Disclosure as required under Section 197 (12) of Act read with Rule
the shareholders, which read with relevant notes forming part of the
5 of The Companies (Appointment and Remuneration of Managerial
accounts, is self - explanatory.
Personnel) Rules, 2014 are annexed as Annexure ‘VI’ to this Report.

18
ANNUAL REPORT 2018 - 19

Cost Auditors Extract of Annual Return

As per the requirements of Section 148 of the Act read with The The details forming part of the extract of the Annual Return in Form
Companies (Cost Records and Audit) Rules, 2014, the cost accounts MGT-9, as per the provisions of the Companies Act, 2013 and Rules
of the Engineering Division and Project Vicinia of the Company are thereto is annexed herewith as Annexure ‘IX’ and forms part of
required to be audited by a Cost Accountant. The Board of Directors of this Report. The said extract is also available on the website of the
the Company have, on the recommendation of the Audit Committee, Company viz. www.forbes.co.in.
appointed Kishore Bhatia & Associates, Cost Accountants, as Cost
Auditors for the FY 2019-20 on a remuneration of ` 4.50 Lakhs Business Responsibility Report
plus out of pocket expenses. As required under the Companies Act,
2013, necessary resolution seeking members’ ratification for the A separate section on Business Responsibility Report forms part of
remuneration to the Cost Auditor is included in the Notice convening this Annual Report as required under Regulation 34(2)(f) of SEBI
the Hundredth Annual General Meeting of the Company. (Listing Obligations and Disclosure Requirements) Regulation, 2015.

Secretarial Audit Cautionary Statement

Pursuant to the provisions of Section 204 of the Act and the Companies Statements in the Board’s Report and the Management Discussion
(Appointment and Remuneration of Managerial Personnel) Rules, & Analysis describing the Company’s objectives, expectations or
2014, the Company has appointed Makarand M. Joshi & Co, a firm of forecasts may be forward-looking within the meaning of applicable
Company Secretaries in Practice, to undertake the Secretarial Audit securities laws and regulations. Actual results may differ materially
of the Company. The Report of the Secretarial Auditor is annexed from those expressed in the statement. Important factors that could
herewith as Annexure ‘VII’. influence the Company’s operations include global and domestic
demand and supply, input costs, availability, changes in government
The Secretarial Audit Report Does not Contain any qualification, regulations, tax laws, economic developments within the country and
reservation or adversed remark or disclaimer. other factors such as litigation and industrial relations.

The Secretarial Audit of Eureka Forbes Limited, (Material Subsidiary) Acknowledgements


for the FY 2018-19 was carried out pursuant to Section 204 of the
Companies Act, 2013 and Regulation 24A of the SEBI (Listing Your Directors acknowledge and thank all stakeholders of the
Obligations and Disclosure Requirements) Regulation, 2015. The Company viz. customers, members, employees, dealers, vendors,
Report of the Secretarial Auditor of Eureka Forbes Limited does not banks and other business partners for their valuable sustained support
contain any qualification, reservation or adverse remark or disclaimer. and encouragement. Your Directors look forward to receiving similar
support and encouragement from all stakeholders in the years ahead.
Particulars of Employees and Energy Conservation, Technology
Absorption and Foreign Exchange Earnings and Outgo For and on behalf of the Board

(a) The information required pursuant to Section 197 of the Act read
with Rule 5 of the Companies (Appointment and Remuneration Shapoor P. Mistry
of Managerial Personnel) Rules, 2014 in respect of employees Chairman
of the Company, will be provided upon request. In terms of DIN: 00010114
Section 136 of the Act, the Report and Accounts are being Mumbai, May 30, 2019
sent to the Members, excluding the information on employees’
particulars which is available for inspection by the Members at
the Registered Office of the Company during the business hours
on working days of the Company. Any member interested in
obtaining such particulars may write to the Company Secretary
at the Registered Office of the Company.

(b) Information relating to the Conservation of Energy, Technology


Absorption and Foreign Exchange Earnings and Outgo
stipulated under Section 134(3)(m) of the Act read with
Rule 8 of The Companies (Accounts) Rules, 2014 is annexed
herewith as Annexure ‘VIII’.

19
ANNEXURE “I”

20
FORM AOC-I
[Pursuant to first proviso to sub-section (3) of section 129 read with Rule 5 of Companies (Accounts) Rules, 2014]
Statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures
PART “A” SUBSIDIARIES

Campbell
Properties Euro Forbes
Aquaignis & Forbes Forbes Forbes Forbes Facility
Technologies Hospitality Eureka Financial Bumi Campbell Enviro Services
Private Services Forbes Services Armada Services Solutions Private
Name of Subsidiary Limited Limited Limited EFL Mauritius Limited Limited Euro Forbes Limited Dubai Limited Limited Limited Limited Forbes Lux FZCO

Reporting Period
of Subsidiary
concerned ,if
different from the
holding company’s March 31, March 31, March 31, March 31, March 31, March 31, March 31, March 31,
reporting period 2019 2019 2019 March 31, 2019 2019 December 31, 2018 2019 2019 2019 2019 December 31, 2018

Reporting Currency
and exchange rate
as on the last date
of the relevant
Financial year in
the case of foreign
subsidiaries ` In Lakhs ` In Lakhs ` In Lakhs EUR Rate ` In Lakhs ` In Lakhs in USD $ Rate ` In Lakhs ` In Lakhs ` In Lakhs ` In Lakhs ` In Lakhs in USD $ Rate ` In Lakhs
AVG AVG AVG

(a) Share Capital 585.57 48.75 377.80 287.20 73.93 21,234.26 5.00 276.97 66.50 18,418.67 550.00 5.00 282.73 100.00 289.40 67.09 19,414.27

(b) Reserves & Surplus * (240.68) 132.14 20,386.28 * (85.26) 48.47 * (4,132.03) * (2.59) * (352.44) 67.13 * (23,659.66) 727.81 13.61 * (217.48) 890.50 * (384.24) 67.67 * (26,000.02)

(c) Total Assets 495.47 183.46 1,37,305.44 206.31 84.54 17,441.65 2.53 142.83 69.44 9,918.08 2,547.82 21.93 1,412.16 5,505.07 60.77 69.44 4,219.71

(d) Total Liabilities 150.58 2.57 1,16,541.36 4.36 77.76 339.41 0.12 218.31 69.44 15,159.06 1,270.01 3.33 1,346.91 4,514.58 155.61 69.44 10,805.46

(e) Investments - - 29,747.38 204.46 84.60 17,297.91 - - - - 1,093.63 - - - - - -

(f) Turnover 617.33 11.30 1,84,227.86 - - - - - - - 5,437.92 33.15 2,592.51 17,750.40 27.19 68.72 1,868.47

(g) Profit before


Taxation (39.65) (0.72) (28,454.58) (0.11) 80.22 (8.81) (0.05) (293.50) 67.15 (19,707.90) 256.93 2.31 (75.81) 865.63 (11.33) 68.26 (773.16)

(h) Provision for


Taxation - (0.19) 1,910.02 - - - - - - - 33.38 0.59 (6.26) 258.09 - - -

(i) Profit after Taxation (39.65) (0.53) (30,364.60) (0.11) 80.22 (8.81) (0.05) (293.50) 67.15 (19,707.90) 223.55 1.72 (69.55) 607.55 (11.33) 68.26 (773.16)

(j) Proposed Dividend - - - - - - - - - - - - - - - - -

(k) % of Shareholding 100 100 100 100 100 100 51.00 98.00 100.00 100.00 100
ANNEXURE “I”
FORM AOC-I
[Pursuant to first proviso to sub-section (3) of section 129 read with Rule 5 of Companies (Accounts) Rules, 2014]
Statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures
PART “A” SUBSIDIARIES

Forbes
Forbes Campbell
Name of Technosys Finance
Subsidiary Forbes Lux International AG Limited Limited Lux International AG Lux Deutschland GmbH Lux Del Paraguay S.A. Lux Auqa Paraguay S.A.

Reporting Period
of Subsidiary
concerned ,if
different from the
holding company’s March 31, March 31,
reporting period December 31, 2018 2019 2019 December 31, 2018 December 31, 2018 December 31, 2018 December 31, 2018

Reporting Currency
and exchange rate
as on the last date
of the relevant
Financial year in
the case of foreign
subsidiaries CHF Rate ` In Lakhs ` In Lakhs ` In Lakhs CHF Rate ` In Lakhs EUR Rate ` In Lakhs PYG Rate ` In Lakhs PYG Rate ` In Lakhs

(a) Share Capital 710.00 66.01 46,869.43 2,689.72 386.41 195.00 66.84 13,033.78 71.53 84.96 6,077.19 50,000.00 0.01 558.50 1,000.00 0.01 11.58

(b) Reserves & Surplus * (275.44) 93.08 * (25,638.35) * (130.77) 4,549.13 * (45.98) 54.80 * (2,519.85) * (58.24) 86.20 * (5,020.84) * (15,370.29) 0.01 * (160.95) * (16,409.40) 0.01 * (188.48)

(c) Total Assets 827.85 59.16 48,979.34 23,934.24 5,356.26 447.24 70.55 31,554.07 88.72 79.46 7,049.86 3,11,377.77 0.01 3,574.62 26,994.20 0.01 309.89

(d) Total Liabilities 393.29 70.55 27,748.27 21,375.29 420.72 298.21 70.55 21,040.14 75.42 79.46 5,993.50 2,76,748.07 0.01 3,177.07 42,403.60 0.01 486.79

(e) Investments 781.12 58.48 45,682.26 - 5,124.66 337.18 70.55 23,789.17 - - - - - - - - -

(f) Turnover - - - 12,385.34 6.00 - - - 115.45 80.76 9,323.72 2,87,955.40 0.01 3,369.08 6,679.69 0.01 78.15

(g) Profit before


Taxation (3.27) 70.25 (229.84) 10.86 (35.75) (10.54) 70.25 (740.36) (22.04) 80.76 (1,780.00) (15,885.76) 0.01 (185.86) (8,757.43) 0.01 (102.46)

(h) Provision for


Taxation (1.85) 70.25 (130.23) - - 0.14 70.26 9.88 (0.01) 81.25 (0.78) 1,482.91 0.01 17.35 - - -

(i) Profit after Taxation (5.13) 70.25 (360.07) 10.86 (35.75) (10.68) 70.25 (750.24) (22.03) 80.76 (1,779.22) (17,368.66) 0.01 (203.21) (8,757.43) 0.01 (102.46)

(j) Proposed Dividend - - - - - - - - - - - - - - - - -

(k) % of Shareholding 100 100.00 100.00 100.00 100 100 90


ANNUAL REPORT 2018 - 19

21
ANNEXURE “I”

22
FORM AOC-I
[Pursuant to first proviso to sub-section (3) of section 129 read with Rule 5 of Companies (Accounts) Rules, 2014]
Statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures
PART “A” SUBSIDIARIES

Name of
Subsidiary Lux Hungaria Kereskedelmi Kft Lux Italia srl Lux Norge A/s Lux Osterreich GmbH (Austria) Lux Schweiz AG

Reporting Period
of Subsidiary
concerned ,if
different from the
holding company’s
reporting period December 31, 2018 December 31, 2018 December 31, 2018 December 31, 2018 December 31, 2018

Reporting
Currency and
exchange rate as on
the last date of the
relevant Financial
year in the case of ` In
foreign subsidiaries HUF Rate ` In Lakhs EUR Rate ` In Lakhs NOK Rate ` In Lakhs EUR Rate ` In Lakhs CHF Rate Lakhs

(a) Share Capital 300.00 0.29 85.96 1.10 84.96 93.46 85.00 8.53 725.28 5.00 84.96 424.80 1.00 69.37 69.37

(b) Reserves &


Surplus 11,326.42 0.25 2,789.25 * (2.09) 82.36 * (172.03) * (89.21) 8.51 * (758.98) * (2.21) 73.09 * (161.64) 0.48 73.02 35.05

(c) Total Assets 23,047.16 0.25 5,699.56 5.07 79.47 402.63 85.63 8.00 684.63 22.50 79.47 1,787.96 4.52 70.55 318.90

(d) Total Liabilities 11,420.74 0.25 2,824.35 6.06 79.47 481.19 89.85 8.00 718.33 19.71 77.36 1,524.80 3.04 70.55 214.48

(e) Investments - - - - - - - - - - - - - - -

(f) Turnover 40,902.13 0.25 10,254.16 13.59 80.76 1,097.37 285.85 8.35 2,390.94 40.64 80.76 3,281.68 16.32 70.25 1,146.47

(g) Profit before


Taxation 404.66 0.25 101.45 (3.42) 80.76 (276.33) (17.91) 8.35 (149.81) (0.95) 80.76 (77.07) (0.78) 70.24 (54.79)

(h) Provision for


Taxation 40.40 0.25 10.13 - - - - - - 0.04 - 2.83 0.21 70.24 14.75

(i) Profit after


Taxation 364.26 0.25 91.32 (3.42) 80.76 (276.33) (17.91) 8.35 (149.81) (0.99) 80.76 (79.90) (0.99) 70.25 (69.55)

(j) Proposed Dividend - - - - - - - - - - - - - - -

(k) % of Shareholding 100 100 100 100 100


ANNEXURE “I”
FORM AOC-I
[Pursuant to first proviso to sub-section (3) of section 129 read with Rule 5 of Companies (Accounts) Rules, 2014]
Statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures
PART “A” SUBSIDIARIES

Volkart Fleming
Name of Shapoorji Pallonji Shipping & Services
Subsidiary Lux International Services & Logistic GmbH LIAG Trading and Investment Limited Forbes Shipping Limited Limited.

Reporting Period
of Subsidiary
concerned ,if
different from the
holding company’s
reporting period December 31, 2018 December 31, 2018 March 31, 2019 March 31, 2019

Reporting
Currency and
exchange rate as on
the last date of the
relevant Financial
year in the case of
foreign subsidiaries EUR Rate ` In Lakhs in USD $ Rate ` In Lakhs ` In Lakhs ` In Lakhs

(a) Share Capital 0.25 73.80 18.45 0.28 64.93 18.18 8,200.00 50.39

(b) Reserves &


Surplus 2.17 80.12 173.47 5.33 69.68 371.37 6,253.75 523.45

(c) Total Assets 44.92 79.47 3,569.51 62.78 69.44 4,359.41 42,785.22 632.67

(d) Total Liabilities 42.50 79.47 3,377.59 57.17 69.44 3,969.85 28,331.47 58.83

(e) Investments - - - - - - - 203.91

(f) Turnover 121.22 80.76 9,789.03 50.57 68.72 3,475.36 11,414.04 84.71

(g) Profit before


Taxation (2.11) 80.76 (170.14) 13.83 68.72 950.45 (1,160.93) 47.71

(h) Provision for


Taxation 0.01 80.42 0.69 - - - 22.45 13.28

(i) Profit after


Taxation (2.12) 80.76 (170.84) 13.83 68.72 950.45 (1,183.38) 34.43

(j) Proposed Dividend - - - 10.00 68.72 687.24 - -

(k) % of Shareholding 100 100 25 100

All Foreign currencies are in Lakhs

* Net of Debit balance of Profit & Loss Accounts.

Includes Investments
ANNUAL REPORT 2018 - 19

23
ANNEXURE “I”

24
FORM AOC-I
[Pursuant to first proviso to sub-section (3) of section 129 read with Rule 5 of Companies (Accounts) Rules, 2014]
Statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures
Part “B” Associates and Joint Ventures
` in Lakhs

Forbes Concept Infinite Water Euro P2P Direct Nuevo Consultancy Dhan Gaming
Sr. Forbes Aquatech Hospitality Services Solutions Private AMC Cookware PTE (Thailand) Company Services Private Solution (India)
No. Name of Joint Ventures / Associates Limited Private Limited Limited Limited Limited Limited Private Ltd.

1 Latest Audited Balance sheet Date March 31, 2019 March 31, 2019 March 31, 2019 December 31, 2018 December 31, 2018 March 31, 2019 March 31, 2019

2 Share of Associate/ Joint Venture held by the


company on the year end Number of share held 5,00,000 26,25,000 35,00,000 5,000 19,596 58,849 10,000

Amount of Investment (` in Lakhs) 50.00 262.50 350.00 258.00 26.68 5.88 0.01

Extend of Holding % 50% 50% 50% 50% 49% 49% 49%

3 Description of how there is significant influence Joint Venture Joint Venture Joint Venture Joint Venture Associate Associate Associate

4 Reason why the associate/ Joint venture is not


consolidated NA NA NA NA NA NA NA

5 Networth attributable to shareholding as per latest


audited Balance Sheet (` in Lakhs) 822.96 6.33 224.50 4,146.26 (2,914.40) (30.46) (0.04)

6 Profit/Loss for the year

(1) Consider in Consolidation (` in Lakhs) 108.66 (0.36) 284.43 250.80 - - -

(2) Not Considered in Consolidation (` in Lakhs) - - - - - 16.64 (0.19)

For and on behalf of the Board

Shapoor P. Mistry
Chairman
DIN: 00010114
Mumbai: May 30, 2019
ANNUAL REPORT 2018 - 19

Annexure “II”
DIVIDEND DISTRIBUTION POLICY
1. Background, Scope and Applicability (a) Net operating profit after tax;
(b) Distributable surplus available as per the Act and Regulations;
The SEBI (Listing Obligations and Disclosure Requirements) (c) Working capital requirements;
Regulations, 2015 (“Regulations”) require the top 500 listed (d) Capital expenditure requirements;
companies (by market capitalisation) to disclose a Dividend (e) Resources required to fund acquisitions and / or new businesses;
Distribution Policy (“Policy”) in the annual report and on (f) Cash flow required to meet contingencies;
the corporate website. The entities other than top 500 listed (g) Outstanding borrowings;
companies may adopt and disclose their dividend distribution (h) Additional investment in subsidiaries and associates of the
policies on voluntary basis. Company;
(i) Stipulations/ Covenants of loan agreements; and
The Company currently has only one class of shares, viz. (j) Past Dividend Trends.
equity, for which this policy is applicable. The policy is subject
to review if and when the Company issues different classes of External Factors:
shares.
The Board of Directors of the Company would consider the
The intent of the Policy is to broadly specify the external and following external factors before declaring or recommending
internal factors including financial parameters that shall be dividend to shareholders:
considered while declaring dividend and the circumstances
under which the shareholders of the Company may or may not (a) Prevailing legal requirements, regulatory conditions or
expect dividend and how the retained earnings shall be utilized, restrictions laid down under the applicable laws including tax
etc. laws;
(b) Global conditions; and
2. Dividend (c) Dividend pay-out ratios of companies in the same industry.

Dividend represents the profit of the Company, which is 5. Utilization of Retained Earning
distributed to shareholders in proportion to the amount paid-up
on shares they hold. Dividend includes Interim Dividend. The Board may retain its earnings in order to make better use of
the available funds and increase the value of the stakeholders in
3. Circumstances under which shareholders can expect the long run. The decision of utilization of the retained earnings
Dividend of the Company shall be based on the following factors:

The Board shall before declaring any dividend assess the • Market expansion plan;
Company’s financial performance, long term strategy, present • Increase in production capacity;
and future organic and inorganic growth plans and other relevant • Modernization plan;
factors (as mentioned elsewhere in this policy) and ensure that • Diversification of business;
sufficient funds are retained for growth of the Company. • Long term strategic plans;
• Replacement of capital assets;
The Dividend for any financial year shall normally be paid out • Dividend payment; and
of the Company profits for that year. If circumstances require, • Such other criteria as the Board may deem fit from time to
the Board may also declare dividend out of accumulated profits time.
of any previous financial year(s) in accordance with provisions
of the Act and Regulations, as applicable. 6. Manner of Dividend Payout

4. Parameters for declaration of Dividend Interim dividend: Interim dividend, if any, shall be declared by
the Board.. Before declaring interim dividend, the Board shall
The Board of Directors of the Company, shall consider the consider the financial position of the Company that allows the
following parameters for declaration of Dividend: payment of such dividend. The payment of dividends shall be
made within the statutorily prescribed period from the date of
Financial Parameters / Internal Factors : declaration to the shareholders entitled to receive the dividend
on the record date, as per the applicable laws.
The Board of Directors of the Company would consider
the following financial parameters before declaring or Final dividend: Recommendation, if any, shall be done by the
recommending dividend to shareholders: Board, usually in the Board meeting that considers and approves
the annual financial statements, subject to approval of the

25
shareholders of the Company. The dividend as recommended The Company reserves its right to alter, modify, add, delete
by the Board shall be approved/declared at the Annual General or amend any of the provisions of this Policy.
Meeting of the Company. The payment of dividends shall be
made within the statutorily prescribed period from the date of In case of any amendment(s), clarification(s), circular(s) etc.
declaration, to those shareholders who are entitled to receive issued by the relevant authorities, not being consistent with the
the dividend on the record date/book closure period, as per the provisions laid down under this Policy, then such amendment(s),
applicable law. clarification(s), circular(s) etc. shall prevail upon the provisions
hereunder and this Policy shall stand amended accordingly
7. Disclosures from the effective date as laid down under such amendment(s),
clarification(s), circular(s) etc.
The Dividend Distribution Policy shall be disclosed in the
Annual Report and on the website of the Company i.e. at 9. Disclaimer
www.forbes.co.in. The Company shall also make appropriate
disclosures as required under the SEBI Regulations. This document does not solicit investments in the Company’s
securities. Nor is it an assurance of guaranteed returns (in any
8. General form), for investments in the Company’s equity shares.

This Policy would be subject to revision/amendment in For and on behalf of the Board
accordance with the guidelines as may be issued by Ministry of
Corporate Affairs, Securities Exchange Board of India or such
other regulatory authority as may be authorized, from time to Shapoor P. Mistry
time, on the subject matter. Chairman
DIN: 00010114
Mumbai, May 30, 2019

26
ANNUAL REPORT 2018 - 19

Annexure “III”
FORM NO. AOC.2

Form for disclosure of particulars of contracts/arrangements entered into by the Company with related parties referred to in sub-
section (1) of section 188 of the Companies Act, 2013 including certain arms length transactions under third proviso thereto

(Pursuant to clause (h) of sub-section (3)of section 134 of the Act and Rule 8(2) of the
Companies (Accounts) Rules, 2014)

1 Details of contracts or arrangements or transactions Nil


not at arm’s length basis
2 Details of material contracts or arrangement or transactions at arm’s length basis:
a Name(s) of the related party and nature of Paikar Real Estates Private Limited, a subsidiary of Shapoorji Pallonji and
relationship Company Private Limited, the holding Company of the Company.
b Nature of contracts/arrangements/transactions Sale of 50 % of Business Undertaking in Project Vicinia on a going concern
on as-is-where-is basis by way of slump sale through Business Transfer
c Duration of the contracts/arrangements/ Agreement.
transactions
d Salient terms of the contracts or arrangements or
transactions including the value, if any
e Date(s) of approval by the Board, if any February 27, 2019
f Amount paid as advances, if any The entire consideration of ` 15,500 Lakhs was received in advance.

For and on behalf of the Board

Shapoor P. Mistry
Chairman
DIN: 00010114
Mumbai, May 30, 2019

27
Annexure “IV”
Annual Report on Corporate Social Responsibility (CSR) Activities
(Pursuant to Section 135 of the Companies Act, 2013)

1. A Brief outline of the Company’s CSR policy, including Rehabilitation of families affected by natural calamities
overview of projects or programs proposed to be undertaken includes providing assistance to Government agencies involved
and a reference to the web- link to the CSR policy and project in ‘Search and Rescue’ operations in areas of our country that
or programs. are struck by natural calamities like floods, earthquakes or
cyclone and providing psychological or material assistance to
CSR Policy (‘Policy’) was adopted by the Board of Directors of help distressed persons of such areas to return to their natural
the Company on March 23, 2015. ways of living.

The Company is committed to its stakeholders to conduct General improvement in quality of life will include
business in an economically, socially and environmentally development of the urban poor specially those who are impacted
sustainable manner that is transparent and ethical. by re-development projects, differently abled youth to make
them employment worthy, financial inclusion facilities for the
The Company is committed to inclusive, sustainable poor workers.
development and contributing to building and sustaining
economic, social and environmental capital and to pursue CSR The Company may also undertake other CSR activities as
projects that are replicable, scalable and sustainable, with a permitted in Schedule VII of the Act.
significant multiplier impact on sustainable livelihood creation
and environmental replenishment. The Policy is available on the Company’s website at www.
forbes.co.in
The Company’s CSR activities focus on:
CSR projects of the Company in the financial year included
• Health. Health, Education & Environment Preservation.
• Education.
• Environment Preservation. 2. The Composition of the CSR Committee
• Rehabilitation of families affected by natural calamities.
• General improvement in quality of life. Mr. D. Sivanandhan - Chairman - Independent Director
Mr. Jai Mavani - Member- Non-Executive Director
Health shall cover WaSH that is, Water, Sanitation, and Hygiene Mr. M. C. Tahilyani - Member- Managing Director
leading to better Health. Our goal here will be to work towards
long-term impact by changing habits, inculcating awareness 3. Average net profit of the Company for last three financial
of safe drinking water, good sanitation and hygiene. Providing years
necessary infrastructural support, for example, community level
drinking water plants, filters, educating and creating awareness Average net profit: ` 2557 lakhs
on need for safe water and hygiene. To enable sustainability, the
local community will be equal participants in such programmes, 4. Prescribed CSR Expenditure (two percent of the amount as
contributing to actual construction, monitoring, maintaining in item 3 above)
and reporting on impact and usage. Also, providing affordable
world-class health care facilities to the under privileged. The Company has committed ` 52.09 lakhs towards CSR
initiatives for the Financial Year 2018-19.
Education shall seek to mainstream children, with special
focus on children of underprivileged sections of the society, by 5. Details of CSR spent during the financial year:
providing them with non-formal schooling opportunities which
can translate later to formal school admissions. Also, supporting a) Total amount to be spent for the financial year 2018-19: ` 52.09
tribal schools in the far-flung hamlets and convert them into Lakhs
‘model’ educational institutions. Skill based training to young
adults will be achieved through livelihoods skills’ programmes. b) Amount unspent: ` 24.14 Lakhs. The Company has budgeted
` 52.09 Lakhs for spending on CSR initiatives in FY 2018-19.
Environment Preservation includes adopting energy The Company has spent ` 6.40 Lakhs on construction of toilets
conservation practices, Measuring and reducing carbon and ` 21.55 Lakhs on construction of Municipal School building
footprint, involving employees in conservation practices, in Aurangabad. The Construction work could start after only
utilizing environment-friendly materials and rainwater after receipt of requisite approvals. The balance unspent amount
harvesting and water conservation. Setting a goal to ‘green our of ` 24.14 Lakhs is expected to be spent by July’2019.
planet’ consciously by planting trees.

28
ANNUAL REPORT 2018 - 19

c) Manner in which the amount spent/committed during the financial year 2018-19 is detailed below

(1) (2) (3) (4) (5) (6) (7) (8)


Sr. CSR Project Sector in which Local area/ Amount outlay Direct Cumulative Amount
No or activity the Project is the State and project or expenditure on expenditure spent: Direct
Identified covered district where programs wise projects upto to the or through
projects or reporting implementing
programs were period agency
undertaken (` In Lakhs)
1 Supporting Promoting Aurangabad 57.41* 33.27* 33.27*@ Direct
School Education Maharashtra
2 Environment Environment Aurangabad 8.08** 8.08** 8.08** Direct
Preservation Sustainability Maharashtra
3 Sanitation Sanitation Alibaug, 6.40 6.40 6.40 Panchsheel
Maharashtra Hitawardhini
Mandal Trust

* Includes ` 11.72 Lacs pertaining to FY 2017-18. The Construction could start only after receipt of requisite approvals.
** Pertains to FY 2017-18 (spent in FY 2018-19).
@ The Company has committed and earmarked balance unspent amount of ` 24.14 Lakhs for FY 2018-19 towards construction of a
municipal school building in Aurangabad. The construction work is expected to be completed by July 2019.

6. In case the Company has failed to spend the two per cent of the average net profit of the last three financial years or any part thereof, the
reasons for not spending the amount in its Board report.

The Company entered into a Memorandum of Understanding (MOU) with Aurangabad Municipal Corporation towards reconstruction of
a municipal school building in Aurangabad. The construction work could start after only after receipt of requisite approvals. The balance
unspent amount of ` 24.14 lakhs is expected to be be utilised by July’2019.

7. A responsibility statement of the CSR Committee that the implementation and monitoring of CSR Policy, is in compliance with CSR
objectives and Policy of the Company.

We hereby affirm that the CSR Policy, as approved by the Board, has been implemented and the monitoring of CSR policy, is in
compliance with our CSR objectives and policy of the Company.

M. C. Tahilyani D. Sivanandhan
Managing director Chairman of the CSR Committee
DIN: 01423084 DIN:03607203

Mumbai, May 30, 2019

29
Annuexure “V”
Nomination and Remuneration Policy
REGULATORY FRAMEWORK  Whether to extend or continue the term of appointment of the
independent director, on the basis of the report of performance
I SECTION 178 OF THE COMPANIES ACT, 2013 evaluation of independent directors.

 The Nomination and Remuneration Committee shall identify The Company shall disclose the remuneration policy and the
persons who are qualified to become directors and who may evaluation criteria in its Annual Report.
be appointed in senior management in accordance with the
criteria laid down, recommend to the Board their appointment Regulation 18(3) of SEBI (Listing Obligations and Disclosure
and removal and shall carry out evaluation of every director’s Requirements) Regulations, 2015 provides that the appointment,
performance. removal and terms of remuneration of the Chief Internal Auditor shall
be subject to review by the Audit Committee.
 The Nomination and Remuneration Committee shall formulate
the criteria for determining qualifications, positive attributes DEFINITIONS AND INTERPRETATION
and independence of a director and recommend to the Board
a policy, relating to the remuneration for the directors, key In this Policy unless the context otherwise requires:
managerial personnel and other employees.
Act shall mean Companies Act, 2013.
 The Nomination and Remuneration Committee shall, while
formulating the policy as aforesaid shall ensure that: Board shall mean Board of Directors of the Company (Forbes &
Company Limited).
(a) the level and composition of remuneration is reasonable and
sufficient to attract, retain and motivate directors of the quality Charter shall mean Charter for Performance Evaluation of the
required to run the Company successfully; Directors, Committees and Board of Directors adopted by the Board
of Directors of the Company as amended from time to time.
(b) relationship of remuneration to performance is clear and meets
appropriate performance benchmarks; and KMPs or Key Managerial Personnel shall mean following:
a. Managing Director (MD) , or Chief Executive Officer or
(c) remuneration to directors, key managerial personnel and senior Manager and in their absence, Whole time Director;
management involves a balance between fixed and incentive b. Company Secretary; and
pay reflecting short and long-term performance objectives c. Chief Financial Officer
appropriate to the working of the Company and its goals:
NRC shall mean Nomination and Remuneration Committee.
II SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 Senior Management Personnel shall mean employees comprising
of all members of management one grade below the MD, including
Schedule II Part D of Regulation 19 of SEBI (Listing Obligations the functional/ vertical heads.
and Disclosure Requirements) Regulations, 2015 provides that
role of Nomination and Remuneration Committee shall, inter- INTERPRETATION
alia, include the following:
i. The provisions of the Act and the SEBI (Listing Obligations
 Formulation of the criteria for determining qualifications, Disclosure Requirements) Regulations 2015 (SEBI LODR)
positive attributes and independence of a director and shall be deemed to have been mutatis mutandis specifically
recommend to the Board a policy, relating to the remuneration incorporated in this Policy and in case any of the provision of
of the directors, key managerial personnel and other employees; this Charter is inconsistent with the provisions of Act and/or
the SEBI LODR, the provisions of Act and/or the SEBI LODR
 Formulation of criteria for evaluation of Independent Directors shall prevail.
and the Board;
ii. The capitalized words not specifically defined in the Policy shall
 Devising a policy on Board diversity; and have the same meaning as under the Act or the SEBI LODR or
the Charter.
 Identifying persons who are qualified to become directors and
who may be appointed in senior management in accordance iii. For interpretation of this Policy, reference and reliance may be
with the criteria laid down, and recommend to the Board their placed upon circulars/clarifications issued by the Ministry of
appointment and removal. the Corporate Affairs or SEBI and/or any other authority.

30
ANNUAL REPORT 2018 - 19

OBJECTIVES  Determine the criteria for selection, attributes and broad


parameters for appointment of KMPs, evaluation and
The Objective of this Policy is to act as a guideline for determining, measurement of performance of KMPs and to recommend
inter-alia, qualifications, positive attributes and independence of appointments of KMPs to the Board;
a Director, matters relating to the remuneration, appointment,
removal and evaluation of performance of the Directors, KMPs,  Determine the criteria for selection, compensation structure,
Senior Management Personnel and includes: evaluation and measurement of performance of Senior
Management Personnel;
 Ensuing that the level and composition of remuneration is
reasonable and sufficient to attract, retain and motivate directors  Ensure that the Board comprises of a balanced combination of
of the quality required to run the Company successfully; Executive Directors and Non-Executive Directors and also the
Independent Directors;
 Ensuing that the relationship of remuneration to performance is
clear and meets appropriate performance benchmarks;  Devise framework to ensure that Directors are inducted
through suitable familiarization process covering their roles,
 Ensuing that the remuneration to Directors, KMPs, and other responsibility and liability;
Senior Management Personnel of the Company involves a fine
balance between fixed and incentive pay reflecting short and  Oversee the formulation and implementation of ESOP Schemes,
long-term performance objectives appropriate to the working of its administration, supervision, and formulating detailed terms
the Company and its goals; and conditions in accordance with SEBI Guidelines;

 To lay down criteria and terms and conditions with regard  Devise a policy/criteria on Board diversity;
to identifying persons who are qualified to become Directors
(Executive and Non-executive) and persons who may  The NRC shall assist the Board in ensuring that plans are in
be appointed in Senior Management, KMPs and to place for orderly succession for appointments to the Board and
determine their remuneration; to senior management; and

 To determine remuneration based on the Company’s size and  Set up mechanism to carry out its functions and is further
financial position and trends and practices on remuneration authorized to delegate any / all of its powers to any of the
prevailing in the industry; Directors and / or officers of the Company, as deemed necessary
for proper and expeditious execution.
 To carry out evaluation of the performance of Directors;
APPOINTMENT OF DIRECTORS
 To retain, motivate and promote talent and to ensure long
term sustainability of talented managerial persons and create  The NRC shall ensure that Board has appropriate balance
competitive advantage; and of skills, experience and diversity of perspectives that are
imperative for the execution of its business strategy, and
 To lay down criteria for appointment, removal of directors, consider various factors including but not limited to skills,
KMPs and Senior Management Personnel and evaluation of industry experience, background, race and gender for balanced
their performance. and diversified Board.

FUNCTIONS OF NOMINATION AND REMUNERATION  The NRC shall identify and ascertain the integrity, qualification,
COMMITTEE expertise and experience of the person for appointment
as Director, KMPs and recommend to the Board his/her
The NRC shall, inter-alia, perform the following functions: appointment.

 Identify persons who are qualified to become Directors in  An Independent Director shall also have experience and
accordance with the criteria laid down, recommend to knowledge in one or more fields of finance, law, management,
the Board their appointment and removal and shall carry out marketing, sales, administration, corporate governance, or any
evaluation of every director’s performance; other disciplines related to the business of the Company.

 Formulate the criteria for determining qualifications, positive  Appointment of Independent Directors shall be subject to
attributes and independence of a director and recommend to the compliance of provisions of section 149 of the Companies
Board a policy, relating to the remuneration for the directors, Act, 2013, read with schedule IV and rules thereunder. An
key managerial personnel and other employees; Independent Director shall hold office for a term up to five
consecutive years on the Board of the Company and will be
eligible for re- appointment on passing of a special resolution

31
by the Company and disclosure(s) of such appointment in Central Government, wherever required. If, in any financial
the Board’s report. No Independent Director shall hold office year, the Company has no profits or its profits are inadequate,
for more than two consecutive terms, but such Independent the Company shall pay remuneration to its MD in accordance
Director shall be eligible for appointment after expiry of three with the provisions of the Companies Act, 2013 and if it is not
years of ceasing to become an Independent Director. able to comply with such provisions, then with the approval of
the Central Government.
 The NRC shall recommend appointment or re-appointment of
Managing Director (MD) for a term not exceeding five years at  The Remuneration to MD shall involve a balance between fixed
a time. No re-appointment shall be made earlier than one year and incentive pay reflecting short and long term performance
before the expiry of term. and objectives appropriate to working of the Company and its
goals.
 The NRC shall carry out evaluation of performance of
every Director on an annual basis.  The Non-Executive Directors (Including Independent
Directors) of the Company shall be paid sitting fees as per the
 The NRC may recommend, to the Board with reasons recorded applicable Regulations as approved by the Board from time
in writing, removal of a Director, KMPs or Senior Management to time. The boarding and lodging expenses of Directors for
Personnel subject to the provisions of the Companies Act, 2013, attending meetings shall be reimbursed to the Directors based
and all other applicable Acts, Rules and Regulations, if any. out of Mumbai.

 The Directors, KMPs and Senior Management Personnel shall  The profit-linked Commission shall be paid within the monetary
retire as per the applicable provisions of the Regulations and the limit approved by the members of the Company subject to
prevailing policy of the Company. The NRC shall from time to the same not exceeding 1% of the net profits of the Company
time recommend, review and revise, if required the retirement computed as per the applicable provisions of the Regulations.
policy for Directors, KMPs and Senior Management Personnel.
 Pursuant to the provisions of the Act, an Independent Director
 The Board will have the discretion to retain the Director, shall not be entitled to any stock option of the Company.
KMPs and Senior Management Personnel in the same position/
remuneration or otherwise even after attaining the retirement  Only such employees of the Company and its subsidiaries as
age, for the benefit of the Company. approved by the NRC will be granted ESOPs.

 The appointment, removal and terms of remuneration of the FAMILIARISATION PROGRAMME FOR INDEPENDENT
Chief Internal Auditor shall be subject to review by the Audit DIRECTORS
Committee.
 Company’s Corporate Profile, Organizational structure, the
REMUNERATION OF MD latest Annual Report, Code of Conduct, Policies and Charters
applicable to Directors shall be provided to all Directors at the
 The remuneration/ to the Managing Director will be determined time of joining.
by the NRC and recommended to the Board for approval. The
remuneration/ compensation/profit-linked commission etc.  A detailed Appointment Letter incorporating the role, duties
shall be in accordance with the percentage/slabs/conditions laid and responsibilities, remuneration and performance evaluation
down in the Articles of Association of the Company, Act and process, code of conduct and obligations on disclosures shall be
shall be subject to the prior/post approval of the members of the issued to the Independent Directors.
Company and Central Government, wherever required.
 The Company shall provide suitable training to Independent
 Increments to the MD should be within the slabs approved by Directors/Non-Executive Directors to familiarize them with the
the members and shall be made after taking into consideration Company, their roles, rights, responsibilities in the Company,
the Company’s overall performance, MD’s contribution for nature of the industry in which the Company operates, business
the same, trends in the industry in general and in a manner model of the Company, etc. and they shall be formally introduced
which would ensure and support a high performance culture. to the Business/ Unit Heads and Corporate Functional Heads.
The MD shall be eligible for remuneration as may be approved
by the members of the Company on the recommendation UPDATING THE DIRECTORS ON A CONTINUING BASIS
of the NRC and the Board of Directors. The break-up of the
pay scale, performance bonus and quantum of perquisites  The Company shall periodically arrange Board Strategy
including, employer’s contribution to P.F, pension scheme, discussions at any of the Company’s plants or off-site locations.
medical expenses, club fees etc. shall be decided and approved At such Meetings, the Directors also get an opportunity to see
by the Board on the recommendation of the NRC and shall be the Company’s operations, interact with the Plant Heads and
within the overall remuneration approved by the members and review the sustainability aspects of the Plant. This would

32
ANNUAL REPORT 2018 - 19

enable them to gain an understanding and appreciation of the REMUNERATION TO KMPs AND SENIOR MANAGEMENT
operations of the Company and initiatives taken on safety,
quality, environment issues, CSR, Sustainability, etc.  The level and composition to be paid to KMPs and Senior
Management shall be reasonable and sufficient to attract,
 At the Board Strategy Meeting, presentations shall be made to retain and motivate them and shall be also guided by external
the Directors on the Company’s long term Vision and Strategy. competitiveness and internal parity.
Business Heads may also present their plans and priorities with
the Board. This would enable the Directors to get a deeper  The remuneration of KMPs and Senior Management Personnel
insight in the operations of the Company. shall be guided by the external competitiveness and internal
parity. Internally, performance rating of all employees would be
 Periodic presentations on operations to the Board shall include spread across a normal distribution curve.
information on business performance, operations, market share,
financial parameters, working capital management, fund flows,  The remuneration of KMPs and Senior Management shall
senior management changes, major litigation, compliances, comply with the guidelines approved by the NRC.
subsidiary data, etc.
The terms of remuneration of the Chief Internal Auditor shall
 Business Heads and Company Executives may be invited comply with the guidelines approved by the Audit Committee.
at Board or Committee Meetings and meetings of Directors
for better understanding of the business and operations of the For and on behalf of the Board
Company.
Shapoor P. Mistry
Chairman
DIN: 00010114
Mumbai, May 30, 2019

33
Annexure “VI”
Disclosure under Section 197 (12) and Rule 5 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014

1. a. Ratio of the remuneration of each director to the median remuneration of the employees of the Company for the financial year
ended March 31, 2019.

Non-Executive Directors of the Board were paid only sitting fees during the financial year ended March 31, 2019 as follows:
Director Sitting Fees Ratio to Median
(` in lakhs) (No. of times to
Median Salary)
Non- Executive Directors
Mr. Shapoor P. Mistry 2.50 0.45 : 1
Mr. Kaiwan D. Kalyaniwalla 9.00 1.63 : 1
(ceased to be Director with effect from the close of business hours on March 31, 2019)
Mr. D. Sivanandhan 8.00 1.45 : 1
Mr. Jai L. Mavani 3.50 0.64 : 1
Ms. Aslesha A. Gowariker (ceased to be Director with effect from June 12, 2018) 1.00 #
Ms. Rani Ajit Jadhav (appointed Director with effect from September 1, 2018) 2.00 #

# Director for part of the year, hence the ratio of their remuneration to median remuneration is not comparable.

Remuneration to Executive Director


Director (` in lakhs) Ratio to Median
(No. of times to
Median Salary)
Mr. M. C. Tahilyani 217.45 39.48

b. Percentage increase in remuneration of Key Managerial Personnels (KMPs) in the financial year.
Executive Director, Chief Financial Officer and Company Secretary % increase on Cost
To Company
Mr. M. C. Tahilyani, Managing Director 8%
Mr. Nirmal Jagawat, Chief Financial Officer 10%
Mr. Pankaj Khattar, Company Secretary 14%

2. Percentage increase in the median remuneration of employees in the financial 2017-2018:

The increase in median remuneration was 11.81%. The range of increase was from 5% to 35% (average 12.51%) barring a few employees
who were given a higher percentage increase/market correction for market parity. New employees were given pro rata increase
proportionate to the period of their stay in the Company.

3. Number of permanent employees on the rolls of Company as on March 31, 2019: 452 (previous year 438)

4. Average percentile increase already made in the salaries of employees other than managerial personnel in the last financial year
and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there
are any exceptional circumstances for increase in the managerial remuneration:

Average increase in remuneration of employees (other than KMPs) was 12%. The increase in remuneration is based on the Company’s
performance, individual performance, inflation, prevailing industry trends and benchmarks.

5. The Company affirms remuneration is as per the remuneration policy of the Company.

34
ANNUAL REPORT 2018 - 19

Annexure “VII”
FORM NO. MR.3
SECRETARIAL AUDIT REPORT
For The Financial Year Ended 31st March, 2019
[Pursuant to section 204(1) of the Companies Act, 2013 and Rule 9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014]

To (a) The Securities and Exchange Board of India (Substantial


The Members, Acquisition of Shares and Takeovers) Regulations, 2011
Forbes & Company Limited
Forbes Building, Charanjit Rai Marg, (b) The Securities and Exchange Board of India (Prohibition of
Fort, Mumbai-400001, Maharashtra Insider Trading) Regulations, 2015.

We have conducted the secretarial audit of the compliance of (c) The Securities and Exchange Board of India (Issue of Capital
applicable statutory provisions and the adherence to good corporate and Disclosure Requirements) Regulations, 2009 and Securities
practices by Forbes & Company Limited (hereinafter called the and Exchange Board of India (Issue of Capital and Disclosure
“Company”). Secretarial Audit was conducted in a manner that Requirements) Regulations, 2018 notified on 11th September,
provided us a reasonable basis for evaluating the corporate conducts/ 2018 (Not applicable to the Company during the Audit
statutory compliances and expressing our opinion thereon. Period)

Based on our verification of the Company’s books, papers, minute (d) The Securities and Exchange Board of India (Share Based
books, forms and returns filed and other records maintained by the Employee Benefits) Regulations, 2014 (Not applicable to the
Company and also the information provided by the Company, its Company during the Audit Period)
officers, agents and authorized representatives during the conduct of
secretarial audit, We hereby report that in our opinion, the Company (e) The Securities and Exchange Board of India (Issue and Listing
has, during the audit period covering the financial year ended on 31st of Debt Securities) Regulations, 2008
March, 2019 (hereinafter called the ‘Audit Period’) complied with
the statutory provisions listed hereunder and also that the Company (f) The Securities and Exchange Board of India (Registrars to an
has proper Board-processes and compliance-mechanism in place to Issue and Share Transfer Agents) Regulations, 1993 regarding
the extent, in the manner and subject to the reporting made hereinafter: the Companies Act and dealing with client

We have examined the books, papers, minute books, forms and (g) The Securities and Exchange Board of India (Delisting of Equity
returns filed and other records maintained by the Company for the Shares) Regulations, 2009 (Not applicable to the Company
financial year ended on 31st March, 2019 according to the provisions during the Audit Period) and
of:
(h) The Securities and Exchange Board of India (Buyback of
(i) The Companies Act, 2013 (the Act) and the rules made there Securities) Regulations, 1998 and The Securities and Exchange
under; Board of India (Buyback of Securities) Regulations, 2018
notified on 11th September, 2018 (Not applicable to the
(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and Company during the Audit Period).
the rules made there under;
(vi) As identified, no law is specifically applicable to the Company.
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws
framed there under; We have also examined compliance with the applicable clauses of
the following:
(iv) Foreign Exchange Management Act, 1999 and the rules
and regulations made there under to the extent of Foreign (i) Secretarial Standards issued by The Institute of Company
Direct Investment, Overseas Direct Investment and External Secretaries of India.
Commercial Borrowings (Not applicable to the Company
during the Audit Period). (ii) The Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015.
(v) The following Regulations and Guidelines prescribed under
the Securities and Exchange Board of India Act, 1992 (‘SEBI During the period under review the Company has complied with the
Act’):- provisions of the Act, Rules, Regulations, Guidelines, Standards, etc.
mentioned above.

35
We further report that ‘Annexure A’

The Board of Directors of the Company is duly constituted with To


proper balance of Executive Directors, Non-Executive Directors and The Members,
Independent Directors. The composition of the Board of Directors Forbes & Company Limited
during the period under review was in compliance with the provisions Forbes Building, Charanjit Rai Marg,
of the Act. Fort, Mumbai-400001, Maharashtra
Adequate notice is given to all directors to schedule the Board
Meetings, agenda and detailed notes on agenda were sent at least Our report of even date is to be read along with this letter.
seven days in advance and a system exists for seeking and obtaining
further information and clarifications on the agenda items before the 1. Maintenance of secretarial record is the responsibility of the
meeting and for meaningful participation at the meeting. management of the Company. Our responsibility is to express
an opinion on these secretarial records based on our audit.
All decisions at Board Meetings and Committee Meetings are carried
out either unanimously as recorded in the minutes of the meetings of 2. We have followed the audit practices and processes as were
the Board of Directors or Committee of the Board, as the case may appropriate to obtain reasonable assurance about the correctness
be. of the contents of the Secretarial records. The verification was
done on test basis to ensure that correct facts are reflected in
We further report that there are adequate systems and processes secretarial records. We believe that the processes and practices,
in the Company commensurate with the size and operations of the we followed provide a reasonable basis for our opinion.
Company to monitor and ensure compliance with applicable laws,
rules, regulations and guidelines. 3. We have not verified the correctness and appropriateness of
financial records and Books of Accounts of the Company.
We further report that during the audit period the Company has
4. Where ever required, we have obtained the Management
1. Increased the limit for grant of loan, guarantee or security and representation about the compliance of laws, rules and
investment in securities upto ` 1000 crore under Section 186 of regulations and happening of events etc.
the Act pursuant to the approval of members via postal ballot
conducted on 13th July, 2018. 5. The compliance of the provisions of Corporate and other
applicable laws, rules, regulations, standards is the responsibility
2. Increased the limit to borrow money and to create charge on of management. Our examination was limited to the verification
assets upto ` 1000 crore pursuant to the approval of members at of procedures on test basis.
the Annual General Meeting held on 25th September, 2018.
6. The Secretarial Audit report is neither an assurance as to
3. Approved the issue of Non-Convertible Debentures upto ` the future viability of the Company nor of the efficacy or
250 Crore by way of Private Placement at the Annual General effectiveness with which the management has conducted the
Meeting held on 25th September, 2018. affairs of the Company.

4. Made a sale of 50% of the business undertaking in Project For Makarand M. Joshi & Co.
Vicinia. Practising Company Secretaries

For Makarand M. Joshi & Co.


Practising Company Secretaries Kumudini Bhalerao
Partner
FCS No: 6667
Kumudini Bhalerao CP No. 6690
Partner
FCS No: 6667 Place: Mumbai
CP No. 6690 Date: May 30, 2019

Place: Mumbai
Date: May 30, 2019

*This report is to be read with our letter of even date which is annexed
as Annexure A and forms an integral part of this report.

36
ANNUAL REPORT 2018 - 19

Annexure “VIII”

Particulars of Technology Absorption and Foreign Exchange Earnings and Outgo, as per section 134(3)(m) of the Companies Act, 2013
and the Rules made therein and forming part of Directors’ Report for the year ended March 31, 2019.

(A) Conservation of Energy: special machining segment like Graphite machining and Long
oil hole drilling for auto sectors by developing new technologies
(i) Steps taken or impact on conservation of energy: on surface coatings and edge preparations on tools.

(a) Energy Conservation Measures Taken: Research and Development

Installation of 22 KW Variable Frequency Drive on Air To enhance in-house Computer-aided Engineering (CAE) facility,
compressor. Company has adapted Thread Forming simulation software.

(b) Impact of measures taken at (a) above for reduction of • Virtual forming simulation validates the product Design and
energy consumption and impact on cost of goods: eliminates time and cost-consuming shop floor trial tests.

Saving of energy consumption of approx. 15076 KWH on an • Simulation output such as Stress and Temperature helps
annualized basis due to the measure taken at (i) (a) above to choose best manufacturing concept (Tool geometry and
resulting in savings of ` 1.80 Lakhs p.a. material) for Forming Taps for achieving better tool life.

(ii) Steps taken by the Company for utilising alternate sources of • Decision-making of optimum speed for the application material
energy: for increasing productivity at customer end.

The Company has earmarked money for installing Solar Panel, • Carbide Taps portfolio developed first by any Indian company
which will be uses for captive consumption. and futuristic outlook in terms of technology in designing and
manufacturing.
(iii) Capital investment on energy conservation equipment: ` 2.51
Lakhs Industrial Automation / Coding Business Group (CBG)

(B) Technology Absorption and Research and Development Company has established Design Centre in Pune lead by Design
(R & D): Head-Automation catering to our own automation division Industrial
Automation Division has now built capability to undertake large
i. Efforts, in brief, made towards technology absorption and scale line automation projects with Inhouse Design and Built model
benefits derived as result of below activity’s and also expanding its area of expertise as a Solution provider in
Non- automotive sector:
Waluj Plant:-
• Robot technology introduced in Automation Solutions for
Solid Carbide Operations:- Customers with diverse applications.

As a part of growth strategy and de-risking over dependence on • CBG has now embraced Machining Technology for production
Auto segment, Company has started developing Non- Automotive SPM by designing its own 2-Axis Turning Centre.
sectors. Company has developed new products for aerospace and
mining segment: • Heavy Component Material Handling Automation with
Wireless remote operator pendent functioning taking into
 Developed Milling product portfolio for aerospace components account industrial safety standards.
on difficult to machine materials like Titanium, Inconel and
Stainless Steels and established supplies to some key accounts • Assembly Line Automation- Palletized Conveyor assembly line
in Aerospace industries overseas. for heavy Hydraulic Gearbox for an OEM.

 Developed drilling product portfolio for mining application • Designing a Combo machine with both, component pressing
which needs high level of dimensional accuracy with better and inclined marking capability with reduction in cycle time,
surface finish. doubling the production capacity.

 Development of customised tools for defence sector. • Industrial Software solutions- Potential of developing most
recent platforms of Industrial software, integrating them with
In our efforts to empowering customers with innovative servers and machines for assorted applications.
solutions, Company has enhanced product performance in

37
• Technology of Virtual Simulation of Mechanical designs for (iii) the expenditure incurred on Research and Development : Nil
explicit presentation of any machine functioning. Helping in
developing error-free machines. (C) Foreign exchange earnings and outgo:
(` In Lakhs)
Chandivali Plant: (a) Foreign exchange earnings:
1 Export of goods calculated on FOB basis 2,441.48
As efforts to meet international customer expectation and compete
2 Commission and other Services 4.02
with multinationals, Company has developed Material Specific High
3 Freight and Insurance recoveries 47.83
Performance Taps -
Total 2,493.33
• NIB Taps for Nut tapping on automatic machines. (b) Foreign exchange outgo:
1 Imports calculated on CIF basis – Raw 3,561.25
• Powder metallurgy taps with through coolant hole tapping material
applications. 2 Imports calculated on CIF basis – stores, 127.92
spares and tools
• Spiral fluted powder metallurgy cut taps for forged steel 3 Imports calculated on CIF basis – 14.16
applications. purchase for re-sale
4 Imports calculated on CIF basis – Capital 675.78
• High Nickel based material applications Taps suitable for super Goods
alloys. 5 Commission to overseas agents 32.47
6 Foreign travel 75.96
High Performance Taps: Productivity improvement by replacing
7 Others 125.00
hydro pneumatic tool loading /unloading system with robotic pick
Total 4,612.54
and place.

(ii) In case of imported technology (imported during the last three


For and on behalf of the Board
years reckoned from the beginning of the financial year)

a) the details of technology imported )


Shapoor P. Mistry
b) the year of import ) Nil and Not
Chairman
c) whether the technology been fully absorbed ) Applicable
DIN: 00010114
d) if not fully absorbed, areas where absorption has )
Mumbai, May 30, 2019
not taken place and the reasons thereof, and )

38
ANNUAL REPORT 2018 - 19

Annexure ‘IX’
Form No. MGT-9
EXTRACT OF ANNUAL REPORT
as on the financial year ended on March 31, 2019

[Pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management and Administration) Rules, 2014]

I. REGISTRATION AND OTHER DETAILS:

(i) CIN L17110MH1919PLC000628


(ii) Date of Incorporation November 18, 1919
(iii) Name of the Company Forbes & Company Limited
(iv) Category Company Limited by Shares
(v) Sub-category of the Company Indian Non-Government Company
(vi) Address of the Registered Office and Contact
Forbes’ Building, Charanjit Rai Marg, Fort Mumbai 400 001
Details Telephone No : +91 22 61358900
Fax No: +91 22 61358901
E-mail: [email protected]
Website: www.forbes.co.in
(vii) Whether Listed or Not Yes
(viii) Name, Address and Contact Details of TSR Darashaw Consultants Private Limited
Registrar and Transfer Agent, if any (Formerly known as TSR Darashaw Limited)
Address: 6-10, Haji Moosa Patrawala Industrial Estate,20, Dr. E. Moses Road,
Near Famous Studio, Mahalaxmi, Mumbai-400 011.
Telephone No: +91 22 66568484 Fax No: +91 22 66568494
E-mail: [email protected] Website : www.tsrdahrashaw.com

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY:

All the business activities contributing 10% or more of the total turnover of the Company shall be stated:

Name/Description of Main Products/Services NIC Code of Product/Service % to total turnover of the Company
Threading Tools 28221 41.79%
Carbide Tools 25939 22.36%
Automated Impact Markers 28299 10.27%

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATES COMPANIES:

Sr. Name of the Company CIN/GLN Holding/ % of Shares Applicable


No. Subsidiary/ held Section
Associate
1. Shapoorji Pallonji and Company Private Ltd. U45200MH1943PTC003812 Holding 72.56 2(46)
70, Nagindas Master Road, Fort, Mumbai-400023
2. Aquaignis Technologies Pvt Ltd U31908UR2012PTC000450 Subsidiary 100 2(87)
Khasra No. 3946,3961 & 3962 Lal Tappar Industrial
Area, Majri Grant, Dehradun - 248140
3. Campbell Properties and Hospitality Services Ltd. U70102MH2014PLC260490 Subsidiary 100 2(87)
Forbes’ Building, Charanjit Rai Marg, Fort,
Mumbai-400 001.
4. EFL Mauritius Ltd Not Applicable Subsidiary 100 2(87)
4th Floor, 19th Bank Street, Cybercity Ebene.
Mauritius
5. Eureka Forbes Ltd. U27109WB1931PLC007010 Subsidiary 100 2(87)
7, Chakraberia Road Kolkata – 700025

39
Sr. Name of the Company CIN/GLN Holding/ % of Shares Applicable
No. Subsidiary/ held Section
Associate
6. Euro Forbes Financial Services Ltd. U67190MH2011PLC214424 Subsidiary 100 2(87)
B1/B2, 7th Floor, 701, Marathon Innova Off
Ganpatrao Kadam Marg, Lower Parel
Mumbai-400 013
7. Euro Forbes Ltd. Not Applicable Subsidiary 100 2(87)
409, City Tower 1, Sheikh Zayed Road, Dubai,
United Arab Emirates
8. Forbes Bumi Armada Ltd U35100MH2006PLC159958 Subsidiary 51 2(87)
Forbes’ Building, Charanjit Rai Marg, Fort,
Mumbai 400 001
9. Forbes Campbell Finance Ltd. U51103MH1977PLC259702 Subsidiary 100 2(87)
Forbes’ Building, Charanjit Rai Marg, Fort,
Mumbai-400 001.
10. Forbes Campbell Services Ltd. U74140MH1975PLC018077 Subsidiary 98 2(87)
Cassinath Building, A K Nayak Marg, Fort,
Mumbai 400 001
11. Forbes Enviro Solutions Ltd. U27310MH2008PLC188478 Subsidiary 100 2(87)
B1/B2, 7th Floor, 701,
Marathon Innova Off Ganpatrao Kadam Marg,
Lower Parel, Mumbai-400 013
12. Forbes Facility Services Pvt. Ltd. U74930MH2004PTC147742 Subsidiary 100 2(87)
B1/B2, 7th Floor, 701,
Marathon Innova Off Ganpatrao Kadam Marg,
Lower Parel, Mumbai-400 013
13. Forbes Lux FZCO Not Applicable Subsidiary 100 2(87)
LOB 17, Office 207, PO Box 261698, Jebel Ali,
Dubai, United Arab Emirates
14. Forbes Lux International AG Not Applicable Subsidiary 100 2(87)
Blickensdorferstrasse, 21B 6340 Baar Switzerland
15. Forbes Technosys Ltd U29290MH1991PLC062425 Subsidiary 100 2(87)
Forbes’ Building, Charanjit Rai Marg, Fort,
Mumbai-400 001.
16. LIAG Trading and Investments Ltd. Not Applicable Subsidiary 100 2(87)
409, City Tower 1 Sheikh Zayed Road, P.O. Box
118767, Dubai, United Arab Emirates
17. Lux (Deutschland) GmbH Not Applicable Subsidiary 100 2(87)
Petersberger Strasse 21 36037 Fulda, Germany
18. Lux Aqua Paraguay SA Not Applicable Subsidiary 100 2(87)
Estrella 764 casi Ayolas, Asunción, Paraquay
19. Lux del Paraguay S.A Not Applicable Subsidiary 50 2(87)
(Formerly known as Hoger Paraguay
Electrodomesticos S.A) Estrella 764 Casi Ayolas,
Asuncion, Paraguay
20. Lux Hungaria Kereskedelmi.Kft Not Applicable Subsidiary 100 2(87)
Javor u. 5/a1145 Budapest, Hungary
21. Lux International AG Not Applicable Subsidiary 100 2(87)
Blickensdorferstrasse, 21B 6340, Baar Switzerland
22. Lux International Services & Logistics GmbH Not Applicable Subsidiary 100 2(87)
(Formerly: Lux Service GmbH) Petersberger
Strasse 2136037 Fulda, Germany

40
ANNUAL REPORT 2018 - 19

Sr. Name of the Company CIN/GLN Holding/ % of Shares Applicable


No. Subsidiary/ held Section
Associate
23 Lux Italia s.r.l Not Applicable Subsidiary 100 2(87)
Viale Colleoni, 5 Palazzo Taurus Ingresso 3, 20041
Agrate Brianza MI, Italy
24. Lux Norge AS Not Applicable Subsidiary 100 2(87)
Sandstuveien 70 0680 Oslo, Norway
25. Lux Oesterreich GmbH Not Applicable Subsidiary 100 2(87)
Concorde Park, 1, 2320 Schwechat, Vienna, Austria
26. Lux Schweiz AG Not Applicable Subsidiary 100 2(87)
Blickensdorferstrasse, 21B 6340 Baar, Switzerland
27. Shapoorji Pallonji Forbes Shipping Ltd U61100MH2006PLC163149 Subsidiary 25 2(87)
Forbes’ Building, Charanjit Rai Marg, Fort,
Mumbai 400 001
28. Volkart Fleming Shipping and Services Ltd. U63090MH1920PLC000808 Subsidiary 100 2(87)
Cassinath Building, A. K. Nayak Marg, Fort,
Mumbai-400001.
29. AMC Cookware Ltd Not Applicable Associate 50 2(6)
4, Castor Road, Lansdowne, PO Box. 24200, 7779
Cape Town, South Africa
30. Dhan Gaming Solution (India) Private Limited U92490MH2003PTC139673 Associate 49 2(6)
Shapoorji Pallonji Centre, 41/44, Minoo Desai
Marg, Colaba, Mumbai 400 005
31. Euro P2P Direct (Thailand) Co. Ltd Not Applicable Associate 49 2(6)
98/120-121, Nuanchan Road, Nuanchan, Khet
Bungkum, Bangkok 10230 Thailand
32. Forbes Aquatech Ltd U28122KA2003PLC032492 Associate 50 2(6)
36/4, Annexe Building, 4th Cross, Raghavendra
Nagar, Hrnr Layout, Hennur Ring Road, Bangalore,
Karanataka, 560 043.
33. Forbes Concept Hospitality Services Pvt Ltd. U55101MH2006PTC162855 Associate 50 2(6)
B1/B2, 7th Floor, 701, Marathon Innova, Ganpatrao
Kadam Marg, Lower Parel, Mumbai 400 013.
34. Infinite Water Solutions Pvt Ltd U749999MH2008PTC180918 Associate 50 2(6)
B1/B2, 7th Floor, 701, Marathon Innova, Ganpatrao
Kadam Marg, Lower Parel, Mumbai 400 013.
35. Nuevo Consultancy Services Private Ltd. U70200MH2003PTC139672 Associate 49 2(6)
(Formerly Forbes Infotainment Ltd)
Shapoorji Pallonji Centre, 41/44, Minoo Desai
Marg, Colaba,Mumbai 400 005

41
IV. SHARE HOLDING PATTERN: (Equity Share Capital Breakup as percentage of Total Equity)

i) Category-wise / Shareholding

Sr. Category of Shareholers No.of Shares held at the beginning of the year No.of Shares held at the end of the year % Change
No. i.e 01.04.2018 i.e 31.03.2019 during the
Demat Physical Total % of Demat Physical Total % of year
Total Total
Shares Shares
A. Promoters
(a) Individuals / Hindu 0 0 0 0.00 0 0 0 0.00 0.00
Undivided Family
(b) Central Government / State 0 0 0 0.00 0 0 0 0.00 0.00
Governments(s)
(c) Bodies Corporate 95,25,691 0 95,25,691 73.85 95,25,691 0 95,25,691 73.85 0.00
(d) Financial Institutions / Banks 0 0 0 0.00 0 0 0 0.00 0.00
(e) Any Other (Specify) 0 0 0 0.00 0 0 0 0.00 0.00
Sub-Total (A) (1) 95,25,691 0 95,25,691 73.85 95,25,691 0 95,25,691 73.85 0.00
(2) Foreign
(a) Individuals (Non-Resident 0 0 0 0.00 0 0 0 0.00 0.00
Individuals / Foreign
Individuals)
(b) Bodies Corporate 0 0 0 0.00 0 0 0.00 0.00
(c) Institutions 0 0 0 0.00 0 0 0.00 0.00
(d) Qualified Foreign Investor 0 0 0 0.00 0 0 0.00 0.00
(e) Any Other (specify) 0 0 0 0.00 0 0 0.00 0.00
Sub-Total (A) (2) 0 0 0 0.00 0 0 0 0.00 0.00
Total Shareholding of 95,25,691 0 95,25,691 73.85 95,25,691 0 95,25,691 73.85 0.00
Promoter and Promoter
Group (A)
(B) Public Shareholding
(1) Institutions
(a) Mutual Funds / UTI 142 250 392 0.00 144 250 394 0.00 0.00
(b) Financial Institutions / Banks 11,767 7,288 19,055 0.15 11,767 7,048 18,815 0.15 0.00
(c) Cental Government / State 30,392 79,980 1,10,372 0.86 30,363 79,980 1,10,343 0.86 0.00
Governments(s)
(d) Venture Capital Funds 0 0 0 0.00 0 0 0 0.00 0.00
(e) Insurance Companies 0 500 500 0.00 0 500 500 0.00 0.00
(f) Foreign Institutional 0 50 50 0.00 0 50 50 0.00 0.00
Investors
(g) Foreign Venture Capital 0 0 0 0.00 0 0 0 0.00 0.00
Investors
(h) Qualified Foreign Investor 0 0 0 0.00 0 0 0 0.00 0.00
(i) Any Other (specify)
(j) Foreign Portfolio Investors 14,81,401 0 14,81,401 11.48 14,83,801 0 14,83,801 11.50 0.02
(Corporate)
Sub-Total (B) (1) 15,37,698 15,23,702 88,068 16,11,770 12.50 15,26,075 87,828 16,13,903 12.51
(2) Non-Institutions
(a) Bodies Corporate
i) Indian 2,10,205 11,281 2,21,486 1.72 2,01,365 11,241 2,12,606 1.65 -0.07
ii) Overseas 0 1,580 1,580 0.01 0 1,580 1,580 0.01 0.00
(b) Individuals -
i Individual shareholders 8,40,233 4,26,811 12,67,044 9.82 9,02,774 3,90,024 12,92,798 10.02 0.20
holding nominal share capital
upto ` 1 lakh

42
ANNUAL REPORT 2018 - 19

Sr. Category of Shareholers No.of Shares held at the beginning of the year No.of Shares held at the end of the year % Change
No. i.e 01.04.2018 i.e 31.03.2019 during the
Demat Physical Total % of Demat Physical Total % of year
Total Total
Shares Shares
ii Individual shareholders 2,00,349 0 2,00,349 1.55 1,89,699 0 1,89,699 1.47 -0.08
holding nominal share capital
in excess of ` 1 lakh
(c) Qualified Foreign Investor 0 0 0 0.00 0 0 0 0.00 0.00
(d) Any Other
(i) Trust 640 0 640 0.00 702 0 702 0.01 0.00
(ii) NBFC 70,056 0 70,056 0.54 61,637 0 61,637 0.48 -0.07
Sub-total (B) (2) 13,21,483 4,39,672 17,61,155 13.65 13,56,177 4,02,845 17,59,022 13.64 -0.02
Total Public Shareholding 28,45,185 5,27,740 33,72,925 26.15 28,82,252 4,90,673 33,72,925 26.15 0.00
(B) = (B)(1)+(B)(2)
TOTAL (A)+(B) 1,23,70,876 5,27,740 1,28,98,616 100.00 1,24,07,943 4,90,673 1,28,98,616 100.00 0.00
(C) Shares held by Custodians
and against which Depository
Receipts have been issued
(1) Promoter and Promoter Group 0 0 0 0.00 0 0 0 0.00 0.00
(2) Public 0 0 0 0.00 0 0 0 0.00 0.00
GRAND TOTAL 1,23,70,876 5,27,740 1,28,98,616 100.00 1,24,07,943 4,90,673 1,28,98,616 100.00 0.00
(A)+(B)+(C)

ii) Shareholding Pattern of Promoters:

Sr. Shareholder’s Name Shareholding at the beginning of the year i.e. Shareholding at the end of the year i.e. March % change in
No. April 1, 2018 31, 2019 shareholding
No. of Shares % of total % of Shares No. of Shares % of Shares % of Shares during the
Shares of the Pledged/ of the Pledged/ year
Company encumbered Company encumbered
to total shares to total shares
1 Shapoorji Pallonji and 93,59,293 72.56 - 93,59,293 72.56 7.37 No Change
Company Private Ltd
2 Forbes Campbell Finance Ltd 1,66,398 1.29 - 1,66,398 1.29 - No Change
Total 95,25,691 73.85 - 95,25,691 73.85 - No Change

(iii) Change in Promoters’ Shareholding (Please specify, if there is no change):

Sr. Shareholding at the beginning of the year Cumulative Shareholding during the
No. year
No. of Shares % of total Shares of No. of Shares % of total Shares of
the Company the Company
1 At the beginning of the year
2 Date wise Increase / Decrease in
Promoters Shareholding during the year
specifying the reasons for increase / There is no change in Promoters’ Shareholding between April 1, 2018 to March 31,2019
decrease (e.g. allotment / transfer / bonus/
sweat equity etc):
3 At the End of the year

43
iv) Shareholding Pattern of Top Ten Shareholders (Other than Directors, Promoters and Holders of GDRs and ADRs)

Name of Shareholder Date Reason Shareholding at the Cumulative Shareholding


beginning of the year during the year
April 1, 2018
No. of shares % of total No. of shares % of total
Shares of the Shares of the
Company Company
India Discovery Fund Limited April 1, 2018 At the beginning 11,48,255 8.90 11,48,255 8.90
of the year
March 31, 2019 At the end of the 0 0.00 11,48,255 8.90
year
Antara India Evergreen Fund Ltd April 1, 2018 At the beginning 3,33,146 2.39 3,33,146 2.39
of the year
November 30, 2018 Sale of Shares -3,460 -0.03 3,29,686 2.56
March 31, 2019 At the end of the 0 0.00 3,29,686 2.56
year
Governor of Kerala April 1, 2018 At the beginning 79,980 0.62 79,980 0.62
of the year
March 31, 2019 At the end of the 0 0.00 79,980 0.62
year
SPS Share Brokers Pvt. Ltd. April 1, 2018 At the beginning 66,467 0.52 66,467 0.52
of the year
April 6, 2018 Purchase of Shares 25 0.00 66,492 0.52
April 20, 2018 Sale of Shares -15 0.00 66,477 0.52
April 27, 2018 Sale of Shares -10 0.00 66,467 0.52
May 18, 2018 Purchase of Shares 1,504 0.01 67,971 0.53
June 22, 2018 Purchase of Shares 87 0.00 68,058 0.53
June 29, 2018 Sale of Shares -87 0.00 67,971 0.53
July 20, 2018 Sale of Shares -12,108 -0.09 55,863 0.43
August 17, 2018 Purchase of Shares 1,760 0.01 57,623 0.45
September 28, 2018 Purchase of Shares 50 0.00 57,673 0.45
October 05, 2018 Sale of Shares -1,550 -0.01 56,123 0.44
October 05, 2018 Purchase of Shares 1,500 0.01 57,623 0.45
October 12, 2018 Purchase of Shares 10 0.00 57,633 0.45
October 19, 2018 Sale of Shares -10 0.00 57,623 0.45
October 26, 2018 Purchase of Shares 30 0.00 57,653 0.45
November 2, 2018 Sale of Shares -30 0.00 57,623 0.45
November 9, 2018 Sale of Shares -1,400 -0.01 56,223 0.44
November 16, 2018 Purchase of Shares 10 0.00 56,233 0.44
November 23, 2018 Purchase of Shares 990 0.01 57,223 0.44
November 30, 2018 Sale of Shares -980 -0.01 56,243 0.44
December 7,2018 Sale of Shares -20 0.00 56,223 0.44
December 28, 2018 Purchase of Shares 7 0.00 56,230 0.44
December 31, 2018 Sale of Shares -7 0.00 56,223 0.44
January 4, 2019 Purchase of Shares 6,000 0.05 62,223 0.48
January 25, 2019 Purchase of Shares 102 0.00 62,325 0.48
February 1, 2019 Sale of Shares -2 0.00 62,323 0.48
February 01, 2019 Purchase of Shares 11,000 0.09 73,323 0.57
March 22, 2019 Purchase of Shares 521 0.00 73,844 0.57
March 29, 2019 Purchase of Shares 4,567 0.04 78,411 0.61
March 31, 2019 At the end of the 0 0.00 78,411 0.61
year

44
ANNUAL REPORT 2018 - 19

Name of Shareholder Date Reason Shareholding at the Cumulative Shareholding


beginning of the year during the year
April 1, 2018
No. of shares % of total No. of shares % of total
Shares of the Shares of the
Company Company
Mangal Bhanshali April 1, 2018 At the beginning 75,400 0.58 75,400 0.58
of the year
March 31, 2019 At the end of the 0 0.00 75,400 0.58
year
Sps Finquest Limited April 1, 2018 At the beginning 69,592 0.54 69,592 0.54
of the year
July 20, 2018 Purchase of Shares 13,000 0.10 82,592 0.64
January 4, 2019 Sale of Shares -6,000 -0.05 76,592 0.59
January 11, 2019 Purchase of Shares 663 0.01 77,255 0.60
February 1, 2019 Sale of Shares -11,000 -0.09 66,255 0.51
March 29, 2019 Sale of Shares -5,000 -0.04 61,255 0.47
March 31, 2019 At the end of the 0 0.00 61,255 0.47
year
Bhanshali Manek Huf April 1, 2018 At the beginning 44,700 0.35 44,700 0.35
of the year
March 31, 2019 At the end of the 0 0.00 44,700 0.35
year
A & N Ventures Private Limited April 1, 2018 At the beginning 42,630 0.33 42,630 0.33
of the year
March 31, 2019 At the end of the 0 0.00 42,630 0.33
year
Kerala State Industrial April 1, 2018 At the beginning 30,363 0.24 30,363 0.24
Development Corporation of the year
March 31, 2019 At the end of the 0 0.00 30,363 0.24
year
Kairus Shavak Dadachanji April 1, 2018 At the beginning 23,949 0.19 23,949 0.19
of the year
March 31, 2019 At the end of the 0 0.00 23,949 0.19
year

v) Shareholding of Directors and Key Managerial Personnel:

Sr. Particulars Shareholding at the beginning Cumulative Shareholding during


No. of the year the year
No. of Shares % of total Shares No. of Shares % of total Shares
of the Company of the Company
1 At the beginning of the year None of the Directors held shares in the Company at the beginning of the year
2 Date wise Increase / Decrease in Shareholding None of the Directors had any transaction in the shares of
during the year specifying the reasons for increase the Company during the year
/ decrease (e.g. allotment / transfer / bonus/ sweat
equity etc):
3 At the end of the year None of the Directors held shares in the Company at the end of the year

45
V. INDEBTEDNESS:

Indebtedness of the Company including interest outstanding/accrued but not due for payment:
(` in Lakhs)
Particulars Secured Loans Unsecured Loans Deposits Total Indebtedness
excluding deposits
Indebtedness at the beginning of the
financial year
(i) Principal Amount 9,979.07 6,890.84 - 16,869.91
(ii) Interest due but not paid - - - -
(iii)Interest accrued but not due 98.42 - - 98.42
(iv)Cash Credit utilization - - - -
Total (i+ii+iii+iv) 10,077.49 6,890.84 - 16,968.33
Change in Indebtedness during the
financial year
• Addition 2,686.95 - - 2,686.95
• Reduction 14.00 6,890.84 - 6,904.84
Net Change 2,672.95 6,890.84 - (4,217.89)
Indebtedness at the end of the financial
year
(i) Principal Amount 11,694.97 - - 11,694.97
(ii) Interest due but not paid - - - -
(iii)Interest accrued but not due 84.42 - - 84.42
(iv)Cash Credit Utilization 971.05 - - 971.05
Total (i+ii+iii+iv) 12,750.44 - - 12,750.44

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director, Whole time Director and/or Manager:


(` in Lakhs)
SI Particulars of Remuneration Name of the Managing
No Director
Mr. M. C. Tahilyani
1 Gross salary
(a)Salary as per provisions contained in Section 17(1) of the Income-tax Act,1961 127.78
(b)Value of perquisites u/s 17(2) of the Income tax Act,1961 6.80
(c)Profits in lieu of Salary u/s 17(3)of the Income Tax Act,1961 -
2 Stock Option -
3 Sweat Equity -
4 Commission -
-as % of Profit -
-others, specify -
5 Others - Annual Performance Incentive 82.87
Total (A) 217.45
Ceiling as per the Companies Act, 2013 NA *

*The remuneration was approved by the Members in the Annual General Meeting held on August 24, 2016 and is in conformity with the
conditions of Notification No. 2922 (E) dated September 12, 2016 issued by Ministry of Corporate Affairs and the approval received from
Central Government vide its letter no. SRNG21283759/2016-CL-VII dated March 24, 2017.

46
ANNUAL REPORT 2018 - 19

B. Remuneration to other Directors:


(` in Lakhs)
Sr. Particulars of Remuneration Fees for attending
No. Board/ Committee
Meetings
1 Independent Directors
Mr. Kaiwan D. Kalyaniwalla 9.00
(ceased to be Director with effect from the close of business hours on March 31, 2019)
Mr. D. Sivanandhan 8.00
Ms. Aslesha A. Gowariker (ceased to be Director with effect from June 12, 2018) 1.00
Ms. Rani Ajit Jadhav (appointed Director with effect from September 1, 2018) 2.00
Total (1) 20.00
2 Other Non-Executive Directors
Mr. Shapoor P. Mistry 2.50
Mr. Jai L. Mavani 3.50
Total (2) 6.00
Total (B)=(1+2) 26.00
Total Managerial Remuneration* Nil
Overall Ceiling as per the Companies Act, 2013 Nil

* During the year under review the Company has not paid any Commission to any of the Directors of the Company.

C. Remuneration to Key Managerial Personnel other than MD/Manager/WTD


(` in Lakhs)
Sr. Particulars of Remuneration Key Managerial Personnel Total
No Chief Financial Officer Company Secretary
Mr. Nirmal Jagawat Mr. Pankaj Khattar
1 Gross Salary
(a) Salary as per provision contained in Section 17 (1) 55.84 56.44 112.28
of the Income tax Act,1961
(b)Value of perquisites u/s 17(2) Income tax Act,1961 - - -
(c)Profits in lieu of Salary u/s 17(3) Income tax - - -
Act,1961
2 Stock option - - -
3 Sweat Equity - - -
4 Commission - - -
-as % of profit - - -
-others – - - -
5 Others - Annual Performance Incentive 11.70 14.74 26.44
Total 67.54 71.18 138.72

VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:

Type Section of the Brief Description Details of Penalty Authority [RD / Appeal made, if
Companies Act / Punishment/ NCLT / COURT] any (give Details)
Compounding fees
imposed
A. COMPANY
Penalty
Punishment None and Not Applicable
Compounding
B. DIRECTORS
Penalty
Punishment None and Not Applicable
Compounding
C. OTHER OFFICERS IN DEFAULT
Penalty
Punishment None and Not Applicable
Compounding

47
Business Responsibility Report FY 2018-19
(As per Regulation 34 (2)(f) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Section A: General information about the Company


1. Corporate Identity Number (CIN) of the : L17110MH1919PLC000628
Company
2. Name of the Company : Forbes & Company Limited
3. Registered Address : Forbes’ Building, Charanjit Rai Marg, Fort, Mumbai 400 001
4. Website : www.forbes.co.in
5. E-mail ID : [email protected]
6. Financial Year reported : April 1, 2018 – March 31,2019
7. Sector(s) that the Company is engaged in) : NIC Code Product Description
industrial activity code-wise) 28221 Threading Tools
25939 Carbide Tools
28259 Marking machines
28299 Industrial Automation
41001 Realty
8. List three key products/services that the : Manufacture of Precision Engineering Tools for Industrial Applications,
Company manufactures/provides (as in balance Printing and Embossing (Conventional and Automated) Marking Machines
sheet) and Development of Real Estate
9. Total number of locations where business activity
is undertaken by the Company

(a) Number of International Locations (provide Nil


details of major 5)

(b) Number of National Locations : 3 (three) manufacturing plants, 10 offices including Registered Office,
Regional Offices and Sales Offices.
10. Markets served by the Company-Local/State/ : India, Middle East, East and Central Europe, South East Asia, Israel etc.
National/International

SECTION B: FINANCIAL DETAILS OF THE COMPANY


1. Paid up Capital (INR) : ` 1,289.86 Lakhs
2. Total Turnover (INR) : ` 22,727.58 lakhs (Standalone)
` 2,85,341.89 lakhs (Consolidated)
3. Total profit/(loss) after taxes (INR) : ` 1,027.19 lakhs (Standalone)
` (298.48) (Consolidated)
4. Total Spending on Corporate Social : The Company has budgeted ` 52.09 lakhs (2 %) for spending on CSR initiatives
Responsibility (CSR) as percentage of profits in FY 2018-19. The Company has spent ` 6.40 lakhs on construction of toilets
after tax (%) and ` 21.56 lakhs on construction of municipal school building in Aurangabad.
5. List of activities in which expenditure in 4 : The balance unspent amount of ` 24.14 Lakhs is earmarked towards
above has been incurred construction of municipal school building in Aurangabad and is expected to
(a) Education be spent by July’ 2019. The aforesaid activities cover all the three categories.
(b)Health Care
(c)Hygiene and Sanitation

SECTION C: OTHER DETAILS


1. Does the Company have any Subsidiary Company/Companies : Yes
2. Do the Subsidiary Company/Companies participate in BR initiatives of : No. Each Company undertakes CSR activities, if
the parent company? If yes, then indicate the number of such subsidiary applicable, separately.
company(s)
3. Do any other entity/entities (e.g suppliers, distributors etc) that the : No. Presently the Company individually does actions
Company does business, participate in the BR initiatives of the Company relating to CSR.
? If yes, then indicate the percentage of such entity/entities? [Less than
30 %, 30-60%, More than 60%]

48
ANNUAL REPORT 2018 - 19

SECTION D: BR INFORMATION
1. Details of Director/Directors responsible for BR
(a) Details of the Director/Directors responsible for implementation of
the BR policy/policies
1. DIN Number 01423084
2. Name Mr. M. C. Tahilyani
3. Designation Managing Director
(b) Details of the BR head
1. DIN Number (if applicable) Not Applicable
2. Name Mr. Ravi Prem
3. Designation Chief Operation Officer - Engineering
4. Telephone number + 91 22 2847 6581
5. E-mail Id [email protected]

2. Principle –wise (as per NVGs) BR Policy/policies (Reply in Y/N)


The National Voluntary Guidelines on Social, Environmental and Economic Responsibilities of Business released by the Ministry of
Corporate Affairs has adopted Nine (9) areas of Business Responsibility. These briefly are as follows:
P1 Businesses should conduct and govern themselves with Ethics, Transparency and Accountability.
P2 Businesses should provide goods and services that are safe and contribute to sustainability throughout their life cycle.
P3 Businesses should promote the wellbeing of all employees.
P4 Businesses should respect the interest of, and be responsive towards all stakeholders, especially those who are disadvantaged,
vulnerable and marginalised.
P5 Businesses should respect and promote human rights
P6 Businesses should respect, protect and make efforts to restore the environment
P7 Businesses when engaged in influencing public and regulatory policy, should do so in a responsible manner.
P8 Businesses should support inclusive growth and equitable development
P9 Businesses should engage with and provide value to consumers and consumers in a responsible manner.

(a) Details of Compliance (Reply in Y/N)

Sr. Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
No.
1 Do you have a policy/policies for Y Y Y Y Y Y Y Y Y
2 Has the policy being formulated in consultation with the relevant stakeholders Y Y Y Y Y Y Y Y Y
3 Does the policy conform to any national/international standards? If yes, specify ? Y Y Y Y Y Y Y Y Y
4 Has the policy being approved by the Board ? If yes, has it been signed by MD/ Y Y Y Y Y Y Y Y Y
owner/CEO/appropriate Board Director. Indicate the link for the policy to be viewed
online?*
5 Does the Company have a specified committee of the Board/Director/ Official to Y Y Y Y Y Y Y Y Y
oversee the implementation of the policy?
6 Has the policy been formally communicated to all relevant internal and external Y Y Y Y Y Y Y Y Y
stakeholders?
7 Does the Company have in-house structure to implement the policy/policies Y Y Y Y Y Y Y Y Y
8 Does the Company have a grievance redressal mechanism related to the policy/ Y Y Y Y Y Y Y Y Y
policies to address stakeholders’ grievances related to the policy/policies?
9 Has the Company carried out independent audit/evaluation of the working of this N N N N N N N N N
policy by an internal or external agency?

* www.forbes.co.in

49
(b) If the answer to the question at serial number 1 against any  Reduction in Energy consumption by changing to Servo Motors,
principle, is ‘No’, please explain why: (Tick up to 2 options) which has improved the power factor by 5%.

There are no immediate plans to get independent audit/  Reduction in RM consumption due to reduction in rejection by
evaluation of the working of Policy by any internal/external 0.5%
agency.
 Energy consumption reduction by 4% by reducing number of
3. Governance related to BR heat-ups and Cooling cycles of furnace.

a. Indicate the frequency with which the Board of Directors,  Mineral based emulsion as coolant changed to vegetable based
Committee of the Board or CEO to assess the BR oil, saving 1000 Liters of water every week.
performance of the company. With 3 months, 3-6 months,
Annually, more than 1 year: Annually. b) Reduction during usage by consumers (energy, water) has
been achieved since the previous year?
b. Does the Company publish a BR or a Sustainability Report ?
What is the hyperlink for viewing this report? How frequently All Factory CFL Lighting is replaced by LED thereby reducing
it is published?: consumption of energy by 20% for lighting load.

BR Report would be published on an annual basis. The same is STP water is being processed and used for Green Development/
also available at the Company’s website viz. www.forbes.co.in Garden.

SECTION E: PRINCIPLE-WISE PERFORMANCE 3. Does the Company have procedures in place for sustainable
sourcing (including transportation)? Yes, Partially and is a
Principle 1 continues process.

1. Does the policy relating to ethics, bribery and corruption a) If yes, what percentage of your inputs was sourced
cover only the company? No sustainably? Also, provide details thereof, in about 50 words
or so.
Does it extend to the Group/Joint Ventures/Suppliers/
Contractors /NGOs/Others? Yes Our sustainable sourcing is aimed at social progress, economic
development and reduces environmental impacts by contributing
2. How many stakeholder complaints have been received in the to following strategic focus areas:
past financial year and what percentage was satisfactorily
resolved by the management? NIL Energy Management, Environment Responsibility, Product
Stewardship, Occupational Health and Safety and Social
If so, provide details thereof, in about 50 words or so: Not Institution Building. Our sustainable sourcing ethos focusses
Applicable on key parameters:

Principle 2- • Environment protection


• Safe disposal
1. List up to 3 of your products or services whose design has • Contract worker care
incorporated social or environmental concerns, risks and / • Community support
or opportunities. • Supplier collaboration
a) Spring Washers
b) HSS Taps The Company has adopted environmental management system to
c) Carbon Taps and Dies effectively manage its activities like manufacturing, distribution
and the use of chemicals in the products. For improving human
2. For each such product, provide the following details in health impacts and the protection of environment. The Company
respect of resource use (energy, water, raw material etc) per ensures 100% compliance to statutory laws and regulations, and
unit of product (optional): labour laws by its contractors

a) Reduction during sourcing/production/distribution achieved The Company has policy to select plating vendors who are
since the previous year throughout the value chain? compliant with pollution norms and have requisite approvals
from the Pollution Control Board. The Company also

50
ANNUAL REPORT 2018 - 19

endeavours to select vendors who have Quality Management 8. What percentage of your under mentioned employees were
Systems (QMS) Certification. given safety and skill upgradation training in the last year?:
a) Permanent Employees: 90%; b) Permanent Women
Company has made annual rate contracts with transporters for Employees: 70 %; c) Casual /Temporary/Contractual
inbound as well as outbound goods movement. Employees: 88.88%; d) Employees with Disabilities: Not
Applicable.
4. Has the company taken any steps to procure goods
and services from local and small producers, including Principle 4
communities surrounding their place of work? Yes
1. Has the company mapped its internal and external
a) If yes, what steps have been taken to improve their capacity stakeholders? Yes
and capability of local and small vendors?
2. Out of the above, has the Company identified the
The Company has established its supply chain of Semi-Finished disadvantaged, vulnerable and marginalized stakeholders?
goods in and around Aurangabad and Mumbai. In order to Yes
ensure sustainable sourcing practices, Company has launched
initiatives like local vendor engagement, and supplier query 3. Are there any special initiatives taken by the company to
redressal. We are determined to reinforce local manufacturing engage with the disadvantaged, vulnerable and marginalized
and developing import substitutes. stakeholders. If so, provide details thereof, in about 50
words or so.
5. Does the company have a mechanism to recycle products
and waste? If yes what is the percentage of recycling of As part of corporate social responsibility programme following
products and waste (separately as < 5%, 5-10%, >10%). initiatives are identified and implemented
Also provide details thereof, in about 50 words or so. a) Education: Support for Construction of an Municipality
school building
STP having 10 CMD is available and the water so treated is used b) Sanitation: For society at large in Maharashtra and in
for Green Initiatives. ETP is of capacity 1 CMD is available Alibag to improved sanitation condition in that area.
and the treated water is disposed off through CETP and Sludge
is disposed off to MEPL, Pune. Principle 5

Principle 3 1. Does the policy of the company on human rights cover


only the company or extend to the Group/Joint Ventures/
1. Please indicate the total number of permanent employees: Suppliers/Contractors /NGOs /others?
452
The Policy is applicable to the Company and its subsidiaries
2. Please indicate the total number of employees hired on and its vendors.
temporary/contractual/casual basis: 308
2. How many stakeholders complaints have been received in
3. Please indicate the number of permanent women employees: the past financial year? Nil
17
3. What percentage was satisfactorily resolved by the
4. Please indicate the number of permanent employees with management? Not Applicable
disabilities: Nil
Principle 6
5. Do you have an employee association that is recognised by
management: YES 1. Does the policy related to Principle 6 cover only the
company or extends to the Group/Joint Ventures/Suppliers/
6. What percentage of your permanent employees is member Contractors/NGOs/Others.
of this recognised employee association?: 16.90 %
The Policy is applicable to the Company and its subsidiaries
7. Please indicate the number of complaints relating to child and its vendors.
labour, forced labour, involuntary labour, sexual harassment
in the last financial year and pending, as on the end of the
financial year: Nil

51
2. Does the company have strategies /initiatives to address Principle 7
global environment issues such as climate change, global
warming, etc? 1. Is your company a member of any trade and chamber or
association? If Yes, Name only those major ones that your
The Company ensures that all waste is sent only to Government- business deals with:
authorised disposal agencies. Effluents generated are treated
to meet the most stringent state and central regulatory Yes. Some of the organisations are-
requirements. The Company has invested in ETP and STP to (a) Bombay Chamber of Commerce & Industry
extract value from waste water and using that water for its green (b) Confederation of Indian Industry,
initiative. (c) Indian Merchants’ Chamber,
(d) The Council of EU Chambers of Commerce in India and
3. Does the company identify and assess potential (e) Indian Cutting Tools Manufacturer’s Association.
environmental risks? Yes
2. Have you advocated/lobbied through above associations for
4. Does the company have any project related to Clean the advancement or improvement of public good? Yes/No,
Development Mechanism? If so, provide details thereof, in If yes specify the broad areas (drop box: Governance and
about 50 words or so. Also, if Yes, whether any environmental Administration, Economic Reforms, Inclusive Development
compliance report is filed? Not applicable Policies, Energy security, Water, Food Security, Sustainable
Business Principles, Others)?
5. Has the company undertaken any other initiatives on- clean
technology, energy efficiency, renewable energy, etc Yes. The Company participates in consultations of Economic
Reforms,Tax, and other legistations through the association
The company has earmarked the money for installing Solar with which the Company is registered.
Panels for generating 1 MW energy, which will be used for
captive consumption, thereby contribution to green initiatives. Principle 8
This will be completed is the financial year ending March 31,
2020. 1. Does the company have specified programmes/initiatives/
projects in pursuit of the policy related to Principle 8 ? If
6. Are the Emissions/Waste generated by the company within yes details thereof. No.
the permissible limits given by CPCB/SPCB for the financial
year being reported? Yes 2. Are the programmes/projects undertaken through in-
house team/ own foundation/external NGO/government
7. Number of show cause / legal notices received from CB/ structures/any other organization ? No.
SPCB which are pending (i.e. not resolved to satisfaction) as
on end of Financial Year. None 3. Have you done any impact assessment of your initiative ?
No

52
ANNUAL REPORT 2018 - 19

4. What is your company’s direct contribution to community development projects:

(1) (2) (3) (4) (5) (6) (7) (8)


Sr. CSR Project Sector in which Local area/ Amount outlay Direct Cumulative Amount
No or activity the Project is the State and project or expenditure on expenditure spent: Direct
Identified covered district where programs wise projects upto to the or through
projects or reporting period implementing
programs were agency
undertaken (` In Lakhs)
1 Supporting Promoting Aurangabad 57.41* 33.27* 33.27*@ Direct
School Education Maharashtra
2 Environment Environment Aurangabad 8.08** 8.08** 8.08** Direct
Preservation Sustainability Maharashtra
3 Sanitation Sanitation Alibaug, 6.40 6.40 6.40 Panchsheel
Maharashtra Hitawardhini
Mandal Trust

* Includes ` 11.72 Lacs pertaining to FY 2017-18. The Construction could start only after receipt of requisite approvals.
** Pertains to FY 2017-18 (spent in FY 2018-19)
@ The Company has committed and earmarked balance unspent amount of ` 24.14 Lakhs for FY 2018-19 towards construction of a
municipal school building in Aurangabad. The construction work is expected to be completed by July’ 2019.

5. Have you taken steps to ensure that this community development initiative is successfully adopted by the community? Please
explain in 50 words, or so.

The CRS activities were pursued in line with the Company’s policy.

Principle 9

1. What percentage of customer complaints/consumer cases are pending as on the end of financial year: NIL

2. Does the company display product information on the product label, over and above what is mandated as per local laws? Yes/No/
NA /Remarks (additional information): No, currently the Company displays information as mandated by law.

3. Is there any case filed by any stakeholder against the company regarding unfair trade practices, irresponsible advertising and/
or anti-competitive behaviour during the last five years and pending as on end of financial year. If so provide details thereof, in
about 50 words or so: No

4. Did your company carry out any consumer survey/consumer satisfaction trends?

The Company is a Tier 1 supplier to all the automotive Original Equipment Manufactures (OEMs) for Spring washers which is part of
their Bill of Material. These Original Equipment Manufactures (OEMs) provide Ratings to the company, as per their Satisfaction levels.

53
CORPORATE GOVERNANCE REPORT

Corporate Governance Policy Board of Directors

The Company believes in the highest standards of good and ethical The Board of Directors as on March 31, 2019 comprised of Six (6)
corporate governance practices. Good governance practices stem Directors. The Chairman of the Board is non-executive. Five (5)
from the culture and mindset of the organization. It is therefore not (83%) Directors are Non-Executive and 3 (50%) are Independent
merely about enacting policies regulations and procedures but also Directors.
about establishing an environment of trust and confidence among
various shareholders. The composition of the Board is in conformity with Regulation 17
of Securities and Exchange Board of India (Listing Obligations &
The Company’s philosophy on the Code of Governance is that the Disclosures Requirements) Regulations, 2015 (‘SEBI LODR’).
Company should follow contemporary corporate practices and the
guiding principle of the Code of Governance of the Company is The Company is managed by the Managing Director under the
Harmony i.e.: supervision, direction and control of the Board. The Managing
Director is assisted by a team of highly qualified and experienced
(a) Balancing need for transparency with the need to protect the professionals. None of the Independent Directors serve as an
interest of the Company; Independent Director in more than seven listed entities. None of the
(b) Balancing the need for empowerment at all levels with the need Directors of the Company are members in more than 10 mandatory
for accountability; and committees nor act as a Chairman in more than 5 mandatory
(c) Interaction with all stakeholders including shareholders, committees of public companies.
employees, lenders and regulatory authorities.
The Board met at least once in each quarter and the maximum
Code of Ethics time gap between two Board meetings did not exceed the time
limit prescribed in Regulation 17(2) of SEBI LODR. Eight
The Company has strong and consistent legacy of fair, transparent and meetings were held during the Financial Year (‘FY’) ended
ethical governance practices. The Company has adopted a Code of March 31, 2019 viz. on April 30, 2018, May 28, 2018, August 8, 2018,
Ethics for Board of Directors and Senior Management (the ‘‘Code’’). September 25, 2018, October 24, 2018, February 7, 2019,
The Code has been communicated to the Directors and the members February 14, 2019 and February 27, 2019.
of the Senior Management. The Company has also adopted a Code
of Conduct for Non-Executive Directors of the Company. All Board The terms and conditions of appointment of the Independent Directors
members and senior management have confirmed compliance with and the details of familiarization programme to them are available on
the Code for the year ended March 31, 2019. The Non-Executive the website of the Company www.forbes.co.in
Directors of the Company have also confirmed compliance with the
Code of Conduct for the Non-Executive Directors for the year ended In the opinion of the Board, the Independent Directors fulfill the
March 31, 2019. The Annual Report contains a declaration to this conditions specified in the SEBI LODR and are independent of the
effect signed by the Managing Director. Management.

Code of Practices and Procedures for Fair Disclosure and All the information required to be placed before the Board of
Conduct Directors under Regulation 17 (7) of SEBI LODR, has been duly
placed. The Agenda along with explanatory notes are sent in advance
In compliance with the Securities and Exchange Board of India to the Directors.
(Prohibition of Insider Trading) Regulations, 2015, the Company has
framed a Code for Prevention of Insider Trading & Code of Corporate The names and categories of the Directors on the Board, their
Disclosure Practices (‘‘Insider Trading Code’’) based on the principle attendance at the Board Meetings and Annual General Meeting
that Directors, Officers, and Employees of the Company owe a (‘AGM’) held during the year, the number of Chairmanships /
fiduciary duty to the members of the Company to place the interest Directorships of all Boards excluding alternate directorship,
of the members above their own and conduct their personal securities directorship of private limited companies, foreign companies and
transactions in a manner that does not create any conflict of interest companies under Section 8 of the Companies Act, 2013 (‘the Act’)
situation. The Insider Trading Code also seeks to ensure timely and and the Committees of Board (Chairmanship /Membership of
adequate disclosure of Price Sensitive Information to the investors by Board Committees include only Audit Committee and Stakeholders
the Company to enable them to take informed investment decisions Relationship /Investors Grievance Committee across all public
with regard to the Company’s securities. The Chief Financial Officer limited companies (listed as well as unlisted) including those of the
of the Company is responsible for implementation of the Insider Company), held by them as on March 31, 2019 are as follows:
Trading Code.

54
Name of the Director Category Number of Board Attendance Number Relation- No. of No. of Committee Directorship in
Meetings during at AGM of Shares/ ship with Directorships positions held in all other listed entity
the F.Y 2018-19 held on Convertible Director in all Public Public Companies (Category of
Held Attended September instruments Companies Chairman Member Directorship)
25, 2019 held
Mr. Shapoor P. Mistry Non- Executive, 8 4 Yes Nil None 3 Nil Nil Nil
DIN:00010114 Non-Independent
Mr. M. C. Tahilyani Non-Independent, 8 8 Yes Nil None 6 Nil 2 Nil
DIN:01423084 Executive
Mr. Kaiwan D. Non-Executive, 8 8 Yes Nil None 5 4 Nil 1. Modern India
Kalyaniwalla* Independent Limited (Independent
DIN: 00060776 Non-Executive)
2. Allcargo
Logistics Limited
(Non-Independent-
Non-Executive)
Mr. D. Sivanandhan Non-Executive, 8 7 No Nil None 8 Nil 3 1. United Sprits Limited
DIN:03607203 Independent (Independent,
Non-Executive)
2. RBL Bank Limited
(Independent,
Non-Executive)
3. Kirloskar
Industries Limited
(Independent,
Non-Executive)
Mr. Jai L. Mavani Non- Executive, 8 7 Yes Nil None 4 Nil Nil Nil
DIN:05260191 Non-Independent
Ms. Aslesha A. Non-Executive, 2 1 N.A. Nil None N.A. N.A. N.A. N.A.
Gowariker ** Independent
DIN: 03634905
Ms. Rani Ajit Jadhav Non-Executive, 5 4 No Nil None 4 0 3 Procter & Gamble
*** Independent Health Limited
DIN:07070938 (Independent,
Non-Executive)

* Ceased to be Director w.e.f. the close of business hours on March 31, 2019
** Ceased to be Director w.e.f. June 12, 2018
*** Appointed as an Independent Director w.e.f. September 1, 2018

The Board has identified following skills/expertise/competencies for effective functioning of the Company which are currently available with the Board:
 Marketing, Sales and Synergies;
 Finance, Strategy and HR Management; and
ANNUAL REPORT 2018 - 19

55
 Corporate Governance and Administration.
Familiarization Programme for Independent Directors VII. evaluation of internal financial controls and risk management
systems;
At the time of appointment of an Independent Director, a formal
letter of appointment is given to him/her, which inter alia explains VIII. monitoring the end use of funds raised through public offers and
the role, function, duties and responsibilities expected from him/ related matters;
her as a Director of the Company. The Independent Directors of the
Company were also provided with necessary documents/ brochures, IX. Oversight of the Company’s financial reporting process and
reports and internal policies to familiarize them about the industry, the disclosure of its financial information to ensure that the
business operations and functioning of various divisions/departments financial statement is correct, sufficient and credible;
of the Company. The details of familiarization programme imparted
to the Independent Directors are available on the Company’s website X. Approval of payment to statutory auditors for any other services
at www.forbes.co.in rendered by the statutory auditors;

Meeting of Independent Directors XI. Reviewing with the management, performance of statutory and
internal auditors, adequacy of the internal control systems;
The Independent Directors meet to discuss:
XII. Reviewing the adequacy of internal audit function, if any,
a) Evaluation of the performance of Non-Independent Directors including the structure of the internal audit department, staffing
and the Board as a whole. and seniority of the official heading the department, reporting
b) Evaluation of the performance of the Chairman of the Company structure coverage and frequency of internal audit;
taking into account the views of the Executive Directors and
Non Executive Directors. XIII. Discussion with internal auditors of any significant findings and
c) Evaluation of quality content and timelines of flow of follow up thereon;
information between the Management and the Board that is
necessary for the Board to effectively and reasonably perform XIV. Reviewing the findings of any internal investigations by the
its duties. internal auditors into matters where there is suspected fraud or
irregularity or a failure of internal control systems of a material
The Meeting of Independent Director is attended by all nature and reporting the matter to the Board;
Independent Directors.
XV. Discussion with statutory auditors before the audit commences,
CEO/CFO Certification about the nature and scope of audit as well as post-audit
discussion to ascertain any area of concern;
As required by the Regulation 17(8) of SEBI LODR, the Certificate
from Mr. M. C. Tahilyani, Managing Director and Mr. Nirmal Jagawat, XVI. To look into the reasons for substantial defaults in payments to
Chief Financial Officer is placed before the Board of Directors. the depositors, debenture holders, shareholders and creditors;

Audit Committee XVII. To review the functioning of the Whistle Blower mechanism;
In compliance with section 177 of the Act and Regulation 18 of SEBI
LODR the terms of reference of the Audit Committee are as under: XVIII. Approval of appointment of CFO (i.e. the whole-time Finance
Director or any other person heading the finance function or
I. the recommendation for appointment, remuneration and terms discharging that function) after assessing the qualifications,
of appointment of auditors of the Company; experience and background, etc. of the candidate;

II. review and monitor the auditor’s independence and performance, XIX. Reviewing, with the management, financial statements, with
and effectiveness of audit process; particular reference to:

III. examination of the financial statement and the auditors’ report a) Matters required to be included in the Directors’
thereon; Responsibility Statement to be included in the Board’s
Report in terms of clause (c) of sub-section 3 of section
IV. approval or any subsequent modification of transactions of the 134 of the Act;
Company with related parties;
b) Changes, if any, in accounting policies and practices and
V. scrutiny of inter-corporate loans and investments; reasons for the same;

VI. valuation of undertakings or assets of the Company, wherever it c) Major accounting entries involving estimates based on the
is necessary; exercise of judgment by management;

56
ANNUAL REPORT 2018 - 19

d) Significant adjustments made in the financial statements arising The Annual General Meeting/Extraordinary General Meeting
out of audit findings; is attended by the Chairman of the Committee/Member of the
Committee authorised by the Chairman of the Committee.
e) Compliance with listing and other legal requirements relating to
financial statements; Nomination and Remuneration Committee

f) Disclosure of any related party transactions; and In compliance with Section 178 of the Act and Regulation 19
of SEBI (LODR), 2015, the Board had constituted Nomination
g) Qualification in the draft audit report. and Remuneration Committee. The Committee comprises of 3
Non-Executive members of whom 2 are Independent Non-Executive
XX. Reviewing the utilization of loans and/or advances from/ Directors. The Chairman of the Nomination and Remuneration
investment by the Company in the subsidiary exceeding ` 100 Committee is an Independent Director.
crores or 10 % of the assets size of the subsidiary, whichever is
lower including existing loans/advances/investments. The meetings of Nomination and Remuneration Committee were
held on April 30, 2018, August 24, 2018 and September 25, 2018.
XXI. Such other functions/duties as may be prescribed by the Act, or The Composition of the Committee and details of meeting attended
SEBI (LODR), 2015 (as amended from time to time); and such by its members is as follows:
other functions/duties as may be entrusted by the Board from
time to time. Name of the Category No. of No. of
Director Audit meetings
In addition to the above the Audit Committee also reviews the Committee attended
information listed in Schedule II of Part C (B) of SEBI LODR. meetings
held
Composition of Audit Committee Mr. Kaiwan D. Non-Executive, 3 3
Kalyaniwalla Independent
The Audit Committee of the Board has been constituted in compliance Chairman*
with the provision of Regulation 18 of SEBI LODR read with Section Mr. D. Sivanandhan Non-Executive, 3 2
177 of the Act. The Committee comprises of 3 members of whom 2 Chairman Independent
are Independent Non-Executive Directors and 1 Executive Director. Mr. Shapoor P. Non-Executive, 3 1
The Chairman of the Audit Committee is an Independent Director. Mistry Non-Independent

All members are financially literate and at least one member has * Ceased to be Director and Member w.e.f. the close of business
Accounting expertise. The Audit Committee meetings are attended hours on March 31, 2019.
by Chief Financial Officer, Statutory Auditors and Head of Internal
Audit and the functional heads as and when required. The Company The Annual General Meeting/Extraordinary General Meeting
Secretary acts as the Secretary to the Committee. The gap between is attended by the Chairman of the Committee/Member of the
two consecutive meetings was not more than four months. Audit Committee authorised by the Chairman of the Committee.
Committee meetings were held on April 30, 2018, May 28, 2018,
August 8, 2018, October 24, 2018, February 14, 2019 and February The terms of reference of Nomination and Remuneration Committee
27, 2019. includes:

The Composition of the Committee and details of meeting attended a) Formulation of the criteria for determining qualifications,
by its members is as follows: positive attributes and independence of a director and
recommend to the Board a policy, relating to the remuneration
Name of the Category No. of No. of
of the directors, key managerial personnel and other employees;
Director Audit meetings
Committee attended
b) Formulation of criteria for evaluation of Independent Directors
meetings
and the Board;
held
Mr. Kaiwan D. Non-Executive, 6 6 c) Devising a policy on Board diversity;
Kalyaniwalla Independent
Chairman* d) Identifying persons who are qualified to become directors and
Mr. D. Sivanandhan Non-Executive, 6 6 who may be appointed in senior management in accordance
Independent with the criteria laid down, and recommend to the Board their
Mr. M. C. Tahilyani Non-Independent, 6 6 appointment and removal;
Executive
e) To recommend extending or continuing the terms of appointment
* Ceased to be Director and Member w.e.f. close of business hours of Independent Directors, on the basis of report of performance
on March 31, 2019. evaluation of Independent Director;

57
f) Recommend to the Board, all remuneration, in whatever form g. Severance fees Nil
payable to senior management and h. Stock options Nil

g) Such other functions/duties as may be entrusted by the Board Stakeholders’ Relationship Committee
from time to time
In compliance with the provisions of section 178 of the Act and
The Company’s policy on directors’ appointment and remuneration Regulation 20 of SEBI (LODR), 2015, the terms of reference of the
and other matters provided in Section 178(3) of the Act has been ‘Stakeholders Relationship Committee’ includes:
disclosed in the Directors’ Report.
a) Approval of Share Transfers / Deletion of Name/s / Transposition
of Name/s, Dematerialization / Re-materialization of Shares;
The Committee determines and recommends to the Board the
compensation of the Managing Director. The Committee makes b) Approval of Transmission of Shares;
periodic appraisal of the performance of the Managing Director. The
Company does not have any stock options scheme. c) Approval for issue of Duplicate/Replacement/Renewal of Share
Certificates;
Details of remuneration paid to Directors during the year ended
March 31, 2019 are as follows: d) Resolution of all the grievances of the security holders;

a) Non-Executive Directors: e) Review of measures taken for effective exercise of voting rights
(` in Lakhs) by shareholders;
Name of Director Sitting Fees f) Review of adherence to the service standards adopted in
Mr. Shapoor P. Mistry 2.50 respect of various services being rendered by Registrar & Share
Mr. Kaiwan D. Kalyaniwalla* 9.00 Transfer Agents;
Mr. D. Sivanandhan 8.00
Mr. Jai L. Mavani 3.50 g) Review of the various measures and initiatives taken for
reducing the quantum of unclaimed dividend s and ensuring
Ms. Aslesha A. Gowariker ** 1.00
timely receipt of dividend warrants/annual reports/statutory
Ms. Rani Ajit Jadhav *** 2.00 notices by the shareholders of the Company and
*Ceased to be Director w.e.f. the close of business hours on h) Such other functions/duties as may be entrusted by the Board
March 31, 2019 from time to time.
**Ceased to be Director w.e.f. June 12, 2018
***Appointed as Director w.e.f. September 1, 2018 The Composition of Stakeholders’ Relationship Committee is as
follows:
No commission was paid to any Non-Executive Director during Name Category
FY 2018-19. Mr. Kaiwan D. Kalyaniwalla – Non-Executive,
Chairman* Independent Director
b) Managing Director Mr. M. C. Tahilyani Executive Director
(` in Lakhs) Mr. D. Sivanandhan Non-Executive,
Sr. Particulars Mr. M. C. Tahilyani Independent Director
a. Salary and allowance 127.78
b. Pension Contribution to PF 6.80 *Ceased to be Director and Member w.e.f. close of business hours on
and Superannuation Fund March 31, 2019
c. Annual Performance 82.87
Incentive & Ex-Gratia The Company Secretary also functions as Compliance Officer.
Total 217.45
During the year under review, the Company received 3 (three)
d. Break up of fixed Item C is performance linked, shareholder’s complaints which were resolved and there were no
components and others are fixed. pending complaints at the end of the year. No transfers were pending
performance linked Performance criteria include level as on March 31, 2019.
incentives with of profits, reduction of costs,
performance criteria improvement of liquidity, steps The Annual General Meeting/ Extraordinary General Meeting
taken for growth of business of is attended by the Chairman of the Committee/Member of the
the Company and its subsidiaries. Committee authorised by the Chairman of the Committee.
e. Service contracts April 28, 2016 to April 27, 2021
(subject to retirement policy of
the Company)
f. Notice period Six months

58
ANNUAL REPORT 2018 - 19

Corporate Social Responsibility Committee e) Appointment of a working group called the CSR Team to help
it enable the implementation of the CSR projects/activities; and
Pursuant to section 135 of the Companies Act, a Corporate Social
Responsibility (CSR) Committee of the Board was constituted. The f) Such other responsibilities as may be entrusted by the Board
Company has formulated a policy for its CSR activities and the duties from time to time.
and responsibilities of the Committee includes-
The Composition of the Committee is as follows:
a) Review of the CSR activities to be undertaken by the Company.
The CSR Committee shall be guided by the list of activities
Name of Director Category
specified in Schedule VII to the Act and this Policy;
Mr. D. Sivanandhan Non-Executive, Independent Director
Chairman
b) Formulate and recommend the projects to be supported to the
Mr. M. C. Tahilyani Executive, Non-Independent Director
Board and the CSR activities/programs to be undertaken by the
Ms. Aslesha A. Gowariker* Non-Executive, Independent
Company;
Mr. Jai Mavani ** Non-Executive, Non – Independent
director
c) Recommend the CSR expenditure to be incurred on the CSR
activities/programs; * Ceased to be member w.e.f. June 12, 2018
** Appointed as member w.e.f. September 25, 2018
d) Institute a mechanism for implementation of the CSR projects and
activities and effectively monitor the execution of the CSR activities;

General Body Meetings

a. The details of date, time and venue of the Annual General Meeting held during the last three years till March 31, 2019 are as
under:
Particulars Date Time Venue
97th Annual General Meeting August 24, 2016 4.00 p.m. “Rangswar”, 4th floor, Yashwantrao Chavan Pratishthan, Gen.
Jagannathrao Bhosle Marg, Nariman Point, Mumbai – 400 021
98th Annual General Meeting August 24, 2017 4.00 p.m. Indian Merchants’ Chambers, Walchand Hirachand Hall, IMC
Building, 4th Floor, IMC Marg, Churchgate, Mumbai 400 020
th
99 Annual General Meeting September 25, 2018 4.00 p.m. Indian Merchants’ Chambers, Walchand Hirachand Hall, IMC
Building, 4th Floor, IMC Marg, Churchgate, Mumbai 400 020

b. Details of Special Resolutions passed in the General Meetings during previous 3 years
August 24, 2016 (AGM) Issue of Non-Convertible Debentures through Private Placement upto ` 150 Crores.
Approval of remuneration of Mr. Ashok Barat as Managing Director.
Appointment and Remuneration of Mr. M. C. Tahilyani as Managing Director of the Company
September 25, 2018 (AGM) Authority to Borrow upto ` 1000 Crores
Authority to Create Charges upto ` 1000 Crores
Issue of Non-convertible Debentures/Bonds through Private Placement
March 29, 2019 (EGM) Sale of 50 % of the Business Undertaking in Project Vicinia

c. Details of Special Resolutions passed through Postal Ballot:


May 28, 2018 Authority to increase the limits under Section 186 of the Companies Act, 2013 for Inter-Corporate Loans, Investments, Guarantees and Security
Voting pattern
Category Mode of Voting No. of No. of votes % of Votes Polled No. of No. of % of Votes in % of Votes
shares held polled* on outstanding Votes - in Votes - favour on votes against on votes
shares favour against polled polled
(1) (2) (3)=[(2)/(1)]*100 (4) (5) (6)=[(4)/(2)]* 100 (7)=[(5)/(2)]* 100
Promoter and Promoter Group E-Voting 95,25,691 0 0 0 0 0 0
Postal Ballot 93,59,293 98.25 93,59,293 0 100 0
Total 93,59,293 98.25 93,59,293 0 100 0
Public – Institution E-Voting 16,12,304 11,48,255 71.22 11,48,255 0 100 0
Postal Ballot 0 0 0 0 0 0
Total 11,48,255 71.22 11,48,255 0 100 0
Public- Non Institutions E-Voting 17,60,621 6,154 0.35 4,255 1,899 69.14 30.86
Postal Ballot 5,323 0.30 5,323 0 100 0
Total 11,477 0.65 9,578 1,899 83.45 16.55
Total 1,28,98,616 1,05,19,025 81.55 1,05,17,126 1,899 99.98 0.03
*No. of Votes polled does not include “No. of Votes Invalid” and “No. of Votes Abstain”.

59
d. Person who conducted the Postal Ballot exercise requirements under Regulation 27(1) and Part E Schedule II of SEBI
(LODR), 2015 is as follows:
Mr. Makarand M Joshi, Partner, M/s Makarand M Joshi & Co.,
Practicing Company Secretaries, • Shareholders’ Rights: As the quarterly and half yearly
financial results are published in the newspapers and are also
e. Whether any Special Resolution is proposed to be conducted posted on the Company’s website, the same are not sent to the
through Postal Ballot shareholders.

The Company has sent Postal Ballot Notice dated May 30, 2019 • Audit Qualifications: The Statutory Auditors Report on the
for following Special Resolutions: Company’s standalone financial statement for the financial year
2018-19 does not contain any audit qualification.
i. Re-appointment of Mr. D Sivanandhan as an Independent
Director for a second term of five years with effect from • Separate posts of Chairman and CEO: The Chairman of
August 6, 2019 and the Board is a Non- Executive Director. The Company has
appointed Managing Director to take care of the day-to-day
ii. Remuneration of Mr. M. C. Tahilyani as Managing affairs of the Company. The position of the Chairman and
Director for two years commencing from April 28, 2019. Managing Director are separate.

Related Party Transactions Means of Communication

All related party transactions entered into during the financial year The quarterly, half yearly and annual results are generally published
were on arm’s length basis and were in the ordinary course of in the Financial Express (English daily) and Mumbai Lakshadeep
business. (regional language newspaper). The financial results, shareholding
patterns are also available on the website of the Company, i.e. www.
All related party transaction are placed before the Audit Committee forbes.co.in
for approval.
The Company does not have a practice of making presentation to
The Board has approved policies for determining material institutional investors and analysts. Management Discussion and
subsidiaries and related party transactions which has been uploaded Analysis forms part of Annual Report.
on the Company website viz www.forbes.co.in
General Shareholders Information
Statutory Compliances
AGM-Date, time and Venue: The Next Annual General Meeting of
The Company has ensured necessary compliance with the the Company is scheduled on Monday, the August 26, 2019 at 4.00
requirements of the Stock Exchange, SEBI and other authorities PM at Indian Merchants’ Chambers, Walchand Hirachand Hall, IMC
related to capital market and the details of non-compliance and Building, 4th Floor, IMC Marg, Churchgate, Mumbai 400 020
penalties are not applicable.
Financial Year The Company follows the April – March
Vigil Mechanism/Whistle Blower Policy financial year
Book Closure Date The Register of Members and the Share
Pursuant to Section 177 of the Act and Regulation 22 of SEBI Transfer Book of the Company will remain
(LODR), 2015, the Board has established a vigil mechanism for the closed from Tuesday, August 20, 2019 to
Directors and employees of the Company to report genuine concerns Monday, August 26, 2019
about unethical behavior actual or suggested fraud or violation of
Listing on Stock BSE Limited, P.J. Towers, Dalal Street,
the Company’s Code of Conduct or ethics. The Company has in
Exchange Mumbai – 400 001.
place Whistle Blower Policy to provide mechanism for Director or
Stock Code 502865 (ISIN-INE518A01013)
employee of the Company to approach the Chairman of the Audit
Committee. The Policy is available on the Company’s website viz.
Equity shares of the Company are listed on BSE Limited only and
www.forbes.co.in
Company has paid the annual listing fees before the due date.
Details of compliance with mandatory requirements and adoption
of the non-mandatory requirements of this clause:

The Company has complied with all the mandatory requirements of


SEBI (LODR), 2015. The status of compliance with discretionary

60
ANNUAL REPORT 2018 - 19

Market Price Data for the Shares of Face Value ` 10 each is as under:

Month Forbes High Forbes Low No. of Shares BSE Index BSE Index BSE 500 High BSE 500 Low
High Low
April’2018 4,150.00 3,100.00 1,28,345 35,213.30 32,972.56 15,064.12 14,159.26
May’2018 3,950.00 3,250.00 33,751 35,993.53 34,302.89 15,109.38 14,351.64
June’2018 3,298.75 2,500.00 32,219 35,877.41 34,784.68 14,936.98 14,314.91
July’2018 2,824.40 2,133.00 42,197 37,644.59 35,106.57 15,327.53 14,379.24
August’2018 2,950.00 2,449.00 35,769 38,989.65 37,128.99 15,906.13 15,205.80
September’2018 2,800.00 2,052.50 36,324 38,934.35 35,985.63 15,937.92 14,337.77
October’2018 2,139.90 1,801.05 35,233 36,616.64 33,291.58 14,564.81 13,287.30
November’2018 2,718.90 1,925.00 54,597 36,389.22 34,303.38 14,481.82 13,874.76
December’2018 2,650.00 2,300.00 16,626 36,554.99 34,426.29 14,681.14 13,735.91
January’2019 2,400.00 1,945.00 19,687 36,701.03 35,375.51 14,595.97 14,001.25
February’2019 2,085.00 1,802.00 10,741 37,172.18 35,287.16 14,553.39 13,839.50
March’2019 2,494.40 2,000.00 39,992 38,748.54 35,926.94 15,316.93 14,246.80
Registrars and Share Transfer & Agents Distribution of Shareholding as on March 31, 2019
Category No. of Shares %
The Company has appointed TSR Darashaw Consultants Private Promoters 95,25,691 73.85
Limited (TSRD) as its Registrar & Share Transfer Agents. Central/State Government 1,10,343 0.86
Shareholders are advised to approach TSRD on the following address Institutions
for any queries and problems related to shares held in physical form: Financial Institutions/ Banks 18,815 0.15
Insurance Companies 500 0.00
TSR Darashaw Consultants Private Limited Mutual Fund 394 0.00
(Formerly TSR Darashaw Limited) FII & NRI/FBC 15,16,943 11.76
6-10, Haji Moosa Patrawala Industrial Estate, Public 17,25,930 13.38
20, Dr. E.Moses Road, Near Famous Studio, Total 1,28,98,616 100.00
Mahalaxmi, Mumbai-400 011.
Tel.: +91 22 6656 8484 Fax.: +91 22 6656 8496 Distribution by size as on March 31, 2019
E-mail: [email protected] Holding No. of No. of Shares % to Shares
Website: www.tsrdarashaw.com Shareholders
1 to 500 14,928 8,18,044 96.99
Share Transfer System 501 to 1000 282 2,00,366 1.83
1001 to 2000 103 1,41,351 0.67
The Stakeholders Relationship Committee of the Board of Directors 2001 to 3000 30 74,870 0.19
of the Company inter alia monitors Share Transfers/Deletion of 3001 to 4000 16 56,667 0.10
Name/s/Transposition of Name/s, Transmission, dematerialization 4001 to 5000 5 22,202 0.03
and re-materialization of shares. Shares of the Company are traded 5001 to 10000 11 71,395 0.07
compulsorily in dematerialized form. 10001 & above 17 1,15,13,721 0.11
Total 15,392 1,28,98,616 100.00
Regulation 40 of Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulation, 2015 has been Status of dematerialization of shares and liquidity as on March
amended, mandating transfer of securities in dematerialized form. 31, 2019
The said restriction is not applicable to request received for effecting Details No. of % of Share No. of
transmission or transposition, deletion of name in respect of shares shares Capital Accounts
held in physical form or transfer deeds once lodged prior to April 1, Nationalized 1,18,50,458 91.87 6,314
2019 and returned due to deficiency in the document and re-lodged. Securities Depository
Ltd. (NSDL)
The shareholders holding shares in physical forms are requested to Central Depository 5,57,485 4.32 4,527
get their shares dematerialised to avoid any inconvenience in the Services(India) Ltd.
future while transferring their shares. (CDSL)
Total dematerialized 1,24,07,943 96.20 10,841
Physical 4,90,673 3.80 4,551
Total 1,28,98,616 100 15,392

61
Outstanding Employee Stock Options, GDRs, ADRs, etc. Plant Locations

The Company has not issued any GDRs/ADRs/Warrants. There are Plot B-13,Waluj Industrial Area
no outstanding Foreign Currency Convertible Bonds (“FCCBs”) and Waluj,
Employee Stock Options. Aurangabad-431 133

No funds were raised during the year through preferential allotment A7, MIDC Area
or qualified institutional placement. Chikalthana, Aurangabad – 431 210

Foreign exchange risk and hedging activities Chandivali Estate


Saki Powai Road
The Company has a foreign exchange risk management policy for Mumbai-400 072
managing foreign currency exposure. The Company identifies risks
and exposures to be hedged from time to time and hedges these Address for correspondence
exposures. During the year, the Company has managed foreign
exchange risk and hedged in compliance with its extant foreign Shareholders holding shares in physical mode are requested to direct
exchange risk management policy. The open foreign exchange all equity shares related correspondence /queries to TSR and only
exposures are reviewed at a regular interval. Note 2 (xviii) to the the non-shares related correspondence and complaints regarding
standalone financial statements describes the accounting policy TSR should be addressed to the Compliance Officer at the registered
relating to the foreign currency transactions and translations. office of the Company. Shareholders holding shares in electronic
mode (dematerialized form) should address all shares related
Credit Tating correspondence to their respective Depository Participants only.

Credit ratings obtained along with revisions thereto during Secretarial Auditors’ Certificates
FY 2018 -19, for all debt instruments in India.
1. Certificate dated May 22, 2019 issued by Makarand M. Joshi &
Rating Date Credit Rating Co., Practicing Company Secretaries certifying that none of the
Agency Short-Term Long-Term Directors of the Company have been debarred or disqualified
form being appointed or continuing as Directors by the Board/
CARE Ratings As on - CARE AA-;Stable
Ministry of Corporate Affairs or any such statutory authority.
Ltd. April 1, 2018
CARE Ratings September - CARE AA-;Stable
2. The Certificate dated May 30, 2019 issued by Makarand M.
Ltd. 20, 2018
Joshi & Co., Company Secretaries on compliance with the
ICRA Ltd. As on [ICRA]A1+ [ICRA]AA- Corporate Governance requirements by the Company is
April 1, 2018 (Negative) annexed herewith.
ICRA Ltd. October [ICRA]A1+ [ICRA]
26, 2018 A+(Negative)

DECLARATION UNDER REGULATION 26(3) OF SEBI (LISTING OBLIGATIONS AND


DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

As provided under Regulation 26(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board Members and
the Senior Management Personnel have confirmed compliance with the code of conduct for Board of Directors and Senior Management for
the year ended March 31, 2019.

For Forbes & Company Limited

M. C. Tahilyani
Managing Director
DIN : 01423084

62
ANNUAL REPORT 2018 - 19

CORPORATE GOVERNANCE COMPLIANCE CERTIFICATE


To
The Members,
FORBES & COMPANY LIMITED
Forbes Building
Charanjit Rai Marg, Fort, Mumbai - 400001
We have examined the compliance of conditions of corporate governance by FORBES & COMPANY LIMITED (“the Company”), for the year ended on
March 31, 2019, as stipulated in Regulation 17 to 27 and clauses (b) to (i) of sub-regulation (2) of regulation 46 and para C, D and E of Schedule V of SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015 of the Company with stock exchange(s).

The compliance of conditions of corporate governance is responsibility of the management. Our examination was limited to procedures and implementation
thereof, adopted by the Company for ensuring the compliance of the conditions of the Corporate Governance. It is neither an audit nor an expression of opinion
on the financial statements of the Company.

In our opinion and to the best of our information and according to the explanations given to us and the representations made by the Directors and the management,
we certify that the Company has complied with the conditions of Corporate Governance as stipulated in Regulation 17 to 27 and clauses (b) to (i) of sub-
regulation (2) of regulation 46 and para C, D and E of Schedule V of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

We further state that such compliance is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the
management has conducted the affairs of the Company.
For Makarand M. Joshi & Co
Practicing Company Secretaries,

Place: Mumbai Makarand Joshi


Date: May 30, 2019 Partner
Membership No. 5533
CP No. 3662

CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS


(pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015)
To,
The Members
Forbes & Company Limited,
Forbes Building,
Charanjit Rai Marg, Fort, Mumbai - 400001.
We have examined the relevant registers, records, forms, returns and disclosures received from the Directors of Forbes & Company Limited having
CIN L17110MH1919PLC000628 and having registered office at Forbes Building, Charanjit Rai Marg, Fort, Mumbai - 400001 (hereinafter referred to as ‘the
Company’), produced before us by the Company for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule V Para-C
Sub clause 10(i) of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.
In our opinion and to the best of our information and according to the verifications (including Director Identification Number (DIN) status at the portal
www.mca.gov.in) as considered necessary and explanations furnished to us by the Company and its officers, We hereby certify that none of the Directors on the
Board of the Company as stated below for the Financial Year ending on 31st March, 2019 have been debarred or disqualified from being appointed or continuing
as Directors of companies by the Securities and Exchange Board of India, Ministry of Corporate Affairs or any such other Statutory Authority.
Table A
Sr. No. Name of the Directors Director Identification Number Date of appointment in Company
1. Mr. Shapoor Pallonji Mistry 00010114 03/09/2001
2. Mr. M. C. Tahilyani 01423084 28/04/2016
3. Mr. Jai Laxmikant Mavani 05260191 22/05/2012
4. Mr. Sivanandhan Dhanushkodi 03607203 14/03/2012
5. Ms. Rani Ajit Jadhav 07070938 01/09/2018

Ensuring the eligibility of for the appointment/ continuity of every Director on the Board is the responsibility of the management of the Company. Our
responsibility is to express an opinion on these based on our verification. This certificate is neither an assurance as to the future viability of the Company nor of
the efficiency or effectiveness with which the management has conducted the affairs of the Company.

For Makarand M. Joshi & Co.


Practicing Company Secretaries

Kumudini Bhalerao
Partner
Place: Mumbai FCS No. 6667
Date: May 22, 2019 CP No. 6690

63
STANDALONE AND CONSOLIDATED
FINANCIAL STATEMENTS FORMING PART
OF ANNUAL REPORT OF
FORBES & COMPANY LIMITED
FOR THE YEAR ENDED MARCH 31, 2019

64
ANNUAL REPORT 2018 - 19

Independent Auditors’ Report


To the Members of Forbes & Company Limited Basis for Opinion
Report on the audit of the Standalone Financial Statements
3. We conducted our audit in accordance with the Standards on
Opinion Auditing (SAs) specified under section 143(10) of the Act. Our
responsibilities under those Standards are further described in
1. We have audited the accompanying standalone financial the Auditor’s Responsibilities for the Audit of the Financial
statements of Forbes & Company Limited (“the Company”), Statements section of our report. We are independent of the
which comprise the Balance Sheet as at March 31, 2019, and the Company in accordance with the Code of Ethics issued by
Statement of Profit and Loss (including Other Comprehensive the Institute of Chartered Accountants of India together with
Income), Statement of Changes in Equity and Statement of the ethical requirements that are relevant to our audit of the
Cash Flows for the year then ended, and notes to the standalone standalone financial statements under the provisions of the Act
financial statements, including a summary of significant and the Rules thereunder, and we have fulfilled our other ethical
accounting policies and other explanatory information. responsibilities in accordance with these requirements and the
Code of Ethics. We believe that the audit evidence we have
2. In our opinion and to the best of our information and according obtained is sufficient and appropriate to provide a basis for our
to the explanations given to us, the aforesaid standalone financial opinion.
statements give the information required by the Companies Act,
2013 (“the Act”) in the manner so required and give a true and Key Audit Matters
fair view in conformity with the accounting principles generally
accepted in India, of the state of affairs of the Company as at 4. Key audit matters are those matters that, in our professional
March 31, 2019, and total comprehensive income (comprising judgment, were of most significance in our audit of the
of profit and other comprehensive income), changes in equity standalone financial statements of the current period. These
and its cash flows for the year then ended. matters were addressed in the context of our audit of the
standalone financial statements as a whole, and in forming our
opinion thereon, and we do not provide a separate opinion on
these matters.

Key audit matter How our audit addressed the key audit matter
(a) Impairment risk of investment in and receivables from a Our procedures in relation to management’s assessment of impairment
wholly owned subsidiary and (b) Financial exposure relating to risk and financial exposure included the following:
guarantee given to the same subsidiary (Refer Notes 8, 9, 11, 39
and 40 to the standalone financial statements) • Evaluating and validating the design and operating effectiveness of
the controls over determination of recoverable value of investments
The Company has investment aggregating ` 7,934.82 Lakhs in and receivable (including valuation model, assumptions and
Forbes Technosys Limited (FTL), a wholly owned subsidiary and judgements);
also has financial exposure by way of outstanding receivables • Assessing the accuracy and reasonableness of the input data provided
aggregating ` 337.85 Lakhs and financial guarantees to FTL by the Management by way of agreeing with approved budgets;
amounting to ` 17,920 Lakhs. • Analysis of past trends by comparing the historical results vis-à-vis
corresponding budgets;
During the year ended March 31, 2019, FTL has earned total • Evaluating management expert’s independence, competence,
comprehensive income aggregating ` 3.26 Lakhs and FTL’s current capabilities and objectivity;
liabilities exceeded its current assets by ` 4,937.76 Lakhs. This is • Assessing along with the auditors’ experts the reasonableness of
an indicator of potential impairment of the investments, outstanding the Company’s process regarding impairment assessment and
receivables and financial exposure relating to financial guarantees assumptions used in the impairment model;
given. • Developing independent expectations regarding the impairment
testing based on our understanding of the business, external industry
The management has estimated that FTL’s net recoverable value is trends and the subsidiary’s historic business activity;
sufficient to cover the cumulative carrying value of total exposure in • Evaluating the Company’s impairment testing results against our
FTL comprising investments, outstanding receivables and liability, expectations;
if any, towards financial guarantees, basis valuation performed by
the management’s expert who is an independent professional valuer.

65
Key audit matter How our audit addressed the key audit matter
The recoverable value of the investment has been determined using • Performing sensitivity analysis and evaluating whether any
the discounted cash flow method, transaction multiple method and reasonably foreseeable change in assumptions could lead to
market multiple method, which involved significant estimates and impairment; and
judgement, including earning growth rate, cost escalation/savings, • Testing the mathematical accuracy of the underlying calculations.
discount rate, terminal growth rate, transaction multiples etc.
and is highly dependent on the management expert’s inputs and Based on the above procedures performed, the management’s
assumptions, and is hence considered as a Key Audit Matter. assessment in respect of impairment risk of investment in and
receivables from a wholly owned subsidiary, and financial exposure
relating to guarantee is considered to be reasonable.
First time implementation of Revenue recognition standard Our audit procedures included obtaining a listing of contracts with
(Ind-AS 115) for Real Estate Development Activities (Refer customers from the Management, and carrying out a combination
Notes 25 and 52 to the standalone financial statements) of testing of internal financial controls with reference to financial
statements for revenue recognition over real estate projects and test of
Consequent to the implementation of Ind-AS 115, effective April 1, details on a sample of transactions, which included:
2018, there has been change in the Company’s policy for revenue
recognition in respect of its real estate development projects. • Obtaining an understanding of the process and testing key controls
followed by the management over revenue recognition for real estate
The determination of the period over which revenue from real estate development projects including controls surrounding implementation
development activities should be recognized, the timing of transfer of Ind-AS 115;
of control to the customer; and determination of whether the • Evaluating existence and completeness of the list of contracts with
Company has an enforceable right to payment as per requirements customers, and examining the mathematical accuracy including
of Ind-AS 115 involves significant judgement by the Management. impact of transitional adjustments as on April 1, 2018;
• Obtaining evidence regarding the transfer of control considering the
Revenue recognition for real estate development activities is criteria as per Ind-AS 115 for ensuring existence of enforceability of
considered as a key audit matter considering significance of amounts payment for work completed to date; and
involved, substantial transitional impact due to implementation • Testing the accuracy and completeness of disclosures in the
of Ind-AS 115 along with related disclosures and involvement standalone financial statements including those relating to the
of management judgement in establishing enforceable right to change in the accounting policy for revenue recognition as per the
payment for performance completed to date. requirements of the applicable Indian Accounting Standards.
Based on the above audit procedures performed, we did not come across
any significant exceptions with regard to the first time implementation
of Ind-AS 115 in respect of real estate development activities.
Assessment of Provisions and Contingent Liabilities Our audit procedures included the following:
Refer to Notes 19A and 39 to the standalone financial statements. • Understanding and evaluating the process and controls designed
and implemented by the management including testing relevant
As at March 31, 2019, in respect of certain direct, indirect tax controls;
matters and other litigations, the Company had recognised • Obtaining the details of the related matters, inspecting the
provisions aggregating ` 277.98 Lakhs and disclosed contingent supporting evidences and assessing management’s evaluation
liabilities aggregating ` 12,432.50 Lakhs. through discussions with management on both the probability of
the ultimate outcome and the magnitude of financial impact;
The Company undergoes assessment proceedings and related • Reading recent orders and/ or communication received from
litigations with direct and indirect tax authorities and with certain the tax authorities/ with certain other parties and management
other parties, during the normal course of business. There is a high responses to such communication;
level of management judgement required in estimating the level • Where relevant, reading the most recent available independent
of provisioning and/or the disclosures required. The judgement tax / legal advice obtained by management and evaluation of the
of the Management is supported by advice from independent tax grounds presented therein;
and legal consultants, as considered necessary by the management. • Evaluating independence, objectivity and competence of the
Accordingly, unexpected adverse outcomes could significantly management’s tax / legal consultants;
impact the Company’s reported profit and Balance Sheet position. • Obtaining direct written confirmations from the Company’s legal/
tax consultants (internal/ external) to confirm the status of the
We considered the above area as the key audit matter due to assessments as well as had direct discussion with them as and
associated uncertainty of the ultimate outcome and significant when required.
management judgement involved.

66
ANNUAL REPORT 2018 - 19

Key audit matter How our audit addressed the key audit matter
• Understanding the current status of the direct and indirect tax
assessments/ litigations;
• Together with the auditor’s tax experts, assessed the likelihood of
the potential financial exposures.
• Assessing the adequacy of disclosures in the standalone financial
statements.
Based on the above procedures we did not identify any material
exceptions relating to management’s assessment of provisions and
contingent liabilities.

Other Information 7. In preparing the standalone financial statements, management


is responsible for assessing the Company’s ability to continue
5. The Company’s Board of Directors is responsible for the other as a going concern, disclosing, as applicable, matters related to
information. The other information comprises the information going concern and using the going concern basis of accounting
included in the board report and corporate governance report, unless management either intends to liquidate the Company or
but does not include the standalone financial statements and our to cease operations, or has no realistic alternative but to do so.
auditor’s report thereon. Those Board of Directors are also responsible for overseeing
the Company’s financial reporting process.
Our opinion on the standalone financial statements does not
cover the other information and we do not express any form of Auditor’s responsibilities for the audit of the financial statements
assurance conclusion thereon.
8. Our objectives are to obtain reasonable assurance about whether the
In connection with our audit of the standalone financial financial statements as a whole are free from material misstatement,
statements, our responsibility is to read the other information whether due to fraud or error, and to issue an auditor’s report
and, in doing so, consider whether the other information is that includes our opinion. Reasonable assurance is a high level
materially inconsistent with the standalone financial statements of assurance, but is not a guarantee that an audit conducted in
or our knowledge obtained in the audit or otherwise appears accordance with SAs will always detect a material misstatement
to be materially misstated. If, based on the work we have when it exists. Misstatements can arise from fraud or error and are
performed, we conclude that there is a material misstatement of considered material if, individually or in the aggregate, they could
this other information, we are required to report that fact. reasonably be expected to influence the economic decisions of
users taken on the basis of these financial statements.
We have nothing to report in this regard.
9. As part of an audit in accordance with SAs, we exercise
Responsibilities of management and those charged with professional judgment and maintain professional scepticism
governance for the financial statements throughout the audit. We also:

6. The Company’s Board of Directors is responsible for the matters • Identify and assess the risks of material misstatement of
stated in section 134(5) of the Act with respect to the preparation the financial statements, whether due to fraud or error,
of these standalone financial statements that give a true and fair design and perform audit procedures responsive to those
view of the financial position, financial performance, changes risks, and obtain audit evidence that is sufficient and
in equity and cash flows of the Company in accordance with appropriate to provide a basis for our opinion. The risk
the accounting principles generally accepted in India, including of not detecting a material misstatement resulting from
the Accounting Standards specified under section 133 of the fraud is higher than for one resulting from error, as fraud
Act. This responsibility also includes maintenance of adequate may involve collusion, forgery, intentional omissions,
accounting records in accordance with the provisions of the Act misrepresentations, or the override of internal control.
for safeguarding of the assets of the Company and for preventing
and detecting frauds and other irregularities; selection and • Obtain an understanding of internal control relevant
application of appropriate accounting policies; making to the audit in order to design audit procedures that are
judgments and estimates that are reasonable and prudent; and appropriate in the circumstances. Under Section 143(3)
design, implementation and maintenance of adequate internal (i) of the Act, we are also responsible for expressing our
financial controls, that were operating effectively for ensuring opinion on whether the company has adequate internal
the accuracy and completeness of the accounting records, financial controls with reference to financial statements in
relevant to the preparation and presentation of the standalone place and the operating effectiveness of such controls.
financial statements that give a true and fair view and are free
from material misstatement, whether due to fraud or error. • Evaluate the appropriateness of accounting policies used
and the reasonableness of accounting estimates and related
disclosures made by management.

67
• Conclude on the appropriateness of management’s use of 14. As required by Section 143(3) of the Act, we report that:
the going concern basis of accounting and, based on the
audit evidence obtained, whether a material uncertainty (a) We have sought and obtained all the information and
exists related to events or conditions that may cast explanations which to the best of our knowledge and
significant doubt on the Company’s ability to continue as a belief were necessary for the purposes of our audit.
going concern. If we conclude that a material uncertainty
exists, we are required to draw attention in our auditor’s (b) In our opinion, proper books of account as required by law
report to the related disclosures in the financial statements have been kept by the Company so far as it appears from
or, if such disclosures are inadequate, to modify our our examination of those books.
opinion. Our conclusions are based on the audit evidence
obtained up to the date of our auditor’s report. However, (c) The Balance Sheet, the Statement of Profit and Loss
future events or conditions may cause the Company to (including other comprehensive income), the Statement of
cease to continue as a going concern. Changes in Equity and Cash Flow Statement dealt with by
this Report are in agreement with the books of account.
• Evaluate the overall presentation, structure and content
of the financial statements, including the disclosures, and (d) In our opinion, the aforesaid standalone financial
whether the financial statements represent the underlying statements comply with the Accounting Standards
transactions and events in a manner that achieves fair specified under Section 133 of the Act.
presentation.
(e) On the basis of the written representations received from
10. We communicate with those charged with governance regarding, the directors as on March 31, 2019 taken on record by the
among other matters, the planned scope and timing of the Board of Directors, none of the directors is disqualified as
audit and significant audit findings, including any significant on March 31, 2019 from being appointed as a director in
deficiencies in internal control that we identify during our audit. terms of Section 164 (2) of the Act.

11. We also provide those charged with governance with a statement (f) With respect to the adequacy of the internal financial
that we have complied with relevant ethical requirements controls with reference to financial statements of the
regarding independence, and to communicate with them all Company and the operating effectiveness of such controls,
relationships and other matters that may reasonably be thought refer to our separate Report in “Annexure A”.
to bear on our independence, and where applicable, related
safeguards. (g) With respect to the other matters to be included in the
Auditor’s Report in accordance with Rule 11 of the
12. From the matters communicated with those charged with Companies (Audit and Auditors) Rules, 2014, in our
governance, we determine those matters that were of most opinion and to the best of our information and according
significance in the audit of the financial statements of the to the explanations given to us:
current period and are therefore the key audit matters. We
describe these matters in our auditor’s report unless law or i. The Company has disclosed the impact of pending
regulation precludes public disclosure about the matter or when, litigations on its financial position in its standalone
in extremely rare circumstances, we determine that a matter financial statements – Refer Notes 19A and 39 to the
should not be communicated in our report because the adverse standalone financial statements;
consequences of doing so would reasonably be expected to
outweigh the public interest benefits of such communication. ii. The Company has long-term contracts as at
March 31, 2019 for which there were no material
Report on other legal and regulatory requirements foreseeable losses. The Company did not have any
derivative contracts as at March 31, 2019;
13. As required by the Companies (Auditor’s Report) Order, 2016
(“the Order”), issued by the Central Government of India in iii. There has been no delay in transferring amounts,
terms of sub-section (11) of section 143 of the Act, we give required to be transferred, to the Investor Education
in the “Annexure B”, a statement on the matters specified in and Protection Fund by the Company.
paragraphs 3 and 4 of the Order, to the extent applicable.
iv. The reporting on disclosures relating to Specified
Bank Notes is not applicable to the Company for the
year ended March 31, 2019.
For Price Waterhouse Chartered Accountants LLP
Firm Registration Number: 012754N/N500016
Chartered Accountants

Sarah George
Place: Mumbai Partner
Date: May 30, 2019 Membership Number: 045255

68
ANNUAL REPORT 2018 - 19

Annexure A to Independent Auditors’ Report


Referred to in paragraph 14(f) of the Independent Auditors’ Report of even date to the members of Forbes & Company Limited on
the standalone financial statements for the year ended March 31, 2019
Report on the Internal Financial Controls with reference to 4. Our audit involves performing procedures to obtain audit
financial statements under Clause (i) of Sub-section 3 of Section evidence about the adequacy of the internal financial controls
143 of the Act system with reference to financial statements and their
operating effectiveness. Our audit of internal financial controls
1. We have audited the internal financial controls with reference with reference to financial statements included obtaining an
to financial statements of Forbes & Company Limited (“the understanding of internal financial controls with reference to
Company”) as of March 31, 2019 in conjunction with our audit financial statements, assessing the risk that a material weakness
of the standalone financial statements of the Company for the exists, and testing and evaluating the design and operating
year ended on that date. effectiveness of internal control based on the assessed risk.
The procedures selected depend on the auditor’s judgement,
Management’s Responsibility for Internal Financial Controls including the assessment of the risks of material misstatement
of the financial statements, whether due to fraud or error.
2. The Company’s management is responsible for establishing
and maintaining internal financial controls based on the 5. We believe that the audit evidence we have obtained is sufficient
internal control over financial reporting criteria established and appropriate to provide a basis for our audit opinion on the
by the Company considering the essential components of Company’s internal financial controls system with reference to
internal control stated in the Guidance Note on Audit of financial statements.
Internal Financial Controls Over Financial Reporting issued
by the Institute of Chartered Accountants of India (ICAI). Meaning of Internal Financial Controls with reference to
These responsibilities include the design, implementation and financial statements
maintenance of adequate internal financial controls that were
operating effectively for ensuring the orderly and efficient 6. A company’s internal financial controls with reference to
conduct of its business, including adherence to company’s financial statements is a process designed to provide reasonable
policies, the safeguarding of its assets, the prevention and assurance regarding the reliability of financial reporting and
detection of frauds and errors, the accuracy and completeness the preparation of financial statements for external purposes in
of the accounting records, and the timely preparation of reliable accordance with generally accepted accounting principles. A
financial information, as required under the Act. company’s internal financial controls with reference to financial
statements includes those policies and procedures that (1)
Auditors’ Responsibility pertain to the maintenance of records that, in reasonable detail,
accurately and fairly reflect the transactions and dispositions
3. Our responsibility is to express an opinion on the Company’s of the assets of the company; (2) provide reasonable assurance
internal financial controls with reference to financial statements that transactions are recorded as necessary to permit preparation
based on our audit. We conducted our audit in accordance with of financial statements in accordance with generally accepted
the Guidance Note on Audit of Internal Financial Controls Over accounting principles, and that receipts and expenditures
Financial Reporting (the “Guidance Note”) and the Standards of the company are being made only in accordance with
on Auditing deemed to be prescribed under section 143(10) of authorisations of management and directors of the company;
the Act to the extent applicable to an audit of internal financial and (3) provide reasonable assurance regarding prevention or
controls, both applicable to an audit of internal financial controls timely detection of unauthorised acquisition, use, or disposition
and both issued by the ICAI. Those Standards and the Guidance of the company’s assets that could have a material effect on the
Note require that we comply with ethical requirements and plan financial statements.
and perform the audit to obtain reasonable assurance about
whether adequate internal financial controls with reference to
financial statements was established and maintained and if such
controls operated effectively in all material respects.

69
Inherent Limitations of Internal Financial Controls with Opinion
reference to financial statements
8. In our opinion, the Company has, in all material respects, an
7. Because of the inherent limitations of internal financial controls adequate internal financial controls system with reference to
with reference to financial statements, including the possibility financial statements and such internal financial controls with
of collusion or improper management override of controls, reference to financial statements were operating effectively as
material misstatements due to error or fraud may occur and not at March 31, 2019, based on the internal control over financial
be detected. Also, projections of any evaluation of the internal reporting criteria established by the Company considering the
financial controls with reference to financial statements to essential components of internal control stated in the Guidance
future periods are subject to the risk that the internal financial Note on Audit of Internal Financial Controls Over Financial
controls with reference to financial statements may become Reporting issued by the Institute of Chartered Accountants of
inadequate because of changes in conditions, or that the degree India.
of compliance with the policies or procedures may deteriorate.

For Price Waterhouse Chartered Accountants LLP


Firm Registration Number: 012754N/N500016
Chartered Accountants

Sarah George
Place: Mumbai Partner
Date: May 30, 2019 Membership Number: 045255

70
ANNUAL REPORT 2018 - 19

Annexure B to Independent Auditors’ Report


Referred to in paragraph 13 of the Independent Auditors’ Report of even date to the members of Forbes & Company Limited on the
standalone financial statements for the year ended March 31, 2019

i. (a) The Company is maintaining proper records showing full particulars, including quantitative details and situation, of fixed assets.

(b) The Company has a policy of physical verification of fixed assets once in two years, pursuant to which, the fixed assets of the
Company have not been physically verified by the Management during the current year. In our opinion, the frequency of verification
is reasonable.

(c) The title deeds of immovable properties, other than self-constructed properties, as disclosed in Notes 5, 6 and 14 on fixed assets to
the standalone financial statements, are held in the name of the Company, except in respect of the following:
` in Lakhs
Particulars Gross Block Net Block Remarks
(Cost) (WDV)
Land and building in Mumbai 26.88 13.14 Held in the name of Gokak Patel Volkart Limited, 2nd erstwhile name
and Delhi of the Company. (Includes land cost ` 7.80 Lakhs and WDV – ` 4.70
Lakhs under ‘Prepaid Leasehold Assets’ in Note 14 – Other Assets and
investment properties costing ` 19.08 Lakhs and WDV- ` 8.44 Lakhs
is reflected under Note 6 – Investment Properties).
Lease rights for land and self- 1,129.42 446.04 The property is in the name of ‘Forbes Forbes Campbell & Co.
constructed building at Fort, Limited’ and the Company has made an application for renewal of
Mumbai in the possession of lease, for which approval is awaited from authorities. Building cost - `
Company 976.95 Lakhs and WDV - ` 385.83 Lakhs reflected under Note 6 –
Investment Properties and Building costing ` 152.47 Lakhs and WDV
- ` 60.21 Lakhs as reflected in Note 5 – Property, Plant and Equipment.
Land, factory building and office 1,624.96 1,564.67 The premises are in the name of Forbes Gokak Limited, the 3rd
premises at Mumbai, Thane, erstwhile name of the company. Includes Building cost – ` 7.92 Lakhs
Ahmedabad, Bangalore and and WDV - ` 4.10 Lakhs classified under Note 5- Property, Plant &
Chennai. Equipment, investments properties costing ` 1,615 .38 Lakhs, WDV -
` 1,559.87 Lakhs included in Note 6 and cost of ` 1.65 Lakhs, WDV
– ` 0.70 Lakhs under ‘Prepaid Leasehold Assets’ in Note 14 – Other
Assets).
Premises at Chennai 40.76 - This investment property is in the name of Facit Asia Limited, an entity
merged with FAL Industries Limited (this entity was subsequently
merged with Forbes Gokak Limited, the Company’s 3rd erstwhile
name).
Premises at Tuticorin 27.36 13.16 This investment property is in the name of Volkart India Limited, an
entity merged with Patel Volkart Limited (which was subsequently
amalgamated with Gokak Mills Limited, the Company’s 1st erstwhile
name).

ii. The physical verification of inventory (excluding stocks with third parties and real estate work-in-progress) have been conducted at
reasonable intervals by the Management during the year. In respect of inventory lying with third parties, these have substantially been
confirmed by them. The discrepancies noticed on physical verification of inventory as compared to book records were not material.
Further, in respect of real estate work-in-progress, inventories comprising of expenditure incurred on acquisition of development rights
and other expenditure on construction and development thereof have been physically verified by the management during the year.

iii. The Company has not granted any loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or other parties
covered in the register maintained under Section 189 of the Act. Therefore, the provisions of Clause 3(iii), (iii)(a), (iii)(b) and (iii)(c) of
the said Order are not applicable to the Company.

iv. In our opinion, and according to the information and explanations given to us, the Company has complied with the provisions of Section
185 and 186 of the Companies Act, 2013 in respect of the loans and investments made, and guarantees and security provided by it.

71
v. The Company has not accepted any deposits from the public within the meaning of Sections 73, 74, 75 and 76 of the Act and the Rules
framed there under to the extent notified.

vi. Pursuant to the rules made by the Central Government of India, the Company is required to maintain cost records as specified under
Section 148(1) of the Act in respect of its products. We have broadly reviewed the same, and are of the opinion that, prima facie, the
prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the records with
a view to determine whether they are accurate or complete.

vii. (a) According to the information and explanations given to us and the records of the Company examined by us, in our opinion, the
Company is regular in depositing the undisputed statutory dues, including provident fund, employees’ state insurance, income tax,
sales tax, service tax, duty of customs, duty of excise, value added tax, cess, goods and service tax and other material statutory dues,
as applicable, with the appropriate authorities. Also refer Note 39 to the standalone financial statements regarding management’s
assessment on certain matters relating to provident fund.

(b) According to the information and explanations given to us and the records of the Company examined by us, there are no dues of
goods and service tax which have not been deposited on account of any dispute. The particulars of dues of income tax, sales tax,
service tax, duty of customs, duty of excise and value added tax as at March 31, 2019, which have not been deposited on account of
a dispute, are as follows:

Name of the Statute Nature of dues Amount Period to which the Forum where the dispute is
(` in Lakhs) amount relates pending
The Income Tax Act, Income Tax 14.97 Financial Year 2000-01 Commissioner of Income Tax
1961 (Appeals)
The Finance Act, Service Tax 808.45 Financial Years 2007-08 Commissioner of Service Tax
1994 to 2012-13
The Customs Act, Penalty 100.00 Financial Year 2011-12 High Court of Kerala
1962
The Central Excise Excise Duty (including 2,782.37 Financial Years 2003-04 Appellate Authority – up to
Act, 1944 interest and penalty, as to 2015-16 Customs, Excise & Service
applicable) Tax Appellate Tribunal
Sales Tax Laws Sales Tax (including interest 586.54 Financial Years 1990- Appellate Authority – up to
and penalty, as applicable) 91 to 1994-95, 1997-98 Sales Tax Appellate Tribunal.
to 2006-07, 2008-09 to
2009-10, 2013-14 and
2014-15

viii. According to the records of the Company examined by us and the information and explanation given to us, the Company has not defaulted
in repayment of loans or borrowings to any bank or dues to debenture holders as at the Balance Sheet date. The Company neither has any
loans or borrowings from financial institutions or Government as at the Balance Sheet date, therefore the provisions of Clause 3(viii) of
the Order, to that extent, are not applicable to the Company.

ix. In our opinion, and according to the information and explanations given to us, the moneys raised by way of term loans have been applied
on an accrual basis for the purposes for which they were obtained. As the Company has not raised any moneys by way of initial public
offer and further public offer (including debt instruments), the provisions of Clause 3(ix) of the Order, to that extent, are not applicable
to the Company.

x. During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted
auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of
material fraud by the Company or on the Company by its officers or employees, noticed or reported during the year, nor have we been
informed of any such case by the Management.

xi. The Company has paid/ provided for managerial remuneration in accordance with the requisite approvals mandated by the provisions of
Section 197 read with Schedule V to the Act.

72
ANNUAL REPORT 2018 - 19

xii. As the Company is not a Nidhi Company and the Nidhi Rules, 2014 are not applicable to it, the provisions of Clause 3(xii) of the Order
are not applicable to the Company.

xiii. The Company has entered into transactions with related parties in compliance with the provisions of Sections 177 and 188 of the Act. The
details of such related party transactions have been disclosed in the standalone financial statements as required under Indian Accounting
Standard (Ind AS) 24, Related Party Disclosures specified under Section 133 of the Act.

xiv. The Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the
year under audit. Accordingly, the provisions of Clause 3(xiv) of the Order are not applicable to the Company.

xv. The Company has not entered into any non cash transactions with its directors or persons connected with him. Accordingly, the provisions
of Clause 3(xv) of the Order are not applicable to the Company.

xvi. The Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, the provisions
of Clause 3(xvi) of the Order are not applicable to the Company.

For Price Waterhouse Chartered Accountants LLP


Firm Registration Number: 012754N/N500016
Chartered Accountants

Sarah George
Place: Mumbai Partner
Date: May 30, 2019 Membership Number: 045255

73
BALANCE SHEET AS AT 31ST MARCH, 2019

As at As at
31st Mar., 31st Mar.,
Note 2019 2018
Particulars No. ` in Lakhs ` in Lakhs ` in Lakhs

Assets
1 Non-current assets
Property, plant and equipment 5 5,090.86 4,981.58
Capital work-in-progress 5.1 409.79 105.73
Investment Properties 6 2,560.12 2,542.91
Other Intangible assets 7 224.73 97.25
Intangible assets under development 7.1 23.09 85.60
Financial Assets:
i) Investments
Investments in subsidiaries 8A 24,289.84 20,624.29
Investments in associates 8B - -
Other Investments 8C 0.68 0.65
24,290.52 20,624.94
ii) Loans 10A 134.38 125.29
iii) Other financial assets 11A 2.57 1.06
24,427.47 20,751.29
Tax assets
i) Deferred tax assets (net) 20 4,992.42 2,126.22
ii) Income tax assets (net) 24 1,303.53 2,113.33
6,295.95 4,239.55
Other non-current assets 14A 1,122.87 804.09
Total Non-current assets 40,154.88 33,608.00

2 Current assets
Inventories 12 28,308.95 8,789.99
Financial Assets:
i) Trade receivables 9 4,113.48 3,862.55
ii) Cash and cash equivalents 13A 824.18 2,168.21
iii) Bank balances other than (ii) above 13B 164.71 118.15
iv) Loans 10B 23.07 39.72
v) Other financial assets 11B 332.41 4,774.06
5,457.85 10,962.69
Other current assets 14B 693.01 532.18
6,150.86 11,494.87
Asset classified as held for sale 6.1 4.42 1.98
Total Current assets 34,464.23 20,286.84
Total Assets 74,619.11 53,894.84

74
ANNUAL REPORT 2018 - 19

As at As at
31st Mar., 31st Mar.,
Note 2019 2018
Particulars No. ` in Lakhs ` in Lakhs ` in Lakhs

Equity and Liabilities


Equity
Equity share capital 15 1,289.86 1,289.86
Other equity 16 22,121.85 26,565.89
Total Equity 23,411.71 27,855.75
Liabilities
1 Non-current liabilities
Financial liabilities:
i) Borrowings 17 6,226.21 8,208.22
ii) Other financial liabilities 18A 230.16 515.32
6,456.37 8,723.54
Provisions 19A 560.64 1,342.55
Total Non-current liabilities 7,017.01 10,066.09

2 Current liabilities
Financial liabilities:
i) Borrowings 22 5,313.11 6,890.84
ii) Trade payables 23
a) total outstanding dues of micro
enterprises and small enterprises;
and 438.75 365.12
b) total outstanding dues of creditors
other than micro enterprises and
small enterprises 4,149.19 3,421.65
iii) Other financial liabilities 18B 6,629.97 2,544.90
16,531.02 13,222.51
Other current liabilities 21 27,096.99 1,765.22
Provisions 19B 500.53 468.30
Current tax liabilities (net) 24 61.85 516.97
Total Current Liabilities 44,190.39 15,973.00
Total Liabilities 51,207.40 26,039.09
Total Equity and Liabilities 74,619.11 53,894.84

Significant Accounting Policies 2


The accompanying notes form an integral part of the financial statements

In terms of our report of even date

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors

Firm Registration No. 012754N/N500016


Chartered Accountants M. C. TAHILYANI
Managing Director
Sarah George NIRMAL JAGAWAT DIN : 1423084
Partner Chief Financial Officer
Membership Number: 045255
PANKAJ KHATTAR JAI L. MAVANI
Company Secretary Director
Membership No : F5300 DIN : 5260191

Place: Mumbai Place: Mumbai


Date: 30th May, 2019 Date: 30th May, 2019

75
STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31ST MARCH, 2019
Year Ended Year Ended
Note 31st Mar., 2019 31st Mar., 2018
Particulars No. ` in Lakhs ` in Lakhs ` in Lakhs

I Revenue from operations 25 22,727.58 29,743.91


II Other income 26 1,811.23 753.98
III Total Income (I + II) 24,538.81 30,497.89
IV Expenses:
Real estate development costs 27 7,554.91 6,404.34
Cost of materials consumed 28A 8,709.34 6,792.46
Excise duty 51 - 410.87
Purchases of stock-in-trade 14.36 16.36
Changes in inventories of finished goods, work-in-progress and stock-
in-trade 28B (8,412.92) (778.86)
Employee benefits expenses 29 4,481.44 4,260.01
Finance costs 30 1,200.76 1,172.79
Depreciation and amortisation expense 31 946.97 795.87
Other expenses 32A 8,034.22 6,817.08
Total expenses (IV) 22,529.08 25,890.92
V Profit before exceptional items and tax (III - IV) 2,009.73 4,606.97
VI Exceptional items (net) 32B (970.92) -
VII Profit before tax (V + VI) 1,038.81 4,606.97
VIII Tax expense / (credit):
(a) Current tax (including MAT credit utilised ` 670.97 Lakhs
(Previous year ` Nil)) 33 188.00 1,050.00
(b) Deferred tax (including MAT credit availed of ` Nil (Previous
year `610.98 Lakhs) 33 (176.38) (533.04)
11.62 516.96
IX Profit for the year 1,027.19 4,090.01
X Other Comprehensive Income -
(i) Items that will not be reclassified to Statement of Profit and
Loss
Remeasurement of the defined benefit plans 0.98 4.19
(ii) Income tax relating to these items 0.34 1.45
0.64 2.74
XI Total Comprehensive Income for the year (X + XI) 1,027.83 4,092.75
XII Earning per equity share :
Basic and diluted earnings per equity share 34 ` 7.96 ` 31.71

Significant Accounting Policies 2


The accompanying notes form an integral part of the financial statements

In terms of our report of even date

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors

Firm Registration No. 012754N/N500016


Chartered Accountants M. C. TAHILYANI
Managing Director
Sarah George NIRMAL JAGAWAT DIN : 1423084
Partner Chief Financial Officer
Membership Number: 045255
PANKAJ KHATTAR JAI L. MAVANI
Company Secretary Director
Membership No : F5300 DIN : 5260191

Place: Mumbai Place: Mumbai


Date: 30th May, 2019 Date: 30th May, 2019

76
ANNUAL REPORT 2018 - 19

STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 31ST MARCH, 2019
Year Ended Year Ended
31st Mar., 2019 31st Mar., 2018
` in Lakhs ` in Lakhs
Cash flows from operating activities
Profit before tax 1,038.81 4,606.97
Adjustments for -
Depreciation and amortisation expense 946.97 795.87
Interest income earned on financial assets that are not designated as at fair
value through profit or loss :
(i) Bank deposits (32.62) (5.29)
(ii) Inter-corporate deposits (9.38) -
Finance costs 1,200.76 1,172.79
Dividend Income from long-term investments (0.04) (0.07)
(Gain)/loss on disposal of property,plant and equipment (124.37) 28.25
(Gain)/loss on disposal of current investments (137.08) (12.29)
Provision for doubtful trade receivables 26.36 14.60
Provision for doubtful loans and advances 52.05 0.08
Trade receivables written off - 2.21
Advances written off - 5.32
Gain on fair value of long-term investments in a subsidiary company (140.05) (136.32)
Net (gain) arising on financial assets designated as at FVTPL (76.46) (101.23)
Credit balances / excess provision written back (749.13) (42.56)
Net unrealised exchange loss (20.83) (3.56)
936.18 1,717.80
Exceptional items:
- Gain on transfer of interest (84.90) -
- Expected out flow for disputed matters 1,055.82 -
970.92 -
1,907.10 1,717.80
Operating profit before working capital changes 2,945.91 6,324.77
Changes in working capital:
Decrease in trade and other receivables (323.09) (783.22)
(Increase) in inventories (8,355.68) (1,394.45)
(Increase)/ decrease in other assets (182.19) 372.08
Increase/(decrease) in trade and other payables 1,004.96 (364.75)
(Decrease)/increase in provisions (86.63) 38.13
(Decrease)/increase in other liabilities 10,939.97 (213.60)
2,997.34 (2,345.81)
Cash inflow / (outflow) from operations 5,943.25 3,978.96
Income taxes paid (net of refunds) 166.69 (1,306.76)
(a) Net cash flow inflow / (outflow) from operating activities 6,109.94 2,672.20

Cash flows from investing activities:


Payments for property, plant and equipment (including investment
properties and intangible assets) (1,711.69) (1,510.05)
Proceeds from disposal of property, plant and equipment 126.50 26.78
Restitution for termination of agreement for development of project (net
of incidental expenses incurred) (15,300.00) -
Proceeds from slump sale 15,384.90 -
Purchase / subscription of long-term investments
- in subsidiaries (3,505.00) (1,000.00)
- others (0.03) -
Payment for disputed matters (1,055.82) -
Purchase of current investments (7,563.00) (4,257.70)
Proceeds from sale of current investments 7,700.08 4,270.00
Loans and advances given to related parties (700.00) -
Loans and advances given to related parties realised 700.00 -
Bank balances not considered as cash and cash equivalents (48.07) (48.05)
Interest received 35.17 7.08
Dividend received 0.04 0.07
(b) Net cash (outflow) / inflow from investing activities (5,936.92) (2,511.87)

77
Year Ended Year Ended
31st Mar., 2019 31st Mar., 2018
` in Lakhs ` in Lakhs
Cash flows from financing activities:
Proceeds from long-term borrowings 7,700.00 -
Repayment of long-term borrowings (6,000.00) (103.77)
Proceeds from short-term borrowings 12,748.74 33,890.84
Repayment of short-term borrowings (19,639.58) (31,920.09)
Net Increase in cash credit, overdraft balances and commercial papers 5,313.11 -
Finance costs paid (1,267.85) (1,127.76)
Dividend paid on equity shares (305.19) (322.47)
Tax on dividend (66.28) (65.65)
(c) Net cash inflow / (outflow) from financing activities (1,517.05) 351.10
(d) Net increase in cash and cash equivalents (a + b + c) (1,344.03) 511.43
(e) Cash and cash equivalents as at the commencement of the year 2,168.21 1,657.06
(f) Effects of exchange rate changes on cash and cash equivalents - (0.28)
(g) Cash and cash equivalents as at the end of the year (d + e + f) (Refer
Note 13A) 824.18 2,168.21

Reconciliation of cash and cash equivalents as per the cash flow


statements
31st Mar., 2019 31st Mar., 2018
Cash and cash equivalents as per above comprise of the following ` in Lakhs ` in Lakhs
Balances with bank
- In current accounts 509.05 2,004.43
- In EEFC Accounts 15.79 60.54
Cheques, drafts on hand 296.02 97.49
Cash on hand 3.32 5.75
Balances as per statement of cash flows 824.18 2,168.21

Notes: - -
1. The above Cash Flow Statement has been prepared under the “”Indirect Method”” setout in Indian Accounting Standard - 7 on Statement of Cash Flows.
2. Previous year figures have been regrouped/ reclassified, wherever necessary to conform to current year classification.
3. a) 8% Cumulative Optionally Convertible Preference Shares, 8% Cumulative Compulsory Convertible, b) Optionally Redeemable Preference Shares and c) 10% Non
Cumulative Non Convertible, Non Participating Preference Shares investments in Forbes Technosys Limited have been changed to 10% Optionally Redeemable, Compulsorily
convertible, Non-Cumulative Preference Shares during the previous year and has no cashflow impact.
4. Other bank balances (Refer Note 13B) at the end of the year includes: (i) earmarked balances towards unpaid dividends ` 17.28 Lakhs (Previous year `0.00 Lakhs) and (ii)
margin money deposits ` 147.43 Lakhs (Previous year ` 64.88 Lakhs) includes as security against license for import of goods under EPCG Scheme and hence are not available
for immediate use by the Company.

The accompanying notes form an integral part of the financial statements

In terms of our report of even date

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors

Firm Registration No. 012754N/N500016


Chartered Accountants M. C. TAHILYANI
Managing Director
Sarah George NIRMAL JAGAWAT DIN : 1423084
Partner Chief Financial Officer
Membership Number: 045255
PANKAJ KHATTAR JAI L. MAVANI
Company Secretary Director
Membership No : F5300 DIN : 5260191

Place: Mumbai Place: Mumbai


Date: 30th May, 2019 Date: 30th May, 2019

78
ANNUAL REPORT 2018 - 19

Statement of changes in Equity for the year ended 31st March, 2019

a. Equity share capital ` in Lakhs


Particulars Amount
Balance as at 31st March, 2017 1,289.86
Changes in equity share capital -
Balance as at 31st March, 2018 1,289.86
Changes in equity share capital -
Balance as at 31st March, 2019 1,289.86

b. Other equity ` in Lakhs


Reserves and surplus
Debenture
General redemption Retained
Particulars Reserves reserve earnings Total
Balance as at 31st March, 2017 16,188.60 2,500.00 4,172.66 22,861.26
Profit for the year - - 4,090.01 4,090.01
Other comprehensive income for the year, net of tax - - 2.74 2.74
Total comprehensive income for the year - - 4,092.75 4,092.75
Transactions with owners in their capacity as owners
Payment of dividends on equity shares - - (322.47) (322.47)
Dividend Distribution Tax - - (65.65) (65.65)
Total transactions with owners in their capacity as owners - - (388.12) (388.12)
Balance as at 31st March, 2018 (as originally presented) 16,188.60 2,500.00 7,877.29 26,565.89
Change in accounting policy (Refer Note 52) (5,083.12) (5,083.12)
Restated Balance at 1st April, 2018 (a) 16,188.60 2,500.00 2,794.17 21,482.77
Profit for the year - - 1,027.19 1,027.19
Other comprehensive income for the year, net of income tax - - 0.64 0.64
Total comprehensive income for the year (b) - - 1,027.83 1,027.83
Transactions with owners in their capacity as owners
Payment of dividends on equity shares - - (322.47) (322.47)
Dividend Distribution Tax - - (66.28) (66.28)
Total transactions with owners in their capacity as owners (c) - - (388.75) (388.75)
Balance as at 31st March, 2019 (a+b+c) 16,188.60 2,500.00 3,433.25 22,121.85

For significant accounting policies, Refer Note 2


The accompanying notes form an integral part of the financial statements

In terms of our report of even date

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors

Firm Registration No. 012754N/N500016


Chartered Accountants M. C. TAHILYANI
Managing Director
Sarah George NIRMAL JAGAWAT DIN : 1423084
Partner Chief Financial Officer
Membership Number: 045255
PANKAJ KHATTAR JAI L. MAVANI
Company Secretary Director
Membership No : F5300 DIN : 5260191

Place: Mumbai Place: Mumbai


Date: 30th May, 2019 Date: 30th May, 2019

79
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

1. GENERAL INFORMATION All assets and liabilities have been classified as current or non-
Forbes & Company Limited (“the Company”) is one of the current as per the Company’s normal operating cycle and other
oldest companies of the world that is still in existence. The criteria set out in the Schedule III to the Companies Act, 2013.
Company traces its origin to the year 1767 when John Forbes of Based on the nature of products/activities of the Company and
Aberdeenshire, Scotland started his business in India. Over the the normal time between acquisition of assets for processing
years, the Management of the Company moved from the Forbes and their realisation in cash and cash equivalents, the Company
Family to the Campbells to the Tata Group and now finally to has ascertained its operating cycle as 12 months for engineering
the well known Shapoorji Pallonji Group. Its parent and ultimate business and 48 months for real estate business for the purpose
holding company is Shapoorji Pallonji and Company Private of classification of its assets and liabilities as current and non
Limited. The Company is mainly engaged in the business current .
of manufacturing, sales of engineering products, real estate
development projects and leasing of premises. It is listed on the These financial statements are presented in Indian Rupees (`)
Bombay Stock Exchange. The address and registered office and which is the Company’s functional currency. All amounts
principal place of business are disclosed in the Annual Report. are rounded off to the nearest lakhs (including two decimals),
unless otherwise stated. The accounting policies adopted in the
2. SIGNIFICANT ACCOUNTING POLICIES preparation of the financial statements are consistent with those
of the previous year.
i) Statement of Compliance with Ind AS
The financial statements have been prepared in accordance with iii) Investments in subsidiaries, associates and joint ventures
Indian Accounting Standards (Ind AS) notified under Section
133 of Companies Act, 2013 (‘the Act’) read together with Subsidiaries:
Companies (Indian Accounting Standards) Rules, 2015 and Subsidiaries are all entities over which the Company has control,
other relevant provisions of the Act. including through its subsidiaries. Control is achieved when the
Company has power over the investee, is exposed, or has rights,
These financial statements are presented in addition to the to variable returns from its involvement with the investee and
consolidated financial statements presented by the Company. has the ability to use its power to affect its returns.

ii) Basis of Preparation and Presentation Investments in subsidiaries are accounted at cost less provision
The financial statements have been prepared on the historical for impairment.
cost basis except for the following;
Associates:
• Certain financial assets and liabilities (including derivative An associate is an entity over which the Company has significant
instruments) is measured at fair value; influence but not control or joint control. Significant influence
is the power to participate in the financial and operating policy
• assets held for sale - measured at fair value less cost to sell decisions of the investee but is not control or joint control over
or their carrying amount whichever is lower; those policies.

• defined benefit plans - plan asset measured at fair value Investments in associates are accounted at cost less provision
for impairment.
Historical cost is generally based on the fair value of the
consideration given in exchange for goods and services. Joint Arrangements:
Under Ind AS 111 Joint Arrangements, investments in joint
For financial reporting purposes, fair value measurements are arrangements are classified as either joint operations or joint
categorised into Level 1, 2, or 3 based on the degree to which ventures. The classification depends on the contractual rights
the inputs to the fair value measurements are observable and the and obligations of each investor, rather than the legal structure
significance of the inputs to the fair value measurement in its of the joint arrangement. The Company had joint ventures.
entirety, which are described as follows:
A joint venture is a joint arrangement whereby the parties that
• Level 1 inputs are quoted prices (unadjusted) in active have joint control of the arrangement have rights to the net
markets for identical assets or liabilities that the entity can assets of the joint arrangement.
access at the measurement date;
Joint control is the contractually agreed sharing of control of
• Level 2 inputs are inputs, other than quoted prices an arrangement, which exists only when decisions about the
included within Level 1, that are observable for the asset relevant activities require unanimous consent of the parties
or liability, either directly or indirectly; and sharing control.

• Level 3 inputs are unobservable inputs for the asset or Investments in Joint ventures are accounted at cost less
liability provision for impairment.

80
ANNUAL REPORT 2018 - 19

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

The Company has elected the exemption of previous GAAP The estimated useful lives of the property, plant and equipment are as
carrying value of all its investments in subsidiaries, associates under:
and joint ventures recognised as of 1st April, 2015 (transition Sr.
date) as deemed cost except in case of Shapoorji Pallonji Forbes No. Class of assets Estimated useful life
Shipping Limited.
a Building including
investment properties 30 - 60 years
iv) Property, Plant and Equipment
b Plant and Equipment 10 - 15 years
Property, Plant and Equipment are stated at cost of acquisition, c Furniture and Fixtures 10 years
less accumulated depreciation and accumulated impairment d Vehicles 4 years
losses, if any. The cost comprises purchase price (excluding e Office equipment, Data
refundable taxes), borrowing costs if capitalization criteria processing equipments:-
are met and includes directly attributable cost of bringing the - Owned Office equipments 5
asset to its working condition for the intended use. Any trade years and Data processing
discounts and rebates are deducted in arriving at the purchase equipments 3 years.
price. Freehold land is not depreciated. - Leased Lower of lease term and
useful life as stated above
Subsequent expenditures related to an item of property, plant
f Buildings on leasehold Lower of the useful life in the
and equipment are added to its carrying value only when it is
land (including investment range of 30 - 60 years and the
probable that the future economic benefits from the asset will
properties) lease term except in certain
flow to the Company and cost can be reliably measured. All
building useful life is based
other repairs and maintenance are charged to the Statement of
on technical certification
Profit and Loss during the reporting period in which they are
incurred. g Temporary structures
(included in building) 4 years
Losses arising from the retirement of, and gains or losses arising
from disposal of property, plant and equipment are recognised Fixed assets individually costing ` 5,000 and less are depreciated
in the Statement of Profit and Loss. fully in the year of purchase.

Depreciation on property, plant and equipment has been v) Capital work-in-progress


provided on straight line method as per the useful lives Projects under which tangible fixed assets are not yet ready
estimated by management. The life of the assets has been for their use are carried at cost, comprising direct cost, related
assessed based on technical evaluation which are higher than incidental expenses and attributable interest, if any.
those specified by Schedule II to the Act, taking into account
the nature of the assets, the estimated usage of the assets, the vi) Investment properties
operating conditions of the assets, past history of replacement, Investment properties are properties held to earn rentals and/or
anticipated technological changes, etc. for capital appreciation (including property under construction
for such purposes). Investment properties are measured initially
The estimated useful lives, residual values and depreciation at cost, including transaction costs and where applicable
method are reviewed at the end of each reporting period, borrowing cost. Subsequent to initial recognition, investment
with the effect of any changes in estimate accounted for on a properties are measured in accordance with Ind AS 16’s
prospective basis. requirements for cost model.

Gains and losses on disposals are determined by comparing The estimated useful life of lease hold land is equivalent to the
proceeds on sale with carrying amount. These are included in lease term.
Statement of Profit and Loss within other gains / losses.
An investment property is derecognised upon disposal or
when the investment property is permanently withdrawn
from use and no future economic benefits are expected from
the disposal. Any gain or loss arising on derecognition of the
property (calculated as the difference between the net disposal
proceeds and the carrying amount of the asset) is included in the
Statement of Profit and Loss in the period in which the property
is derecognised.

vii) Intangible Assets


Intangible assets, being computer software, are stated
at acquisition cost, net of accumulated amortisation and

81
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

accumulated impairment losses, if any. The cost comprises and intangible assets recognised as of 1st April, 2015 (transition
acquisition and implementation cost of software for internal use date) measured as per the previous GAAP and use that carrying
(including software coding, installation, testing and certain data value as its deemed cost as of the transition date.
conversion).
xi) Financial instruments
Amortisation is recognised on a straight-line basis over their Financial assets and financial liabilities are recognised when the
estimated useful lives. The estimated useful life and amortisation Company becomes a party to the contractual provisions of the
method are reviewed at the end of each reporting period, with instruments.
the effect of any changes in estimate being accounted for on a Financial assets and financial liabilities are initially measured
prospective basis. at fair value. Transaction costs that are directly attributable
to the acquisition or issue of financial assets and financial
Gains or losses arising from the retirement or disposal of an liabilities (other than financial assets and financial liabilities at
intangible asset are determined as the difference between the fair value through profit or loss) are added to or deducted from
disposal proceeds and the carrying amount of the asset and are the fair value of the financial assets or financial liabilities, as
recognised as income or expense in the Statement of Profit and appropriate, on initial recognition. Transaction costs directly
Loss. attributable to the acquisition of financial assets or financial
liabilities at fair value through profit or loss are recognised
Research costs are charged to the Statement of Profit and Loss immediately in the Statement of Profit and Loss.
as they are incurred.
Financial assets
Cost of software is amortised over a period of 5 years being the All recognised financial assets are subsequently measured in
estimated useful life. their entirety at either amortised cost or fair value, depending
on the classification of the financial assets.
viii) Intangible assets under development
Expenditure on development eligible for capitalisation is carried Classification:
as intangible assets under development where such assets are Debt instruments that meet the following conditions are
not yet ready for their intended use. subsequently measured at amortised cost:

ix) Impairment of Assets - the asset is held within a business model whose objective
The Company assesses at end of each reporting period whether is to hold assets in order to collect contractual cash flows;
there is any indication that an asset may be impaired. If any and
such indication exists, the Company estimates the recoverable
amount of the asset. The recoverable amount is the higher of - the contractual terms of the instrument give rise on
an asset’s fair value less costs of disposal and value in use. If specified dates to cash flows that are solely payments of
such recoverable amount of the asset or the recoverable amount principal and interest on the principal amount outstanding.
of the cash generating unit to which the asset belongs is less
than its carrying amount, the carrying amount is reduced to All other financial assets are subsequently measured at fair
its recoverable amount (cash generating unit). The reduction value.
is treated as an impairment loss and is recognised in the
Statement of Profit and Loss. If at the Balance Sheet date there Effective interest method
is an indication that if a previously assessed impairment loss no The effective interest method is a method of calculating the
longer exists, the recoverable amount is reassessed and the asset amortised cost of a debt instrument and of allocating interest
is reflected at the lower of recoverable amount and the carrying income over the relevant period. The effective interest rate is
amount that would have been determined had no impairment the rate that exactly discounts estimated future cash receipts
loss been recognised. Non financial asset other than goodwill (including all fees and amounts that form an integral part of the
that suffered an impairment are reviewed for possible reversal effective interest rate, transaction costs and other premiums or
of the impairment at the end of each reporting period. For the discounts) through the expected life of the debt instrument, or,
purposes of assessing impairment, assets are grouped at the where appropriate, a shorter period, to the net carrying amount
lowest levels for which there are separately identifiable cash on initial recognition.
inflows which are largely independent of the cash inflows from
other assets or groups of assets (cash generating unit). Income is recognised on an effective interest basis for debt
instruments other than those financial assets classified as at
x) Deemed cost for property, plant and equipment, investment FVTPL. Interest income is recognised in the Statement of Profit
property and intangible assets and Loss and is included in the “Other income” line item.
The Company has elected to continue with the carrying value of
all of its property, plant and equipment, investment properties

82
ANNUAL REPORT 2018 - 19

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

Financial assets at fair value through profit or loss • retains the contractual rights to receive the cash flows of
(FVTPL) the financial asset but assumes a contractual obligation to
Financial assets at FVTPL are measured at fair value at the pay the cash flows to one or more recipients.
end of each reporting period, with any gains or losses arising
on remeasurement recognised in the Statement of Profit and Where the entity has transferred an asset, the Company
Loss. The net gain or loss recognised in the Statement of evaluates whether it has transferred substantially all risks and
Profit and Loss incorporates any dividend or interest earned on rewards of ownership of the financial asset. In such cases, the
the financial asset. Dividend on financial assets at FVTPL is financial asset is derecognised.
recognised when the Company’s right to receive the dividends is
established, it is probable that the economic benefits associated Foreign exchange gains and losses
with the dividend will flow to the entity, the dividend does not The fair value of financial assets denominated in a foreign
represent a recovery of part of cost of the investment and the currency is determined in that foreign currency and translated
amount of dividend can be measured reliably. at the spot rate at the end of each reporting period. For foreign
currency denominated financial assets measured at amortised
Impairment of financial assets cost and FVTPL, the exchange differences are recognised in the
The Company applies the expected credit loss model for Statement of Profit and Loss.
recognising impairment loss on financial assets measured at
amortised cost, loan commitments, trade receivables, financial Financial liabilities and equity instruments
guarantees not designated as FVTPL and other contractual Classification as debt or equity
rights to receive cash or other financial asset. Debt and equity instruments issued by a Company are classified
as either financial liabilities or as equity in accordance with the
For trade receivables or any contractual right to receive cash substance of the contractual arrangements and the definitions of
or another financial asset that result from revenue transactions, a financial liability and an equity instrument.
the Company always measures the loss allowance at an amount
equal to lifetime expected credit losses. Equity instruments
An equity instrument is any contract that evidences a residual
Further, for the purpose of measuring lifetime expected credit interest in the assets of an entity after deducting all of its
loss (“ECL”) allowance for trade receivables, the Company liabilities. Equity instruments issued by a group entity are
has used a practical expedient as permitted under Ind AS 109 recognised at the proceeds received, net of direct issue costs.
Financial Instruments. This expected credit loss allowance is
computed based on a provision matrix which takes into account Financial liabilities
historical credit loss experience and adjusted for forward- All financial liabilities are subsequently measured at amortised
looking information. cost using the effective interest method or at FVTPL. Borrowings
are intially recognised at fair value, net of transaction costs
For recognition of impairment loss on other financial assets incurred.
and risk exposure, the Company determines that whether
there has been a significant increase in the credit risk since Financial liabilities that are not held-for-trading and are not
initial recognition. If credit risk has not increased significantly, designated as at FVTPL are measured at amortised cost at the
12-month ECL is used to provide for impairment loss. However, end of subsequent accounting periods. The carrying amounts of
if credit risk has increased significantly, lifetime ECL is used. If, financial liabilities that are subsequently measured at amortised
in a subsequent period, credit quality of the instrument improves cost are determined based on the effective interest method.
such that there is no longer a significant increase in credit risk
since initial recognition, then the entity reverts to recognising Derecognition of financial liabilities
impairment loss allowance based on 12-month ECL. The Company derecognises financial liabilities when, and
only when, the Company’s obligations are discharged,
Lifetime ECL are the expected credit losses resulting from all cancelled or have expired. An exchange with a lender of debt
possible default events over the expected life of a financial instruments with substantially different terms is accounted
instrument. The 12-month ECL is a portion of the lifetime ECL for as an extinguishment of the original financial liability
which results from default events that are possible within 12 and the recognition of a new financial liability. A substantial
months after the reporting date. modification of the terms of an existing financial liability
(whether or not attributable to the financial difficulty of the
Derecognition of financial assets debtor) is accounted for as an extinguishment of the original
A financial asset is derecognised only when financial liability and the recognition of a new financial liability.
The difference between the carrying amount of the financial
• The Company has transferred the rights to receive cash liability derecognised and the consideration paid and payable is
flows from the financial asset or recognised in the Statement of Profit and Loss.

83
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

Derivative financial instruments Real estate development work-in-progress :-


The Company enters into derivative financial instruments to
manage its exposure to foreign exchange rate risks, including Cost of real estate business is charged to the Statement of Profit
foreign exchange forward contracts. and Loss in proportion to the revenue recognised during the
Derivatives are initially recognised at fair value at the date year and the balance cost is carried forward as “Real Estate
the derivative contracts are entered into and are subsequently Work in Progress” under Note 12 Inventories.
remeasured to their fair value at the end of each reporting
period. The resulting gain or loss is recognised in the Statement Real estate development work-in-progress cost includes
of Profit and Loss immediately. construction and development cost, allocated interest and other
overheads related to projects under construction and is valued
Offsetting financial instruments at lower of cost and net realizable value
Financial assets and liabilities are offset and the net amount
is reported in the Balance Sheet where there is a legally Net realizable value is the estimated selling price in the ordinary
enforceable right to offset the recognised amounts and there course of business, less estimated costs of completion and
is an intention to settle on a net basis or realise the asset and estimated costs necessary to make the sale.
settle the liability simultaneously. The legally enforceable
right must not be contingent on future events and must be xiii) Earnings per share
enforceable in the normal course of business and in the event Basic Earnings per share are calculated by dividing the net profit
of default, insolvency or bankruptcy of the Company or the / (loss) after tax for the year attributable to equity shareholders
counterparty. of the Company by the weighted average number of equity
shares outstanding during the year.
Financial guarantee contracts
Financial guarantee contracts issued by the Company are those Diluted earnings per share adjusts the figures used in the
contracts that require a payment to be made to reimburse the determination of basic earnings per share to take into account
holder for a loss it incurs because the specified debtor fails to
make a payment when due in accordance with the terms of a • the after income tax effect of interest and other financing
debt instrument. Financial guarantee contracts are recognised costs associated with dilutive potential equity shares, and
initially as a financial liability at fair value, adjusted for
transaction costs that are directly attributable to the issuance • the weighted average number of additional equity shares
of the guarantee. Subsequently, the liability is measured that would have been outstanding assuming the conversion
at the higher of the amount of loss allowance determined as of all dilutive potential equity shares.
per impairment requirements of Ind AS 109 and the amount
recognised less cumulative amortisation where appropriate. xiv) Employee Benefits

The Fair value of financial guarantees is determined based on a) Short-term employee benefits
the present value of the difference in cash flows between the Liabilities for wages and salaries, including non-monetary
contractual payments required under the debt instrument and benefits that are expected to be settled wholly within 12 months
the payments that would be required without the guarantee, or after the end of the period in which the employees render the
the estimated amount that would be payable to a third party for related service are recognised in respect of employees’ services
assuming the obligation. up to the end of the reporting period and are measured at the
undiscounted amounts expected to be paid when the liabilities
xii) Inventories are settled. The liabilities are presented as current employee
Inventories are valued at the lower of the acquisition / benefit obligations in the Balance Sheet.
production cost and net realisable value. Costs of inventories
are determined on weighted average basis. Raw materials and b) Other long-term employee benefits
stores, work in progress, traded and finished goods are stated at The liabilities for earned leave are not expected to be settled
the lower of cost and net realisable value. Cost of raw materials wholly within 12 months after the end of the period in which
and traded goods comprises cost of purchases. Cost of work-in- the employees render the related service. They are therefore
progress and finished goods comprises direct materials, direct measured as the present value of expected future payments to
labour and an appropriate proportion of variable and fixed be made in respect of services provided by employees up to
overhead expenditure, the latter being allocated on the basis of the end of the reporting period using the projected unit credit
normal operating capacity. Cost of inventories also include all method. The benefits are discounted using the market yields at
other costs incurred in bringing the inventories to their present the end of the reporting period that have terms approximating to
location and condition. the terms of the related obligation. Remeasurements as a result
of experience adjustments and changes in actuarial assumptions
are recognised in the Statement of Profit and Loss.

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NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

The obligations are presented as current liabilities in the Balance The present value of the defined benefit obligation is
Sheet if the entity does not have an unconditional right to defer determined by discounting the estimated future cash
settlement for at least twelve months after the reporting period, outflows by reference to market yields at the end of the
regardless of when the actual settlement is expected to occur. reporting period on government bonds that have terms
approximating to the terms of the related obligation.
c) Post-employment obligations The net interest cost is calculated by applying the discount rate
The Company operates the following post-employment to the net balance of the defined benefit obligation and the fair
schemes: value of plan assets. This cost is included in employee benefit
expense in the Statement of Profit and Loss.
- Defined Contribution plans such as superannuation and
employee state insurance scheme. Remeasurement gains and losses arising from experience
adjustments and changes in actuarial assumptions are
- Defined Benefit plans such as gratuity, provident fund, post- recognised in the period in which they occur, directly in other
retirement medical benefits and non-compete fees (eligible comprehensive income. They are included in retained earnings
whole-time directors and on their demise their spouses are in the Statement of Changes in Equity and in the Balance
entitled to medical benefits subject to certain limits and Sheet.
fixed monthly payment as non-compete fee).
Changes in the present value of the defined benefit obligation
Defined Contribution Plans resulting from plan amendments or curtailments are recognised
immediately in the Statement of Profit and Loss as past service
The Company’s contribution to superannuation fund, pension cost.
and employee state insurance scheme are considered as defined
contribution plans, as the Company does not carry any further d) A liability for a termination benefit is recognised at the earlier
obligations apart from the contributions made on a monthly of when the entity can no longer withdraw the offer of the
basis and are charged as an expense based on the amount of termination benefit and when the entity recognises any related
contribution required to be made. restructuring costs.

In case of Superannuation, contributions are made to the Life xv) Provisions and Contingent Liabilities
Insurance Corporation of India (LIC). Provisions are recognised when the Company has a present
obligation (legal or constructive) as a result of a past event,
Defined Benefit Plans it is probable that the Company will be required to settle the
In case of Provident fund, contributions are made to a Trust obligation, and a reliable estimate can be made of the amount of
administered by the Company. The liability or asset recognised the obligation.
in the Balance Sheet in respect of defined benefit gratuity, post-
retirement medical benefits and non-compete fees plans is the The amount recognised as a provision is the best estimate of
present value of the defined benefit obligation at the end of the the consideration required to settle the present obligation at the
reporting period less the fair value of plan assets. The defined end of the reporting period, taking into account the risks and
benefit obligation is calculated by actuaries using the projected uncertainties surrounding the obligation. When a provision is
unit credit method.” measured using the cash flows estimated to settle the present
obligation, its carrying amount is the present value of those cash
Eligible employees receive benefits from a provident fund flows (when the effect of the time value of money is material).
which is defined benefit plan. Both the employees of the
Company make monthly contributions to the provident fund When some or all of the economic benefits required to settle
plan equal to a specified percentage of the covered employees’ a provision are expected to be recovered from a third party,
salary. The Company contributes a part of the contributions to a receivable is recognised as an asset if it is virtually certain
Forbes & Company Ltd. Employees Provident Fund. The rate that reimbursement will be received and the amount of the
at which the annual interest is payable to the beneficiaries by the receivable can be measured reliably.
Trust is being determined by the Government. The Company
has an obligation to make good the shortfall, if any, between the Onerous Contracts
return from the investments of the Trust and the notified interest Present obligations arising under onerous contracts are
rate. Any obligation in this respect is measured on the basis recognised and measured as provisions. An onerous contract is
of an independent acturial valuation. The remaining portion considered to exist where the Company has a contract under
is contributed to the Government administered pension fund which the unavoidable costs of meeting the obligations under
in respect of which the Company has no further obligations. the contract exceed the economic benefits expected to be
Prepaid contributions are recognised as an asset to the extent received from the contract.
that a cash refund or reduction in the future payments are
available.

85
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

Contingent liability is disclosed for (i) Possible obligations 2 Sale of Services:


which will be confirmed only by future events not wholly a) Commission income is recognised as per terms of
within the control of the Company or (ii) Present obligations agreement with repective party and in the period in which
arising from past events where it is not probable that an outflow services are rendered.
of resources will be required to settle the obligation or a reliable
estimate of the amount of the obligation cannot be made, unless b) Income from other services is recognised as and when the
the possibility of outflows of resources embodying economic services are performed as per the terms of agreement with
benefits are remote. the respective parties.

xvi) Revenue recognition 3 Interest and Dividend Income:


Revenue is measured at the fair value of the consideration Interest income from a financial asset is recognised when it is
received or receivable. probable that the economic benefits will flow to the Company
and the amount of income can be measured reliably. Interest
1 Sale of goods: income is accrued on a time basis, by reference to the amortised
Revenue from the sale of goods is recognised when control cost and at the effective interest rate applicable.
of the products has been transferred based on agreed terms
and there is no unfulfilled obligation which could affect the Dividend income from investments is recognised when the
customers acceptance of the products. shareholder’s right to receive payment has been established
(provided that it is probable that the economic benefits will flow
Further the amount of revenue can be measured reliably and to the Company and the amount of income can be measured
it is probable that the economic benefits associated with the reliably).
transaction will flow to the entity.
Sales are recognised, net of estimated returns, trade discounts, 4 Export Incentives:
taxes as applicable. Income from export incentives is recognised on accrual basis to
the extent the ultimate realisation is reasonably certain.
A receivable is recognised when the goods are delivered as
this is the point in time that the consideration is unconditional xvii) Revenue from real estate contracts (applicable for the year
because only the passage of time is required before the payment ended 31st March, 2019):
is due. In respect of real estate development projects undertaken by the
Company, the control of real estate units is said to be satisfied
At contract inception, since for most of the contracts it is over time, if any one of the following criteria is met:
expected that the period between the transfer of the promised
goods or services to a customer and payment for these goods a) the customer simultaneously receives and consumes the
or services by the customer will be one year or less, practical benefits provided by the entity’s performance as the entity
expedient in IND AS 115 have been applied and accordingly: performs

a) The Company does not adjust the promised amount of b) the entity’s performance creates or enhances an asset that
consideration for the effects of a significant financing the customer controls as the asset is created or enhanced
component
c) the entity’s performance does not create an asset with
b) The Company recognises the incremental costs of an alternative use to the entity and the entity has an
obtaining a contract as an expense when incurred enforceable right to payment for performance completed
to date
c) No information on remaining performance obligations as
of the year end that have an expected original term of one In all other cases, where the above criterias for satisfaction of
year or less was reported. performance obligation and recognising revene over time are
not met, revenue would be recognised when control of the real
As part of the adoption of the new standard, contract assets estate units has been transferred and there is no unfulfilled
and contract liabilities are new additions to the Balance Sheet obligation which could affect the customers acceptance of the
disclosure. A contract liability is the Company’s obligation to real estate units.
transfer goods or services to a customer, for which the Company
has already received consideration from customers. Revenue is measured at fair value and recognized with respect
to executed agreements for sale of residential units on transfer
of control of the real estate units to the customers.

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NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

Revenue from real estate contracts (applicable for the year xix) Lease accounting
ended 31st March, 2018): Operating Leases
Leases, where the lessor retains, substantially all the risks
In respect of property development projects undertaken by and rewards incidental to ownership of the leased assets, are
the Company, the Company follows percentage of completion classified as operating lease. Operating lease expense / income
method as per the Guidance Note on Accounting for Real Estate are recognized in the Statement of Profit and Loss on a straight-
Transactions for recognising revenue from projects, based on line basis over the lease term.
estimation of the outcome of the project when the following
conditions are completed: Finance leases
Leases, where the lessor transfers, substantially all the risks
a. All critical approvals for commencement of the project and rewards incidental to ownership of the leased assets, are
have been obtained; and classified as finance lease.

b. The actual construction and development cost incurred Assets taken on finance lease are capitalised at fair value or
is at least 25% of the total construction and development net present value of the minimum lease payments, whichever
cost; and is lower. Lease payments made are apportioned between the
finance charges and reduction of the outstanding liability in
c. At least 25% of the saleable project area is secured by respect of assets taken on lease.
contracts or agreements with buyers and ;
xx) Taxes on Income
d. At least 10% of the total revenue as per the aforementioned Tax expense for the year, comprising current tax and deferred
sale agreements have been realised in respect of each such tax, are included in the determination of the net profit or loss for
contract and it is expected that the parties will comply the year. Current tax is measured at the amount expected to be
with the payment terms of the contracts. paid to the tax authorities in accordance with the Income Tax
Act, 1961.
Determination of revenues under the percentage completion Deferred tax is recognised on temporary differences between
method necessarily involves making estimates by the Company the carrying amounts of assets and liabilities in the financial
some of which are of technical nature, concerning, where statements and the corresponding tax bases used in the
relevant, the percentage of completion, costs to completion computation of taxable profit. Deferred tax liabilities are
and the expected revenue from the project and the foreseeable generally recognised for all taxable temporary differences.
losses to completion. Deferred tax assets are generally recognised for all deductible
temporary differences to the extent that it is probable that
Revenue is measured at fair value and recognized with respect taxable profits will be available against which those deductible
to executed agreements for sale of residential units upon temporary differences can be utilised. Such deferred tax assets
achieving threshold percentage of actual project cost incurred and liabilities are not recognised if the temporary difference
(excluding development rights and borrowing cost) as against arises from the initial recognition (other than in a business
the total estimated cost of the project (excluding development combination) of assets and liabilities in a transaction that affects
rights and borrowing cost). neither the taxable profit nor the accounting profit. In addition,
deferred tax liabilities are not recognised if the temporary
When it is probable that total costs will exceed total revenue, the difference arises from the initial recognition of goodwill.
expected loss is recognised as an expense in the Statement of
Profit and Loss in the period in which such probability occurs. The carrying amount of deferred tax assets is reviewed at the
end of each reporting period and reduced to the extent that
xviii) Foreign currency transactions and balances it is no longer probable that sufficient taxable profits will be
In preparing the financial statements of the Company, available to allow all or part of the asset to be recovered.
transactions in currencies other than the Company’s functional
currency viz. Indian Rupee are recognised at the rates of Deferred tax liabilities and assets are measured at the tax rates
exchange prevailing at the dates of the transactions. At the that are expected to apply in the period in which the liability is
end of each reporting period, monetary items denominated in settled or the asset realised, based on tax rates (and tax laws)
foreign currencies are retranslated at the rates prevailing at that that have been enacted or substantively enacted by the end of
date. the reporting period.

Exchange differences on monetary items are recognised in the Deferred tax assets and liabilities are offset when there is
Statement of Profit and Loss in the period in which they arise. a legally enforceable right to offset current tax assets and
liabilities and when the deferred tax balances relate to the same
Non-monetary items that are measured in terms of historical taxation authority. Current tax assets and tax liabilities are
costs in a foreign currency are not retranslated. offset where the entity has a legally enforceable right to offset

87
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

and intends either to settle on a net basis, or to realise the asset Non-current assets are not depreciated or amortised while they
and settle the liability simultaneously. are classified as held for sale.

Current and deferred tax are recognised in the Statment of Profit xxv) Cash and cash equivalents
and Loss, except when they relate to items that are recognised For the purpose of presentation in the Statement of Cash Flows,
in other comprehensive income or directly in equity, in which cash and cash equivalents includes cash on hand, deposits held
case, the current and deferred tax are also recognised in other at call with financial institutions, other short-term, highly liquid
comprehensive income or directly in equity respectively. The investments with original maturities of three months or less that
Company recognises Minimum Alternate Tax credit under the are readily convertible to known amounts of cash and which are
Income Tax Act, 1961 as an asset only when and to the extent subject to an insignificant risk of changes in value, and bank
there is convincing evidence that the Company will be liable to overdrafts. Bank overdrafts are shown within borrowings in
pay normal income tax during the specified period. current liabilities in the Balance Sheet.

xxi) Government grants xxvi) Principles of business combinations


Government grants are not recognised until there is reasonable The acquisition method of accounting under Ind AS is used to
assurance that the Company will comply with the conditions account for business combinations by the Company from the
attaching to them and that the grants will be received. These are date of transition to Ind AS i.e. 1st April, 2015. Prior to the
recognised in the Statement of Profit and Loss on a systematic date of transition to Ind AS, business acquisitions have been
basis over the period in line with the related costs. accounted based on previous GAAP.

xxii) Borrowing Costs xxvii) Dividend


Borrowing costs that are attributable to the acquisition or Provision is made for the amount of any dividend declared,
construction of qualifying assets, which are assets that necessarily being appropriately authorised and no longer at the discretion
takes a substantial period of time to get ready for its intended use of the entity, on or before the end of the reporting period but not
or sale, are added to the cost of those assets; until such time as the distributed at the end of the reporting period.
assets are substantially ready for their intended use or sale.
3. CRITICAL ACCOUNTING JUDGEMENTS AND KEY
Interest income earned on the temporary investment of specific SOURCES OF ESTIMATION UNCERTAINTY
borrowings pending their expenditure on qualifying assets is
deducted from the borrowing costs eligible for capitalisation. In the application of the accounting policies, which are described
in note 2, the directors of the Company are required to make
All other borrowing costs are recognised in the Statement of judgements, estimates and assumptions about the carrying
Profit and Loss in the period in which they are incurred. amounts of assets and liabilities that are not readily apparent from
other sources. The estimates and associated assumptions are based
xxiii) Segment Reporting on historical experience and other factors that are considered to be
An operating segment is a component of the Company that relevant. Actual results may differ from these estimates.
engages in business activities from which it may earn revenue
and incur expenses, whose operating results are regularly The estimates and underlying assumptions are reviewed
reviewed by the Company’s chief operating decision maker on an ongoing basis. Revisions to accounting estimates are
in order to effectively allocate the Company’s resources and recognised in the period in which the estimate is revised if the
assess performance. revision affects only that period, or in the period of the revision
and future periods if the revision affects both current and future
xxiv) Non-current assets held for sale periods.
Non-current assets and disposal groups are classified as held
for sale if their carrying amount will be recovered principally 3.1 Critical judgements in applying accounting policies
through a sale transaction rather than through continuing use.
This condition is regarded as met only when the asset (or The following are the critical judgements, apart from those
disposal group) is available for immediate sale in its present involving estimations (see note 3.2 below), that the directors
condition subject only to terms that are usual and customary have made in the process of applying the accounting policies
for sales of such asset (or disposal group) and its sale is highly and that have the most significant effect on the amounts
probable. Management must be committed to the sale, which recognised in the financial statements.
should be expected to qualify for recognition as a completed
sale within one year from the date of classification. 3.1.1.The Svadeshi Mills Company Limited (Svadeshi) is not an
associate of the Company although the Company owns a 23%
Non-current assets (and disposal groups) classified as held for ownership interest (including indirect) in Svadeshi, as the
sale are measured at the lower of their carrying amount and fair Assets of Svadeshi continue to be in the hands of the Official
value less costs to sell. Liquidator, High Court, Bombay. The Review Petition had been
filed against the Order dated 23rd February, 2016 whereby the

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ANNUAL REPORT 2018 - 19

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

Special Leave Petition (SLP) was dismissed. The said Review 3.2.6 Impairment of Trade Receivables
Petition filed before the Hon’ble Supreme Court was dismissed The impairment provisions for trade receivables are based on
vide Order dated 26th August, 2016. The records of Svadeshi assumptions about risk of default and expected loss rates. The
are in the custody of the Official Liquidator. Hence, the Company uses judgement in making these assumptions and
Company does not have significant influence over Svadeshi as selecting the inputs to the impairment calculation, based on the
Svadeshi is under liquidation. Company’s past history, existing market conditions as well as
forward looking estimates at the end of each reporting period.
3.2 Key sources of estimation uncertainty
3.2.1 Real Estate Development 3.2.7 Defined Benefit Obligations
The present value of defined benefit obligations is determined
In case of real estate development, the Company’s revenue by discounting the estimated future cash outflows by reference
and margin recognition policy, till 31st March, 2018 as set to market yields at the end of reporting period that have terms
out in Note 2 (xvii), involved estimation as regards how the approximating to the terms of the related obligation.
Company values the work it has carried out in each financial
year and corresponding recognition of revenue and expenses. 3.2.8 Deferred Tax Asset
These policies require forecasts to be made of the outcomes Deferred tax assets are generally recognised for all deductible
of long-term real estate development services, which require temporary differences to the extent that it is probable that
assessments and judgements to be made mainly on sale taxable profits will be available against which those deductible
considerations, changes in the plan/outlay of work and changes temporary differences can be utilised. The carrying amount
in costs. of deferred tax assets is reviewed at the end of each reporting
period and reduced to the extent that it is no longer probable that
3.2.2 Contingent Liabilities and Provisions sufficient taxable profits will be available to allow all or part of
Contingent Liabilities and Provisions are liabilities of uncertain the asset to be recovered. The Company recognises Minimum
timing or amount and therefore in making a reliable estimate of Alternate Tax credit under the Income Tax Act, 1961 as an asset
the quantum and timing of liabilities judgement is applied and only when and to the extent there is convincing evidence that
re-evaluated at each reporting date. the Company will be liable to pay normal income tax during the
specified period.
3.2.3 Useful life and residual value of Property, Plant and Equipment
(including investment properties) 4. STANDARDS ISSUED BUT NOT EFFECTIVE
As described in Note 2(iv) and 2(vi), the Company reviews the
estimated useful life and residual values of property, plant and Ind AS 116 – Leases
equipment at each reporting date. On 30th March, 2019, the Ministry of Corporate Affairs
(MCA) issued the Companies (Indian Accounting Standards)
3.2.4 Fair value measurement and valuation process Amendment Rules, 2019 which notified Ind AS 116, Leases.
Some of the Company’s assets and liabilities are measured at The amendment rules are effective from reporting periods
fair value for financial reporting purposes. The management of beginning on or after 1st April, 2019. This standard replaces
the Company determines the appropriate valuation techniques current guidance in Ind AS 17 and is a far reaching change in
and inputs for fair value measurements. In estimating the accounting by lessees in particular.
fair value of an asset or a liability, the company uses market-
observable data to the extent it is available. Where such inputs The new standard eliminates the classification of leases as either
are not available, the Company engages third party qualified operating leases or finance leases and introduces a single lessee
valuers to perform the valuation. accounting model. The Company has a number of material
non-cancellable operating leases or leases having lease terms
3.2.5 Impairment of more than 12 months that are impacted on adoption of this
Determining whether an asset is impaired requires as estimation standard.
of fair value/value in use. Such valuation requires the Company
to estimate the future cash flows expected to arise from the The main changes arising on the adoption of Ind AS 116 will be
cash-generating unit and a suitable discount rate in order to as follows:
calculate present value. Where the actual future cash flows are
less than expected, a material impairment loss may arise. 1. In the Balance Sheet, interest-bearing borrowings and non-
current assets will increase as obligations to make future
The carrying amount of investment in Forbes Technosys payments will be recognised on the Balance sheet, along with
Limited, a subsidiary, as at 31st March, 2019 ` 7,934.82 Lakhs the related ‘right-of-use’ (ROU) asset.
(as at 31st March, 2018 ` 6,913.00 Lakhs) and based on the
valuation report there is no impairment. 2. In the Statement of Profit and Loss, there will be a reduction
in operating expenses and an increase in finance costs (lease
interest expense at effective interest rate) and depreciation (on
ROU assets on a straight line basis).

89
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

3. In the statement of cash flows, net operating cash flows Long-term Interests in Associates and Joint Ventures,
is expected to increase, with a corresponding increase in Amendments to Ind AS 28
financing cash outflows. This is because, earlier, companies On 30th March, 2019, the Ministry of Corporate Affairs (MCA)
presented cash outflows on former off balance sheet leases as issued the Companies (Indian Accounting Standards) Second
operating activities. In contrast, applying Ind AS 116, principal Amendment Rules, 2019 which notified amendment to Ind AS
repayments on all lease liabilities are included within financing 28, Investments in Associates and Joint Ventures.
activities along with interest.
The amendments clarify the accounting for long-term interests
The adoption of Ind AS 116 will require the Company to in an associate or joint venture, which in substance form part of
make a number of judgements, estimates and assumptions. the net investment in the associate or joint venture, but to which
The company is evaluating the impact of the standard on the equity accounting is not applied. Entities must account for
financial position, results of operations and cashflows. such interests under Ind AS 109, Financial Instruments before
applying the loss allocation and impairment requirements in Ind
Appendix C, Uncertainty over Income Tax Treatments to AS 28 Investments in Associates and Joint Ventures.
Ind AS 12
This amendment clarifies how the recognition and measurement The interpretation is effective for annual periods beginning on
requirements of Ind-AS 12 ‘Income taxes’, are applied where or after 1st April, 2019.
there is uncertainty over income tax treatments. An uncertain
tax treatment is any tax treatment applied by an entity where The company is evaluating the impact of the amendment on the
there is uncertainty over whether that treatment will be accepted financial position, results of operations and cashflows.
by the tax authority.
Annual Improvements to Ind AS
The management is in process of evaluating the the impact of Ind AS 23, “Borrowing Cost”- clarified that if a specific
the amendment on the financial position. The Company will borrowing remains outstanding after the related qualifying asset
adopt the amendment from 1st April, 2019. is ready for its intended use or sale, it becomes part of general
borrowings.
Prepayment Features with Negative Compensation,
Amendments to Ind AS 109 Ind AS 103, “Business Combination”- clarified that obtaining
The amendment to Ind-AS 109 – ‘Financial Instruments’ control of a business that is a joint operation is a business
enables entities to measure certain pre-payable financials assets combination achieved in stages. The acquirer should re-measure
with negative compensation at amortised cost. These assets, its previously held interest in the joint operation at fair value at
which include some loan and debt securities, would otherwise the acquisition date.
have to be measured at fair value through profit and loss. This Ind AS 111, “Joint arrangements”- clarified that the party
interpretation is effective for annual periods beginning on or obtaining joint control of a business that is a joint operation
after 1st April, 2019. The Company is in process of evaluating should not measure its previously held interest in joint
the impact of the amendment on the financial position, though operation.
it is expected that the impact from the amendment would not be
significant. Ind AS 12, “Income Taxes”- clarified that the income tax
consequences of dividends on financial instruments classified
Plan Amendment, Curtailment or Settlement, Amendments as equity should be recognised according to where the past
to Ind AS 19 transactions or events that generated distributable profits
The amendment to Ind-AS 19 - Employee Benefits clarify that were recognised. These requirements apply to all income tax
if a plan amendment, curtailment or settlement occurs, it is consequences of dividends.
mandatory that the current service cost and the net interest for
the period after the re-measurement are determined using the These interpretations are effective for annual periods beginning
assumptions used for the re-measurement. This interpretation on or after 1st April, 2019. The Company is evaluating the
is effective for annual periods beginning on or after 1st April, impact of the amendment on the financial position, though
2019. The Company is evaluating the impact of the amendment it is expected that impact from the amendment would not be
on the financial position, though it is expected that the impact significant. The Company will adopt the amendment from 1st
from the amendment would not be significant. The Company April, 2019.
will adopt the amendment from 1st April, 2019.

90
ANNUAL REPORT 2018 - 19

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

5A. Property, plant and equipment (Own, unless otherwise stated) for the year ended 31st March, 2019.
` In Lakhs
Data
processing
Building Data equipments As at
Freehold and processing Office Furniture Plant and (Finance 31st Mar.,
Land structures Vehicles equipments equipments and fixtures equipment Lease) 2019
Cost or Deemed cost
Balance at 1st April, 2018 38.62 1,215.39 57.14 68.76 238.73 175.25 5,056.23 1.02 6,851.14
Additions - 4.36 - 30.02 5.12 0.13 906.62 - 946.25
Disposals - - 11.96 0.03 2.33 4.54 30.37 - 49.23
Balance at 31st March, 2019 38.62 1,219.75 45.18 98.75 241.52 170.84 5,932.48 1.02 7,748.16
Accumulated depreciation
Balance at 1st April, 2018 - 344.47 29.98 45.99 161.35 113.64 1,173.11 1.02 1,869.56
Eliminated on disposals of assets - - 11.96 0.03 2.33 4.23 26.14 - 44.69
Depreciation expense for the year - 190.77 10.85 15.54 27.70 16.33 571.24 - 832.43
Balance at 31st March, 2019 - 535.24 28.87 61.50 186.72 125.74 1,718.21 1.02 2,657.30
Carrying Amount
Balance at 31st March, 2019 38.62 684.51 16.31 37.25 54.80 45.10 4,214.27 - 5,090.86
Notes:
1. Plant and equipment includes assets that are jointly owned having carrying amount of ` 1.27 Lakhs.

5B. Property, plant and equipment (Own, unless otherwise stated) for the previous year ended 31st March, 2018.
` In Lakhs
Data
processing
Data equipments As at
Freehold Building and processing Office Furniture Plant and (Finance 31st Mar.,
Land structures Vehicles equipments equipments and fixtures equipment Lease) 2018
Cost or Deemed cost
Balance at 1st April, 2017 38.62 1,226.77 57.14 53.68 218.06 163.47 3,827.56 1.02 5,586.32
Additions - 56.38 - 15.33 20.67 12.05 1,283.44 - 1,387.87
Disposals - - - 0.25 - 0.27 54.77 - 55.29
Transferred to Investment
Properties (Refer Note 6) - 67.76 - - - - - - 67.76
Balance at 31st March, 2018 38.62 1,215.39 57.14 68.76 238.73 175.25 5,056.23 1.02 6,851.14
Accumulated depreciation
Balance at 1st April, 2017 - 190.74 18.66 30.14 129.24 92.04 734.01 1.02 1,195.85
Eliminated on disposals of assets - - - 0.25 - - - - 0.25
Depreciation expense for the year - 189.38 11.32 16.10 32.11 21.60 439.10 - 709.61
Transferred to Investment
Properties (Refer Note 6) - 35.65 - - - - - - 35.65
Balance at 31st March, 2018 - 344.47 29.98 45.99 161.35 113.64 1,173.11 1.02 1,869.56
Carrying Amount
Balance at 31st March, 2018 38.62 870.92 27.16 22.77 77.38 61.61 3,883.12 - 4,981.58

Notes:
1. Plant and equipment includes assets that are jointly owned having carrying amount of ` 2.22 Lakhs.

5.1 Capital work-in-progress


` In Lakhs
As at Amounts As at
Particulars 1st Apr., 2018 Additions Capitalised 31st Mar., 2019
Capital work in progress 105.73 1,335.16 1,031.10 409.79

Previous year
As at Amounts As at
Particulars 1st Apr., 2017 Additions Capitalised 31st Mar., 2018
Capital work in progress 249.93 1,313.33 1,457.53 105.73

91
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

6. Investment properties (Own, unless otherwise stated) 6.2 Fair value measurement of the Company’s investment
` In Lakhs properties
As at As at
31st Mar., 31st Mar., The fair value of the Company’s investment properties as at
2019 2018 31st March, 2019 and 31st March, 2018 have been arrived at on
Completed investment properties 2,560.12 2,542.91 the basis of a valuation carried out as on the respective dates by
Total 2,560.12 2,542.91 V.S.Modi, independent valuer not related to the Company. V.S.
Modi is registered with the authority which governs the valuers
in India, and has appropriate qualifications and recent experience
Cost or Deemed Cost
in the valuation of properties in the relevant locations. The fair
Balance at 1st April, 2018 / 1st
value was determined based on the market comparable approach
April, 2017 2,765.28 2,630.03
that reflects recent transaction prices for similar properties as well
Additions 84.85 69.66
as other lettings of similar properties in the neighbourhood. In
Transferred from property, plant estimating the fair value of the properties, the highest and best
and equipment (Refer Note 5A) - 67.76 use of the properties is their current use. Thus, the significant
Property classified as held for sale unobservable inputs are recent transaction price, taking into
(Refer Note 6.1) 4.85 2.17 account the differences in location, and individual factors, such
Balance at 31st March, 2019 / as frontage and size, between the comparables and the properties.
31st March, 2018 2,845.28 2,765.28 Details of the Company’s investment properties and information
about the fair value hierarchy as at 31st March, 2019 and 31st
Accumulated depreciation March, 2018 are as follows:
Balance at 1st April, 2018 / 1st ` In Lakhs
April, 2017 222.37 124.74
Level 3
Transferred from property, plant
As at As at
and equipment (Refer Note 5A) - 35.65
31st Mar., 31st Mar.,
Property classified as held for sale Particulars 2019 2018
(Refer Note 6.1) 0.43 0.19
Andhra Pradesh - Land 28.51 27.45
Depreciation expense for the year 63.22 62.17
Delhi - Building 199.68 191.53
Balance at 31st March, 2019 /
Gujarat - Land and Building 515.24 492.97
31st March, 2018 285.16 222.37
Kerala - Building 830.98 827.81
Maharashtra - Land and Building 63,505.46 62,423.89
Carrying amount
Tamil Nadu - Land and Building 295.36 290.00
Balance at 31st March, 2019 /
West Bengal - Building 672.97 642.84
31st March, 2018 2,560.12 2,542.91
Total 66,048.20 64,896.49
Notes:
7. Other intangible assets (Own, unless otherwise stated)
(i) Investment properties include premises on freehold land ` In Lakhs
where the Company is yet to be registered as the owner of a As at As at
proportionate share in the land with carrying amount ` 17.26 31st Mar., 31st Mar.,
Lakhs (Previous year ` 17.77 Lakhs), Jointly owned Residential 2019 2018
Premises and Land with carrying amount `1,552.01 Lakhs Software Software
(Previous year ` 1,552.17 Lakhs) and Shares in Co-operative / Licences / Licences
Housing Societies, Association of apartment owners and in a acquired acquired
company ` 0.17 Lakh (Previous year ` 0.17 Lakh). Cost or Deemed cost
Balance at 1st April, 2018 / 1st
(ii) Investment properties includes the lease rights in respect of the April, 2017 203.18 138.94
land and building at Fort, Mumbai with net carrying value of Additions during the year 180.00 64.24
` 385.82 Lakhs (Previous year ` 424.41 Lakhs) of which ` Balance at 31st March, 2019 /
60.21 Lakhs (Previous year ` 66.23 Lakhs) has been disclosed 31st March, 2018 383.18 203.18
under property, plant and equipment (Refer Note 5) for which Accumulated amortisation
the Company has made an application for renewal of lease and Balance at 1st April, 2018 / 1st
approval from authorities awaited thereon. April, 2017 105.93 80.65
6.1 The Company has entered into an agreement for sale of a flat Amortisation charge for the year 52.52 25.28
and accordingly the carrying value aggregating ` 4.42 Lakhs Balance at 31st March, 2019 /
(Previous year ` 1.98 Lakhs) of the asset has been shown as 31st March, 2018 158.45 105.93
Asset classified as held for sale” on the face of Balance Sheet. Carrying Amount
The fair value of the aforesaid asset is ` 211 Lakhs (Previous Balance at 31st March, 2019 /
year ` 130 Lakhs). 31st March, 2018 224.73 97.25

92
ANNUAL REPORT 2018 - 19

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

7.1 Intangible assets under development


` In Lakhs
As at Amounts As at
Particulars 1st Apr., 2018 Additions Capitalised 31st Mar., 2019
Intangible asset under development 85.60 117.49 180.00 23.09

Previous year
As at Amounts As at
Particulars 1st Apr., 2017 Additions Capitalised 31st Mar., 2018
Intangible asset under development 23.09 126.75 64.24 85.60

8. Non Current Investments

8A. Investments in Subsidiaries


` In Lakhs
As at As at
31st Mar., 2019 31st Mar., 2018
Particulars Qty Amount Qty Amount

Unquoted Investments (all fully paid)


a) Equity Instruments (at cost less impairment)
1. Equity shares of ` 100 each in Volkart Fleming Shipping and
Services Limited 50,385 6.82 50,385 6.82
2. Equity shares of ` 10 each in Forbes Campbell Finance Limited 38,64,131 1,781.78 38,64,131 1,781.78
3. Equity component in 0.1% Optionally Convertible Redeemable
Debentures of Forbes Campbell Finance Limited - 1,686.26 - 1,686.26
4. Equity shares of ` 10 each in Eureka Forbes Limited (Refer
Note 2 below) 37,78,000 6,572.86 37,28,000 4,067.86
5. Equity shares of ` 10 each in Forbes Technosys Limited 1,50,00,000 1,500.00 1,50,00,000 1,500.00
6. Equity shares of ` 10 each in Campbell Properties & Hospitality
Services Limited 4,87,500 180.00 4,87,500 180.00
7. Equity shares of ` 10 each in Shapoorji Pallonji Forbes
Shipping Limited (Refer Note 1 below) 2,05,00,000 2,050.00 2,05,00,000 2,050.00
8. Equity component in Zero Percent Redeemable Preference
Shares of Shapoorji Pallonji Forbes Shipping Limited - 2,770.17 - 2,770.17
9. Equity component in Financial Guarantee given to Forbes
Technosys Limited - 419.30 - 397.48
10. 10% Optionally Redeemable compulsorily Convertible, Non
cumulative Preference Shares of ` 10 each in Forbes Technosys
Limited (Refer Note 4 below) 6,00,00,000 6,015.52 5,00,00,000 5,015.52
11. Equity component in Financial Guarantee given to Shapoorji
Pallonji Forbes Shipping Limited - 1.70 - 1.29

b) Preference Shares (at amortised cost)


1. Zero Percent Redeemable Preference Shares of ` 10 each in
Shapoorji Pallonji Forbes Shipping Limited 3,09,00,000 907.12 3,09,00,000 809.93

c) Debentures (at fair value through profit or loss)


1. 0.1% Optionally Convertible Redeemable Debentures of ` 10
each in Forbes Campbell Finance Limited 1,72,67,500 398.31 1,72,67,500 357.18
Total 24,289.84 20,624.29

93
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

8B. Investments in associates


As at As at
31st Mar., 2019 31st Mar., 2018
Particulars Qty Amount Qty Amount
Unquoted Investments (all fully paid)
Equity Instruments (at cost less impairment)
1. Equity shares of ` 10 each in Neuvo Consultancy Services Limited 58,849 - 58,849 -
[Provision for impairment in value ` 5.88 Lakhs; (Previous year `
5.88 Lakhs)]
Total - -

8C Other investments
Non Current
As at As at
31st Mar., 2019 31st Mar., 2018
Particulars Qty Amount Qty Amount
Unquoted Investments (all fully paid)
Equity Instruments (at fair value through Profit or Loss)
1. Equity shares of ` 10 each in New India Co-operative
Bank Limited 5,500 0.55 5,500 0.55
2. Equity shares of ` 500 each in Tuticorin Chamber of
Commerce 10 0.00 * 10 0.00 *
[Provision for impairment in value ` 0.05 Lakhs;
(Previous year ` 0.05 Lakhs)]
3. Equity Shares of ` 10 each in Simar Port Private Limited 1,000 0.10 1,000 0.10
4. Equity shares of ` 10 each in The Svadeshi Mills
Company Limited 4,20,170 0.00 * 4,20,170 0.00 *
[Provision for impairment in value `150.33 Lakhs;
(Previous year `150.33 Lakhs)] (Refer Note 43)
5. Equity shares of SGD 1 each in Forbes Container Lines
Pte. Limited 8,64,960 0.00 * 8,64,960 0.00 *
[Provision for impairment in value ` 271.26 Lakhs;
(Previous year `271.26 Lakhs)] (Refer Note 3 below)
6. Equity shares of USD 1 each in Edumetry Inc. USA 2,500 0.00 * 2,500 0.00 *
[Provision for impairment in value ` 35.48 Lakhs;
(Previous year ` 35.48 Lakhs)] (Refer Note 5 below)
7. Equity shares of ` 25 each in Zoroastrian Co-operative
Bank Limited 100 0.03 - -
Total 0.68 0.65

* Amount is below the rounding off norm adopted by the Company.

94
ANNUAL REPORT 2018 - 19

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

Notes: 8D Category-wise investments – as per Ind AS 109 classification


` In Lakhs
1. During one of the earlier year the Board of Directors of the
As at As at
Company had given their acceptance for a scheme of Capital
31st Mar., 31st Mar.,
reduction in Shapoorji Pallonji Forbes Shipping Limited
Particulars 2019 2018
(‘SPFSL’), a subsidiary of the Company whereby 1,95,00,000
equity shares of ` 10 each were to be cancelled out of aggregate
investment of 4,00,00,000 equity shares held by the Company. Financial assets carried at
A petition was filed by SPFSL in the High Court of Judicature fair value through profit or
at Bombay on 2nd September, 2016. The scheme was approved loss
by the Honorable Bombay High Court vide order dated 2nd Equity Instruments 0.68 0.65
December, 2016. Accordingly, the Company has recognized Debentures 398.31 357.18
` 1,931.50 Lakhs as loss on capital reduction of investment 398.99 357.83
in equity shares and correspondingly, reversed the existing
provisions of ` 2,380.00 Lakhs. The same was disclosed as an Financial assets carried at
exceptional item in the Statement of Profit and Loss for the year cost less impairment
ended 31st March, 2017. Equity components in
preference shares / debentures 4,456.43 4,456.43
Equity components in financial
2. The Board vide resolution dated 22nd December, 2018 accorded guarantee 421.00 398.77
its approval to subscribe to 50,000 equity shares of `10 each of Preference shares classified as
Eureka Forbes Limited, subsidiary of the Company, offered to equity 6,015.52 5,015.52
the Company on a rights basis in the proportion of 100 new Equity shares (Unquoted) 12,091.46 9,586.46
equity share for every 7,456 equity shares held (100:7456) at
22,984.41 19,457.18
a price of `5,010 per share. Accordingly the Company has
invested `2,505 Lakhs Eureka Forbes Limited during the year. Financial assets carried at
amortised cost
3. Forbes Container Line Pte. Ltd., Singapore (“FCLPL”), a Preference shares 907.12 809.93
foreign subsidiary of the Company has been ordered to be 907.12 809.93
wound by the High Court of Republic of Singapore on 19th Total 24,290.52 20,624.94
August, 2016. An official liquidator has been appointed by the
court. The Company has made full provision for investments Note:
made and loans given to FCLPL. Accordingly, this entity is no
Aggregate amount of
longer a related party for the Company and not consolidated in
unquoted investments (net of
these financial statements.
impairment) 24,290.52 20,624.94
4. During the previous year, the terms of the preference shares Aggregate amount of
held in Forbes Technosys Limited had been changed to impairment in value of
10% Optionally Redeemable Compulsory Convertible Non investments 463.00 463.00
Cumulative Preference Shares. The Board had approved the
revised term sheet for preference shares issued by Forbes 9. Trade receivables
Technosys Limited in the Board Meeting held on 24th May, ` in Lakhs
2017. As at As at
31st Mar., 31st Mar.,
5. Edumetry Inc., USA , a foreign joint venture of the Company Particulars 2019 2018
has been dissolved vide Certificate of Dissolution dated 28th
October, 2015 issued by the State of Delaware. Consequently, Trade receivables
the Company does not have any significant influence or control a) Secured, considered good 16.50 18.99
over Edumetry Inc. as on date. Accordingly, this entity is no
b) Unsecured, considered
longer a related party for the Company and not consolidated
good 4,096.98 3,843.56
in these financial statements. The Company has made full
provision for these investments in earlier years. c) Doubtful 851.57 863.59
4,965.05 4,726.14
6. The Company has 25% ownership in Shapoorji Pallonji Forbes Less: Allowance for doubtful
Shipping Limited (SPFSL) by virtue of joint venture agreement. debts (expected credit loss
However, SPFSL is consolidated as a subsidiary due to the allowance) 851.57 863.59
Company’s ability to appoint majority of directors on the Board Total 4,113.48 3,862.55
of SPFSL and control activities / returns of this entity.

95
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

9.1 Trade receivables


Debts due by private companies in which a director is a director / member (` in Lakhs) (Refer Note 40) 22.71 19.85
Less : Allowance for doubtful debts (expected credit loss allowance) 10.18 10.18
Net Debts 12.53 9.67

For trade receivables from related parties (Refer Note 40).

The average credit period on sales is approximately 80 days (Previous year 75 days). No interest is charged on trade receivables overdue.

There are no customers who represent more than 5% of the total balance of trade receivables.

Expected credit loss for trade receivables for the year ended 31st March, 2019

Ageing Not Due 0-90 91-180 181-365 Above 365 Total

Gross carrying amount 2,795.91 878.91 197.00 213.16 880.07 4,965.05


Expected credit losses (loss
allowance provision) 0.11 0.11 0.10 0.15 851.10 851.57
Carrying amount of trade
receivable (net of impairment) 2,795.80 878.80 196.90 213.01 28.97 4,113.48

Expected credit loss for trade receivables for the year ended 31st March, 2018
Ageing Not Due 0-90 91-180 181-365 Above 365 Total

Gross carrying amount 2,789.69 821.77 144.31 107.60 862.77 4,726.14


Expected credit losses 0.17 0.12 0.16 0.37 862.77 863.59
Carrying amount of trade
receivable (net of impairment) 2,789.52 821.65 144.15 107.23 - 3,862.55

Movement in the allowance for doubtful debts 10. Loans


` in Lakhs 10A. Non Current
Year Ended Year Ended ` in Lakhs
31st Mar., 31st Mar., As at As at
Particulars 2019 2018 31st Mar., 31st Mar.,
Particulars 2019 2018
Opening balance 863.59 849.94
Impairment losses recognised a) Security deposits
on receivables 104.41 74.25 - Unsecured, considered
Amounts written off during the good 134.38 125.29
year as uncollectible (38.38) (0.95) - Unsecured, considered
Amounts recovered during the doubtful 9.80 9.80
year (78.05) (59.65) Less : Allowance for bad
Balance at end of the year 851.57 863.59 and doubtful loans 9.80 9.80
Total (a) 134.38 125.29
In determining the recoverability of a trade receivable, the Company b) Loans to others
considers any change in the credit quality of the trade receivable from Secured, considered
the date credit was initially granted up to the end of the reporting doubtful (Refer Notes 43
period. The concentration of credit risk is limited due to the fact that and 44) 4,756.77 4,391.78
the customer base is large and unrelated.
Less : Allowance for bad
and doubtful loans 4,756.77 4,391.78
Trade receivables of `851.57 Lakhs (Previous year `863.59 Lakhs)
were impaired. The individually impaired receivables were mainly Total (b) - -
due to unexpected difficult economic situations. It was assessed that a Total (a+b) 134.38 125.29
portion of these receivables is expected to be recovered.

96
ANNUAL REPORT 2018 - 19

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

10B. Current 11B. Current


` in Lakhs ` in Lakhs
As at As at As at As at
31st Mar., 31st Mar., 31st Mar., 31st Mar.,
Particulars 2019 2018 Particulars 2019 2018

a) Loans and advances to a) Accruals:


employees i) Interest accrued on
- Unsecured, considered deposits with bank 0.72 0.60
good 19.72 34.71 ii) Interest accrued on
- Doubtful 3.13 2.88 investments 0.68 0.68
Less : Allowance for iii) Interest accrued on
doubtful loans and loans (Refer Note 40) 8.44 -
advances 3.13 2.88
Total (a) 9.84 1.28
Total (a) 19.72 34.71
b) Security deposits
b) Contractually
- Unsecured, considered
reimbursable expenses
good 3.35 5.01
from related parties 321.84 227.43
Total (b) 3.35 5.01
Total (b) 321.84 227.43
c) Loans to others
- Unsecured, considered
doubtful (Refer Notes 8 c) Other current receivables
and 46) 375.00 375.00 Unsecured,
Less : Allowance for bad considered good 0.73 0.64
and doubtful loans 375.00 375.00 Total (c) 0.73 0.64
Total (c) - -
Total (a+b+c) 23.07 39.72 d) Unbilled Revenue - 4,544.71
- 4,544.71
Note: The above loans are carried at amortised cost. Total (a+b+c+d) 332.41 4,774.06
Movement in the allowance for bad and doubtful loans and 12. Inventories
advances ` in Lakhs
Year Ended Year Ended As at As at
31st Mar., 31st Mar., 31st Mar., 31st Mar.,
Particulars 2019 2018 Particulars 2019 2018

Balance at beginning of the Inventories (lower of cost


year 4,779.46 4,779.36 and net realisable value)
Impairment losses recognised
Raw materials including
on receivables 365.24 0.10
packing materials [In transit `
Balance at end of the year 5,144.70 4,779.46 13.41 Lakhs; (Previous year `
33.24 Lakhs)] 1,745.42 1,816.65
11. Other financial assets
11A. Non current Work-in-progress 774.49 456.20
` in Lakhs Finished goods [In transit `
205.11 Lakhs; (Previous year
As at As at
` 11.04 Lakhs)] 1,248.09 708.36
31st Mar., 31st Mar.,
Particulars 2019 2018 Stores and spares 236.64 222.64
Balance held as margin money Real estate work-in-progress
with banks with remaining (Refer Note 52) 24,304.31 5,586.14
maturity period of more than Total 28,308.95 8,789.99
12 months
- Unsecured, considered Note:
good 2.57 1.06 The cost of inventories recognised as an expense includes ` (-)101.57
Lakhs (Previous year ` 56.95 Lakhs) in respect of write-downs /
Total 2.57 1.06
(reversal of write down) to net realisable value respectively.

97
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

13. 13A. Cash and cash equivalents 14. Other assets


` in Lakhs 14A. Non Current
As at As at ` in Lakhs
31st Mar., 31st Mar., As at As at
Particulars 2019 2018 31st Mar., 31st Mar.,
Particulars 2019 2018
Balances with Banks
a) In Current Accounts 509.05 2,004.43 a) Capital Advances 586.69 237.47
b) In EEFC Account 15.79 60.54 b) Prepaid expenses 96.79 85.55
[USD 16,268.49; c) Prepaid lease hold assets 23.44 23.60
(Previous year USD d) Balances with
93,213.74) and EUR government authorities
5,765.76; (Previous year - Unsecured,
EUR Nil)] considered good 7.66 49.18
524.84 2,064.97 - Doubtful 98.49 46.69
Cheques on hand 296.02 97.49 Less : Allowance for
Cash on hand 3.32 5.75 doubtful balances 98.49 46.69
Total 824.18 2,168.21 7.66 49.18
e) Advance wealth tax 408.29 408.29
13B. Other Bank balances
Total 1,122.87 804.09
` in Lakhs
As at As at 14B. Current
31st Mar., 31st Mar., ` in Lakhs
Particulars 2019 2018
As at As at
31st Mar., 31st Mar.,
a) Earmarked balance with Particulars 2019 2018
the banks:
- Unpaid dividends 17.28 0.00 * a) Advances for supply of
b) In deposit accounts with goods and services
original maturity of more - Unsecured, considered
than 3 months but less good 239.61 162.97
than 12 months, deposited
- Doubtful 8.55 8.55
under lien. - 53.27
Less : Allowance for
c) Balances held as margin
doubtful advances 8.55 8.55
money / under lien with
remaining maturity of less 239.61 162.97
than 12 months 147.43 64.88 b) Prepaid expenses 213.65 99.39
Total 164.71 118.15 c) Prepaid lease hold assets 0.17 0.46
d) Balances with government
* Amount is below the rounding off norm adopted by the Company. authorities 122.34 167.96
e) Export incentives
receivables 117.24 101.40
Total 693.01 532.18

98
ANNUAL REPORT 2018 - 19

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

15. Equity share capital


` in Lakhs
As at As at
Particulars 31st Mar., 2019 31st Mar., 2018

Authorised Share capital :


1,50,00,000 fully paid equity shares of ` 10 each 1,500.00 1,500.00

Issued, subscribed and paid-up share capital:


1,28,98,616 fully paid equity shares of ` 10 each
(Previous year 1,28,98,616) 1,289.86 1,289.86
1,289.86 1,289.86

Notes:
1 Fully paid equity shares
Number of Share Capital
Particulars shares ` in Lakhs

Balance as at the year end 1,28,98,616 1,289.86

Rights, preferences and restrictions attached to equity shares


The Company has only one class of shares referred to as equity shares having a par value of ` 10 per share. Each holder of equity shares is
entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend, if any, proposed by the Board of
Directors is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation of the Company,
the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The
distribution will be in proportion to the number of equity shares held by the shareholders.

2 Details of shares held by the holding company, its subsidiaries and associates
Fully paid ordinary shares
As at As at
Particulars 31st Mar., 2019 31st Mar., 2018

Shapoorji Pallonji and Company Private Limited, the holding company 93,59,293 93,59,293
Forbes Campbell Finance Limited, subsidiary of the company 1,66,398 1,66,398
Total 95,25,691 95,25,691

3 Details of shares held by each shareholder holding more than 5% shares


As at As at
31st Mar., 2019 31st Mar., 2018
Number of % holding in the Number of % holding in the
Particulars shares held class of shares shares held class of shares

Fully paid equity shares


Shapoorji Pallonji and Company Private Limited 93,59,293 72.56 93,59,293 72.56
India Discovery Fund Limited 11,48,255 8.90 11,48,255 8.90
Total 1,05,07,548 81.46 1,05,07,548 81.46

4 The Company has not alloted any equity shares for consideration other than cash, bonus shares, nor have any shares been bought back
during the period of five years immediately preceding the Balance Sheet date.

99
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

16. Other equity


` in Lakhs
As at As at
31st Mar., 31st Mar.,
Particulars 2019 2018

a) General reserve
Balance as at the year end 16,188.60 16,188.60
b) Debenture redemption reserve (Refer Note 1 below)
Balance as at the year end 2,500.00 2,500.00
c) Retained earnings
Balance at beginning of the year (as origninally presented) 7,877.29 4,172.66
Change in accounting policy (Refer Note 52) (5,083.12) -
Restated Balance 2,794.17 4,172.66
Profit for the year 1,027.19 4,090.01
Other comprehensive income 0.64 2.74
Payment of dividends on equity shares (322.47) (322.47)
Dividend distribution tax (66.28) (65.65)
Balance at end of the year 3,433.25 7,877.29
Total 22,121.85 26,565.89

Note 1: The Company has issued Redeemable Non-convertible Debentures. The Companies (Share Capital and Debenture) Rules, 2014 (as
amended), requires the Company to create Debenture Redemption Reserve out of profits of the Company available for payment of dividend for
an amount equal to 25% of the value of debentures issued, for the purpose of redemption of debenture, which has been accordingly reflected
above.
` in Lakhs
31st Mar., 2019 31st Mar., 2018
(i) Equity shares
Dividend for the year 31st March, 2018 of ` 2.50 (Previous year: ` 2.50) per fully paid
share had been proposed by the directors in their meeting held on 28th May, 2018 (Previous
year: 24th May, 2017) which has been approved by share holders at the Annual General
Meeting held on 25th September, 2018 (Previous year: 24th August, 2017). 322.47 322.47
Dividend distribution tax paid 66.28 65.65
Proposed dividend
(ii) Dividend not recognised at the end of reporting year
In addition to the above dividends, since year end, the board of directors have recommended
the payment of a dividend of ` 2.50 for the year ended 31st March, 2019 and an additional
Special Centenary Year Dividend of ` 2.50 per equity share (Previous year dividend of `
2.50 per equity share). This proposed dividend is subject to the approval of shareholders in
the ensuing annual general meeting. 644.93 322.47
Dividend Distribution Tax on proposed dividend 132.57 66.28

100
ANNUAL REPORT 2018 - 19

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

17. Non-current Borrowings


` in Lakhs
Non-current portion Current maturities
As at As at As at As at
31st Mar., 31st Mar., 31st Mar., 31st Mar.,
Particulars 2019 2018 2019 2018

Secured – at amortised cost


(a) Debentures (Refer Note 1 below)
Redeemable Non-Convertible Debentures - Secured by
mortgage of premises being the land and factory situated at
Waluj, Aurangabad together with plant and machinery and
other support facilities. - 8,208.22 3,994.97 1,770.85
(b) Term loans
From banks
i) Federal Bank - Secured by first charge by way of
hypothecation of certain investment properties of the
Company (Refer Note 49).
[Repayable in 8 quaterly installments, after a moratorium
period of 12 months. First installment is due in November
2019 and last installment is due in August 2021. Rate of
interest is 9.25% p.a. MCLR + 0.5% spread] 4,994.11 - 1,000.00 -
ii) Zoroastrian Bank - Secured by an exclusive charge by
way of hypothecation of certain investment properties of
the Company (Refer Note 49).
[Repayable in 30 monthly installments after a moratorium
period of 6 months. First installment is due in July 2019
and last installment is due in January, 2022. Rate of interest
is 9.50% p.a.] 1,232.10 - 467.90 -
6,226.21 8,208.22 5,462.87 1,770.85
Less: Amount disclosed under “Other current financial
liabilities” - - (5,462.87) (1,770.85)
Total 6,226.21 8,208.22 - -

Note:
1. Details of Redeemable Non-Convertible Debentures issued by the Company:
As at As at
Sr. Face Value per Debenture 31.03.2019 31.03.2018
No. and Date of Allotment ` in Lakhs ` in Lakhs Coupon Terms of Repayment
1 600 Debentures of face 9.80% payable half The debentures were to be redeemed at par as follows:
value of ` 10,00,000 each yearly 30% at the end of 36 months i.e. on 10th September, 2018,
- 10th September, 2015 - 6,000.00 30% at the end of 48 months i.e. on 10th September, 2019
and 40% at the end of 60 months i.e. on 10th September,
2020. The company also had a put/ call option available
to redeem the entire amount at the end of 36 months
from the date of allotment i.e on 10th September, 2018.
The company exercised the above option and redeemed
the entire principal amount of debentures on 10th
September, 2018.
2 400 Debentures of face 9.10% payable half Repayment due on 22nd July, 2019.
value of ` 10,00,000 each yearly (till 26th
- 20th July, 2016 4,000.00 4,000.00 October, 2018)
9.35% payable half
yearly (w.e.f 27th
October, 2018)
4,000.00 10,000.00

101
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

18. Other financial liabilities 19B. Current


18A. Non Current ` in Lakhs
` in Lakhs As at As at
As at As at 31st Mar., 31st Mar.,
31st Mar., 31st Mar., Particulars 2019 2018
Particulars 2019 2018
Employee benefits
Security deposits 218.75 468.65 Compensated absences 351.33 316.90
Financial guarantee contracts 11.41 46.67 Gratuity (Refer Note 35) 105.72 92.96
Total 230.16 515.32 Other post retirement benefits
(Refer Note 35) 43.48 58.44
18B. Current Total 500.53 468.30
As at As at
31st Mar., 31st Mar., Note : 1
Particulars 2019 2018
Other Provisions
a) Current maturities of long ` in Lakhs
term borrowings 5,462.87 1,770.85 As at As at
b) Interest accrued but not 31st Mar., 31st Mar.,
due on borrowings 84.42 98.42 Particulars 2019 2018
c) Unpaid dividends ** 17.28 0.00*
d) Others :- Balance at the beginning of
- Payables on purchase the year 1,007.62 995.97
of fixed assets 166.04 75.85 Add: Provisions made during
- Security deposits 747.34 449.63 the year 22.00 142.95
- Financial guarantee Less: Utilisation / reversal
contracts 57.52 51.08 during the year 751.64 131.30
- Other Payables 94.50 99.07 Balance at the end of the year 277.98 1,007.62
Total 6,629.97 2,544.90
This provision represent the Company’s best estimate of the future
outflow of economic benefits that will be required for certain indirect
** There are no amounts due and outstanding to be credited to
tax and legal matters. The outflow would depend on settlement /
Investor Education and Protection Fund.
conclusion of respective matters / cessation of expected events with
* Amount is below the rounding off norm adopted by the Company.
respective authorities.
19. Provisions
20. Deferred tax balances
19A. Non current
` in Lakhs
The following is the analysis of deferred tax assets/(liabilities)
As at As at presented in the Balance Sheet:
31st Mar., 31st Mar., ` in Lakhs
Particulars 2019 2018
As at As at
31st Mar., 31st Mar.,
a) Employee benefits Particulars 2019 2018
Gratuity (Refer Note 35) 22.62 59.26
Other post retirement Deferred tax assets 5,756.39 2,888.44
benefits (Refer Note 35) 260.04 275.67 Deferred tax liabilities (763.97) (762.22)
b) Other Provisions (Refer Net 4,992.42 2,126.22
Note 1 below) 277.98 1,007.62
Total (a+b) 560.64 1,342.55

102
ANNUAL REPORT 2018 - 19

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

Current Year (2018-19)


` in Lakhs
Recognised Recognised
Recognised in Statement in Other
Opening in Retained of Profit and Comprehensive Closing
Particulars balance Earnings Loss Income balance

Deferred tax (liabilities)/assets in relation


to:
a) Property, plant and equipment (762.22) - (1.75) - (763.97)
b) Allowances for doubtful debts and
advances 275.31 - 15.53 - 290.84
c) Defined benefit obligation 52.71 - (7.49) (0.34) 44.88
d) Provisions and liabilities to be allowed on
payment basis 422.04 - (78.27) - 343.77
e) Voluntary Retirement Scheme 76.39 - (24.98) - 51.41
Total (a) 64.23 - (96.96) (0.34) (33.07)
f) Tax losses 368.84 - (368.84) - -
g) Others (MAT Credit) 1,693.15 - (670.97) - 1,022.18
h) Profits from Real Estate Business (Refer
Note 52 below) - 2,690.18 1,313.13 - 4,003.31
Total (b) 2,061.99 2,690.18 273.32 - 5,025.49
Total (a+b) 2,126.22 2,690.18 176.38 (0.34) 4,992.42

Previous Year (2017-18)


` in Lakhs
Recognised Recognised
in Statement in Other
Opening of Profit and Comprehensive Closing
Particulars balance Loss Income balance

Deferred tax (liabilities)/assets in relation to:


a) Property, plant and equipment (640.24) (121.98) - (762.22)
b) Allowances for doubtful debts and advances 275.00 0.31 - 275.31
c) Defined benefit obligation 46.22 7.94 (1.45) 52.71
d) Provisions and liabilities to be allowed on payment basis 306.03 116.01 - 422.04
e) Voluntary Retirement Scheme 114.76 (38.37) - 76.39
Total (a) 101.77 (36.09) (1.45) 64.23
f) Tax losses 410.69 (41.85) - 368.84
g) Others (MAT Credit) 1,082.17 610.98 - 1,693.15
Total (b) 1,492.86 569.13 - 2,061.99
Total (a+b) 1,594.63 533.04 (1.45) 2,126.22

Note:
There are no unrecognised deductible temporary differences, unused tax losses and unused tax credits.

103
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

21. Other liabilities


Current
` in Lakhs
As at As at
31st Mar., 31st Mar.,
Particulars 2019 2018

a) Advances from customers [includes ` 25,461.61 Lakhs; (Previous year ` 185.45 Lakhs)
towards installments received from customers towards real estate development projects in
progress] (Refer Note 52) 26,153.85 683.90
b) Statutory remittances 264.90 158.65
c) Others
- Payable to Employees 678.24 922.67
Total 27,096.99 1,765.22

22. Borrowings
` in Lakhs
As at As at
31st Mar., 31st Mar.,
Particulars 2019 2018

Unsecured - at amortised cost


Loans from other parties
Commercial papers including interest accrued aggregating ` Nil; (Previous year ` 24.86 Lakhs)
[maximum amount outstanding during the year ` 8,000 Lakhs; (Previous year ` 8,000 Lakhs)] - 6,890.84
Total - 6,890.84
[Loans are having tenure upto 91 days, interest rate is in the range of 7.80% p.a. to 9.86%
p.a. (Previous year: 7.80% p.a. to 8.10% p.a.) and settlement through bullet repayment on
respective due dates]
Secured - at amortised cost
Loans repayable on demand
From banks
i) Cash credit from consortium of banks - Secured against pari passu charge by way of
hypothecation of all stocks including raw materials, stock-in-process, finished goods,
stores and spares, goods in transit, trade receivables and other current assets, except
receivables of project Vicinia (Refer Note 49). 971.05 -
ii) Overdraft facility from Axis Bank - Secured by first charge on project Vicinia
receivables to the extent pertaining to Forbes & Company Limited (Refer Note 49). 4,342.06 -
Total 5,313.11 6,890.84

23. Trade payables


Current
` in Lakhs
As at As at
31st Mar., 31st Mar.,
Particulars 2019 2018

Micro and small enterprises 438.75 365.12


Others (includes due to related parties as per Note 40) 4,149.19 3,421.65
Total 4,587.94 3,786.77

104
ANNUAL REPORT 2018 - 19

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

The information as required under Micro, Small and Medium Enterprises Development Act, 2006, has been determined to the extent such
parties have been identified on the basis of information available with the Company and relied upon by Auditors, is as follows:-
` in Lakhs
Particulars 31st Mar., 2019 31st Mar., 2018

Principal amount due to suppliers registered under the MSMED Act and remaining unpaid as at
year end 379.83 241.65
Interest due to suppliers registered under the MSMED Act and remaining unpaid as at year end 1.30 4.54
Principal amounts paid to suppliers registered under the MSMED Act, beyond the appointed day
during the year 497.83 168.44
Interest paid, other than under Section 16 of MSMED Act, to suppliers registered under the
MSMED Act, beyond the appointed day during the year - -
Interest paid, under Section 16 of MSMED Act, to suppliers registered under the MSMED Act,
beyond the appointed day during the year 91.91 -
Interest due and payable towards suppliers registered under MSMED Act, for payments already
made 26.06 1.88
Further interest remaining due and payable for earlier years 31.56 117.05

24. Income tax assets and liabilities 25. Revenue from operations
` in Lakhs
As at As at The following is an analysis of the Company’s revenue for the year
31st Mar., 31st Mar., from continuing operations.
Particulars 2019 2018 ` in Lakhs
Year ended Year ended
Current tax assets 31st Mar., 31st Mar.,
Particulars 2019 2018
Tax refund receivable (net) 1,303.53 2,113.33
1,303.53 2,113.33
a) Income from real estate
Current tax liabilities
contracts - 9,516.53
Income tax payable (net) 61.85 516.97
b) Sales
61.85 516.97
Sale of products
(including excise duty)
Net Asset 1,241.68 1,596.36 i) Finished Goods 20,541.20 17,821.88
ii) Traded Good 19.06 36.46
Movement during the year 20,560.26 17,858.34
Balance at the beginning of Sale of services
the year 1,596.36 1,339.60
i) Commission income - 309.28
Add: Taxes paid (including
ii) Service income 139.42 343.12
tax deducted at source / self
assessment tax) 481.39 1,306.76 139.42 652.40
Less: Refund received (net c) Other operating
of taxes paid / adjusted) (648.07) - revenues
Less: Current tax payable i) Rent and amenities 1,815.15 1,630.53
for the year (188.00) (1,050.00) ii) Export incentives 158.57 48.77
Balance at the year end 1,241.68 1,596.36 iii) Others (mainly
includes scrap sales) 54.18 37.34
2,027.90 1,716.64
Total 22,727.58 29,743.91

105
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

26. Other Income 27. Real estate development costs


` in Lakhs ` in Lakhs
Year ended Year ended Year ended Year ended
31st Mar., 31st Mar., 31st Mar., 31st Mar.,
Particulars 2019 2018 Particulars 2019 2018

a) Interest Income
Interest income earned i) Material and Contractual
on financial assets that Payments 4,881.12 3,819.74
are not designated as at ii) Fees for technical
fair value through profit services / design and
or loss: drawings 100.81 217.89
i) Bank deposits 32.62 5.29 iii) Project Management
ii) Inter-corporate deposit 9.38 - Consultancy Fees 451.23 117.68
iii) Customers and others 8.41 67.64
iv) Fees-filing with
Total (a) 50.41 72.93 Statutory Authourities 1,431.71 1,629.01
b) Dividend Income
i) from long-term v) Interest on borrowings 507.47 445.38
investments 0.04 0.07 vi) Operation and
ii) from current investments - - maintenance expenses 182.57 174.64
Total (b) 0.04 0.07 Total 7,554.91 6,404.34
c) Other Non-Operating
Income 28. A. Cost of materials consumed (raw and packing materials)
i) Credit balances / excess ` in Lakhs
provision written back 749.13 42.56
Year ended Year ended
ii) Interest on Income Tax
31st Mar., 31st Mar.,
refund 366.31 29.85
Particulars 2019 2018
iii) Miscellaneous income
(mainly includes
recoveries from group Opening stock of raw materials
companies) 167.38 309.74 including packing materials 1,816.65 1,148.80
Total (c) 1,282.82 382.15 Purchases 8,638.11 7,460.31
d) Other gains and losses
i) Gain on disposal of 10,454.76 8,609.11
property, plant and Less: Closing stock of raw
equipment 124.37 - materials including packing
ii) Gain on disposal of materials 1,745.42 1,816.65
current investments 137.08 12.29 8,709.34 6,792.46
iii) Gain on fair value
/ interest of long- Consumption is arrived at on the basis of opening stock plus
term investments in purchases less closing stock and includes the adjustments of excess
subsidiaries 140.05 136.32 and shortage as ascertained on physical count.
iv) Net foreign exchange
gains - 49.00
v) Guarantee Commission
(including notional
income recognised) 76.46 101.22
Total (d) 477.96 298.83
Total (a + b + c + d) 1,811.23 753.98

106
ANNUAL REPORT 2018 - 19

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

B. Changes in inventories of finished goods, work-in-progress 30. Finance costs


and stock-in-trade. ` in Lakhs
a) Inventories at the end Year ended Year ended
of the year: 31st Mar., 31st Mar.,
i) Finished goods 1,248.09 708.36 Particulars 2019 2018
ii) Work-in-progress 774.49 456.20
(a) Interest costs :-
iii) Stock-in-trade - - i) Interest on bank
iv) Real estate development overdrafts and loans 1,117.48 1,092.18
work-in-progress 24,304.31 5,586.14 ii) Delayed payment of
26,326.89 6,750.70 taxes 1.17 0.35
b) Inventories at the iii) Other interest
beginning of the year: expense 27.35 21.62
i) Finished goods 708.36 782.63 1,146.00 1,114.15
(b) Other borrowing costs 54.76 58.64
ii) Work-in-progress 456.20 384.35
Total 1,200.76 1,172.79
iii) Stock-in-trade - 0.28
iv) Real estate development 31. Depreciation and amortisation expense
work-in-progress 5,586.14 4,804.58 ` in Lakhs
6,750.70 5,971.84 Year ended Year ended
c) Increase in real estate 31st Mar., 31st Mar.,
work-in-progress Particulars 2019 2018
inventories due to
adoption of Ind AS 115 i) Depreciation on property,
(Refer Note 52) 11,163.27 - plant and equipment
Net increase (b)+(c)-(a) (8,412.92) (778.86) (Refer Note 5) 832.43 709.61
ii) Depreciation of
29. Employee benefits expense investment properties
` in Lakhs (Refer Note 6) 63.22 62.17
Year ended Year ended iii) Amortisation of
31st Mar., 31st Mar., intangible assets (Refer
Particulars 2019 2018 Note 7) 52.51 25.28
Less: Transfered to Real
Estate work-in-progress (1.19) (1.19)
i) Salaries and Wages 3,827.85 3,583.35
Total 946.97 795.87
ii) Contribution to provident
and other funds 293.28 307.75
iii) Staff Welfare Expenses 360.31 368.91
Total 4,481.44 4,260.01

107
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

32. A. Other expenses


` in Lakhs
Year ended Year ended
31st Mar., 31st Mar.,
Particulars 2019 2018

Consumption of stores and spare parts 883.34 854.22


Increase / (decrease) of excise duty on inventory - (144.39)
Processing charges 1,386.39 1,229.62
Power and fuel 628.71 545.13
Service charges 309.89 338.61
Rent and hire charges 199.82 278.92
Repairs to :
i) Buildings 181.33 232.98
ii) Plant and machinery 268.48 269.37
iii) Others 164.78 166.15
614.59 668.50
Insurance 31.63 30.42
Rates and taxes 151.67 146.57
Selling expenses, commission and brokerage 455.47 421.30
Freight and outward charges 479.76 383.30
Advertisement and sales promotion 742.49 223.73
Printing and Stationery 85.03 72.07
Communication 117.14 113.05
Legal and professional charges 593.10 405.06
Travelling and conveyance 453.19 357.57
Trade receivables written off 38.38 3.16
Less: Provision held 38.38 0.95
- 2.21
Advances written off - 18.16
Less: Provision held - 12.84
- 5.32
Provision for doubtful trade receivables 26.36 14.60
Provision for doubtful loans and advances 52.05 0.08
Loss on sale of property, plant and equipment (net) - 28.25
Corporate social responsibility expenditure (Refer Note 2 below) 47.25 1.20
Net loss on Foreign currency transactions and translations 28.06 -
Security Expenses 215.04 230.26
Miscellaneous expenses 471.92 552.70

Auditors remuneration
To Statutory Auditors
i) For audit 26.00 26.24
ii) For other services 26.60 26.01
iii) For reimbursement of expenses 4.69 2.64
57.29 54.89
To cost auditors 4.03 3.88
61.32 58.77
Total 8,034.22 6,817.08

108
ANNUAL REPORT 2018 - 19

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

` in Lakhs
Year ended Year ended
31st Mar., 31st Mar.,
Particulars 2019 2018

Note 1: Included in other expenses are the below:


Direct operating expenses arising from investment property that generated
rental income during the year 157.35 163.53
Direct operating expenses arising from investment property that did not
generate rental income during the year 14.79 8.35
Total 172.14 171.88

Note 2: Details of Corporate social responsibility expenditure:


As per Section 135 of the Act, a Company meeting the applicability
threshold, needs to spend atleast 2% of its average net profit for the
immediately preeceding three financial years on CSR activities. The
major areas for CSR activities are promoting education facilities. A CSR
committee has been formed by the Company as per the Act.
Amount required to be spent as per section 135 of the Act. 52.00 21.00
Amount spent during the year:
(i) Constructions/ Acquisition of an asset 47.25 1.20
(ii) For the purposes other than (i) above - -
Total 47.25 1.20
Agreement entered for construction/acquisition of assets 4.75 19.80

B. Exceptional items
Expected outflow for disputed matters (Refer Note 44) (1,055.82) -
Gain on transfer of interest (Refer Note 50) 84.90 -
(970.92) -

33. Income taxes


33.1 Income tax recognised in profit or loss
` in Lakhs
Year ended Year ended
31st Mar., 31st Mar.,
Particulars 2019 2018

For Continuing operations


Current tax
In respect of the current year 188.00 1,050.00
Deferred tax
In respect of the current year (176.38) (533.04)
11.62 516.96
The income tax expense for the year can be reconciled to the accounting profit as follows:
Profit before tax from total operations 1,038.81 4,606.97
Income tax expense calculated at 34.94% (2017-18: 34.608%) 362.96 1,594.38
Effect of expense that is non deductible in determining taxable profit 27.29 17.68
Effect of tax incentives and concession (83.44) (72.69)
Effects of Ind AS adjustments due to notional gains/ loss recognised during the year (62.18) (73.39)
Effect of disallowances / (deduction) on which deferred tax assets was not recognised in past (135.10) (29.12)
Effect on deferred tax assets due to change in tax rates (29.93) -
Effect of past losses for which deferred tax asset is recognised in current year - (952.79)
Others (67.98) 32.89
Income tax expense recognised in the Statement of Profit and Loss 11.62 516.96

109
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

33.2 Income tax recognised in other comprehensive income The Company’s Gratuity Plan is administered by an insurer
` in Lakhs and the Investments are made in various schemes of the
Year ended Year ended trust. The Company funds the plan on a periodical basis.
31st Mar., 31st Mar.,
Particulars 2019 2018 The eligible employees of the Company are entitled to receive
Others post-employment benefits in respect of provident fund, in
which both the employees and the Company make monthly
Deferred tax contributions at a specified percentage of the employees’
Re-measurement of defined eligible salary. The contributions are made to the Government
benefit obligation 0.34 1.45 Family Pension Fund / provident fund managed by the trust set
Total income tax expense up by the Company which are charged to the Statement of Profit
recognised in other and Loss as incurred.
comprehensive income 0.34 1.45
A large portion of assets consists of government and corporate
34. Earnings per share bonds, although the Company also invests in equities, cash and
Year ended Year ended mutual funds. The plan asset mix is in compliance with the
31st Mar., 31st Mar., requirements of the regulations in case of Provident fund.
Particulars 2019 2018
Profit for the year (A) (` in Lakhs) 1,027.19 4,090.01 The Company actively monitors how the duration and the
expected yield of the investments are matching the expected
Weighted average number of equity
cash outflows arising from the employee benefit obligations,
shares for the purposes of basic/
with the objective that assets of the gratuity / provident fund
diluted earnings per share (Quantity
obligations match the benefit payments as they fall due.
in Lakhs) (B) 128.99 128.99
Basic/ Diluted Earnings per Under the post-retirement medical and non-compete fees,
equity share C=(A/B) (`) 7.96 31.71 eligible whole-time directors and on their demise, their spouses
are entitled to medical benefits subject to certain limits and fixed
35. Employee Benefits : monthly payment as non-compete fee. The Company accounts
for these benefits payable in future based on an independent
Brief description of the Plans: external actuarial valuation carried out at the end of the year
using the Projected Unit Credit method.
The Company has various schemes for long term employees
benefits such as Provident Fund, Gratuity,Superannuation, These plans typically expose the Company to actuarial risks
Employees State Insurance Fund (ESIC) and Employees’ Pension such as: investment risk, interest rate risk, longevity risk and
Scheme, Leave Encashment and Post Retirement Medical salary risk.
and Non Compete fees. The Company’s defined contribution
plans are Superannuation, Employees State Insurance Fund Investment risk
and Employees’ Pension Scheme (under the provisions of the
Employees’ Provident Funds and Miscellaneous Provisions The present value of the defined benefit plan liability is
Act, 1952). The Company has no further obligation beyond calculated using a discount rate which is determined by
making the contributions to such plans. The Company’s defined reference to market yields at the end of the reporting period on
benefit plans include Provident Fund, Gratuity, Post Retirement government bonds. Plan investment is a mix of investments in
Medical and Non Compete fees and Leave Encashment. government securities, and other debt instruments.
The Company provides for gratuity for employees in India as Interest risk
per the Payment of Gratuity Act, 1972. Employees who are in
continuous service for a period 5 years are eligible for gratuity. A decrease in the bond interest rate will increase the plan
The amount of gratuity payable on retirement/termination is liability; however, this will be partially offset by an increase in
the employees last drawn basic salary per month computed the return on the plan’s investments.
proportionately for 15 days salary multiplied for the number of
years of service. Longevity risk
The gratuity plan is a funded plan and the Company had The present value of the defined benefit plan liability is
obtained insurance policies with Life Insurance Corporation calculated by reference to the best estimate of the mortality
of India (LIC) and makes a contribution to LIC for amounts of plan participants both during and after their employment.
notified by LIC. The Company accounts for gratuity benefits An increase in the life expectancy of the plan participants will
payable in future based on an independent external actuarial increase the plan’s liability.
valuation carried out at the end of the year using the Projected
Unit Credit method.

110
ANNUAL REPORT 2018 - 19

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

Salary risk

The present value of the defined benefit plan liability is calculated by reference to the future salaries of plan participants. As such, an increase
in the salary of the plan participants will increase the plan’s liability.

I. Charge to the Statement of Profit and Loss based on contributions:


` in Lakhs
Year Ended Year Ended
31st Mar., 31st Mar.,
Particulars 2019 2018
Employer’s contribution to Regional Provident Fund Office 52.91 49.97
Employer’s contribution to Superannuation Fund 74.51 83.88
Employer’s contribution to Employees’ State Insurance Corportion and other funds 20.10 21.52

Included in Contribution to Provident and Other Funds (Refer Note 29)

II. Disclosures for defined benefit plans based on actuarial valuation reports :-
A. Change in Defined Benefit Obligation
` in Lakhs
Others (Post Retirement medical
and non compete fees)
Gratuity (Funded) (Non funded)
Year Ended Year Ended Year Ended Year Ended
Particulars 31st Mar., 2019 31st Mar., 2018 31st Mar., 2019 31st Mar., 2018
Present Value of Defined Benefit Obligation as at beginning
of the year 829.40 802.46 334.11 362.05
Interest Cost 64.35 58.42 25.61 26.14
Current Service Cost 43.96 40.98 - -
Past Service Cost - 17.23 - -
Benefits Paid (115.39) (97.12) (41.09) (49.98)
Remeasurement of defined benefit obligation 3.51 7.43 (15.11) (4.10)
Present Value of Defined Benefit Obligation as at the end
of the year 825.83 829.40 303.52 334.11

B. Changes in the Fair Value of Assets


` in Lakhs
Others (Post Retirement medical
and non compete fees)
Gratuity (Funded) (Non funded)
Year Ended Year Ended Year Ended Year Ended
Particulars 31st Mar., 2019 31st Mar., 2018 31st Mar., 2019 31st Mar., 2018
Fair Value of Plan Assets as at beginning of the year 677.18 668.92 - -
Interest Income 52.82 48.77 - -
Contributions from employer 93.50 49.09 - -
Benefits Paid (115.39) (97.12) - -
Return on Plan Assets, excluding Interest Income (10.62) 7.52 - -
Fair Value of Plan Assets as at the end of the year 697.49 677.18 - -

111
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

C. Amount recognised in the Balance Sheet


` in Lakhs
Others (Post Retirement medical
and non compete fees)
Gratuity (Funded) (Non funded)
Year Ended Year Ended Year Ended Year Ended
Particulars 31st Mar., 2019 31st Mar., 2018 31st Mar., 2019 31st Mar., 2018
Present Value of Defined Benefit Obligation as at the end of
the year 825.83 829.40 303.52 334.11
Fair Value of Plan Assets as at end of the year 697.49 677.18 - -
Net Liability recognised in the Balance Sheet
(Refer Note 19A and 19B) 128.34 152.22 303.52 334.11
Recognised under:
Non - current provision (Refer Note 19A) 22.62 59.26 260.04 275.67
Current provision (Refer Note 19B) 105.72 92.96 43.48 58.44

D. Expenses recognised in Statement of Profit and Loss


` in Lakhs
Others (Post Retirement medical
and non compete fees)
Gratuity (Funded)* (Non funded)#
Year Ended Year Ended Year Ended Year Ended
Particulars 31st Mar., 2019 31st Mar., 2018 31st Mar., 2019 31st Mar., 2018
Current Service Cost 43.96 40.98 - -
Past Service Cost - 17.23 - -
Net interest 11.53 9.65 25.61 26.14
Total Expenses recognised in the Statement of Profit and
Loss 55.49 67.86 25.61 26.14

* Included in Contribution to Provident and Other Funds (Refer Note 29)


# included in Salaries and Wages (Refer Note 29)

E. Expenses Recognized in the Other Comprehensive Income (OCI) for the Year
` in Lakhs
Others (Post Retirement medical
and non compete fees)
Gratuity (Funded) (Non funded)
Year Ended Year Ended Year Ended Year Ended
Particulars 31st Mar., 2019 31st Mar., 2018 31st Mar., 2019 31st Mar., 2018
Actuarial (Gains)/Losses on Obligation For the Year - Due to
changes in financial assumptions 5.72 (18.21) 2.27 (8.04)
Actuarial (Gains)/Losses on Obligation For the Year - Due to
experience adjustment (2.21) 3.48 (17.38) 3.94
Return on Plan Assets, excluding Interest Income 10.62 (7.52) - -
Actuarial (Gains)/Losses on Obligation For the Year - Due to
changes in demographic assumptions - 22.16 - -
Net (Income)/Expense For the year Recognized in OCI 14.13 (0.09) (15.11) (4.10)

112
ANNUAL REPORT 2018 - 19

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

F. Principal actuarial assumptions used:


Others (Post Retirement medical
and non compete fees)
Gratuity (Funded) (Non funded)
As at As at As at As at
Particulars 31st Mar., 2019 31st Mar., 2018 31st Mar., 2019 31st Mar., 2018
Discount Rate (per annum) 7.64% 7.80% 7.48% - 7.79% 7.65% - 7.86%
Salary escalation rate 6.00% 6.00% 0.00% 0.00%
Rate of employee turnover 8.00% 8.00% 0.00% 0.00%

G. Movements in the present value of net defined benefit obligation are as follows:
` in Lakhs
Others (Post Retirement medical
and non compete fees)
Gratuity (Funded) (Non funded)
As at As at As at As at
Particulars 31st Mar., 2019 31st Mar., 2018 31st Mar., 2019 31st Mar., 2018
Opening Net Liability 152.22 133.54 334.11 362.05
Expenses Recognized in Statement of Profit or Loss 55.49 67.86 25.61 26.14
Expenses Recognized in OCI 14.13 (0.09) (15.11) (4.10)
Benefit Paid Directly by the Employer - - (41.09) (49.98)
Employer’s Contribution (93.50) (49.09) - -
Net Liability Recognized in the Balance Sheet 128.34 152.22 303.52 334.11

H. Category of Assets
` in Lakhs
Gratuity
As at As at
Particulars 31st Mar., 2019 31st Mar., 2018
Government of India Assets (Central and State)
Insurance fund 697.49 677.18
Total 697.49 677.18

The Plan Asset for the funded gratuity plan are administered by Life Insurance Corporation of India (‘LIC’) as per the Investment Pattern
stipulated for Pension and Group Schemes Fund by Insurance Regulatory Development Authority Regulations.

I. Other Details
Others (Post Retirement medical
Gratuity and non compete fees)
As at As at As at As at
Particulars 31st Mar., 2019 31st Mar., 2018 31st Mar., 2019 31st Mar., 2018
Number of Active Members 448 438 - -
Per Month Salary for Active Members (` in Lakhs) 97.25 88.25 - -
Weighted Average Duration of the Projected Benefit
Obligation 7 7 - -
Average Expected Future Service (Years) 8 8 - -
Projected Benefit Obligation (PBO) (` in Lakhs) 825.83 829.40 303.52 334.11
Prescribed Contribution For Next Year (12 Months) (` in
Lakhs) 97.25 88.25 - -

113
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

J. Cash Flow Projection: From the Fund


` in Lakhs
Estimated for the Estimated for the Estimated for the Estimated for the
Year Ended Year Ended Year Ended Year Ended
Projected Benefits Payable in Future Years From 31st Mar., 2019 31st Mar., 2018 31st Mar., 2019 31st Mar., 2018
the Date of Reporting Gratuity Other Post Employment Benefits
1st Following Year 166.27 177.04 43.48 58.44
2nd Following Year 97.88 80.13 43.48 58.44
3rd Following Year 86.67 141.41 43.48 58.44
4th Following Year 82.31 78.27 43.48 58.44
5th Following Year 114.00 73.85 43.48 58.44
Sum of Years 6 To 10 347.11 378.07 217.40 292.22
Sum of Years 11 and above 372.39 338.20 - -

K. Sensitivity Analysis
` in Lakhs
As at As at
31st Mar., 2019 31st Mar., 2018
Gratuity
Impact of +1% Change in Rate of Discounting (34.30) (33.12)
Impact of -1% Change in Rate of Discounting 38.04 36.63
Impact of +1% Change in Rate of Salary Increase 38.28 36.18
Impact of -1% Change in Rate of Salary Increase (35.12) (33.45)
Impact of +1% Change in Rate of Employee Turnover 2.97 3.37
Impact of -1% Change in Rate of Employee Turnover (3.33) (3.75)

The above sensitivity analysis are based on change in an assumption while holding all other assumptions constant. In practice, this is unlikely
to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to
significant actuarial assumptions the same method (present value of the defined benefit obligation calculated with the projected unit credit
method at the end of the reporting period) has been applied as when calculating the defined benefit liability recognised in the balance sheet.

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.

L. Provident Fund

The Company has established ‘Forbes & Company Ltd. Employees Provident Fund’ in respect of all the employees to which both the
employee and employer make contribution equal to 12% of the employees’ basic salary respectively. The Company’s contribution to the
provident fund for all employees, are charged to the Statement of Profit and Loss. In case of any liability arising due to shortfall between
the return from its investments and the administered interest rate, the same is required to be provided for by the Company. In accordance
with the recent actuarial valuation, there is no deficiency in the interest cost as the present value of expected future earnings of the fund
is greater than the expected amount to be credited to the individual members based on the expected guaranteed rate of interest.
` in Lakhs
As at As at
Particulars 31st Mar., 2019 31st Mar., 2018
Company’s contribution to the provident fund 90.27 84.52

114
ANNUAL REPORT 2018 - 19

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

Assumptions used in determining the present value obligation of the interest rate guarantee are as follows:
As at As at
Particulars 31st Mar., 2019 31st Mar., 2018
Approach used Deterministic Deterministic
Increase in compensation levels 6.00% 6.00%
Discount Rate 7.64% 7.80%
Attrition Rate 8.00% 8.00%

Weighted Average Yield 8.20% 8.19%


Weighted Average YTM 8.32% 8.60%
Reinvestment Period on Maturity 5 years 5 years
Mortality Rate Indian Assured Indian Assured
Lives Mortality Lives Mortality
(2006-08) (2006-08)
Ultimate Ultimate
M. The liability for Compensated absenses (Non – Funded) as at The capital components of the Company are as given below:
year end is ` 351.33 Lakhs (Previous year ` 316.90 Lakhs) ` in Lakhs
(Refer Note 19B). 31st Mar., 31st Mar.,
2019 2018
The Company provides for encashment of leave or leave with Total Equity 23,411.71 27,855.75
pay subject to certain rules. The employees are entitled to Short Term Borrowings 5,313.11 6,890.84
accumulate leave subject to certain limits for future encashment
Long Term Borrowings 6,226.21 8,208.22
/ availment. The Company makes provision for compensated
Current Maturities of Long
absences based on an actuarial valuation carried out at the end
Term Borrowings 5,462.87 1,770.85
of the year using the Projected Unit Credit method. Leave
obligations not expected to be settled in the next 12 months is ` Total Debt 17,002.19 16,869.91
260.20 Lakhs (Previous year ` 247.37 Lakhs). Cash and Cash equivalents 824.18 2,168.21
Bank balances other than
36. Financial Instruments above 164.71 118.15
Net Debt 16,013.30 14,583.55
36.1 Capital Management Debt Equity ratio 0.50 0.36

The Company manages its capital to ensure that it will be able Debt Equity Ratio = Long Term Borrowings (including current
to continue as going concern while maximising the return to maturities) / Total Equity
stakeholders through the optimisation of the debt and equity
balance. The capital structure of the Company consists of net 36.2 Financial risk management objectives
debt (borrowings as detailed in Notes 17, 18B and 22 offset by
cash and bank balances) and total equity of the Company. The Management monitors and manages the financial risks to
the operations of the Company. These risks include market risk,
The Company determines the amount of capital required on credit risk and liquidity risk.
the basis of annual as well as long term operating plans and
other strategic investment plans. The funding requirements are 36.3 Market Risk
met through non convertible debt securities or other long-term
/short-term borrowings.The Company monitors the capital The Company’s activities expose it primarily to the financial
structure on the basis of total debt to equity ratio and maturity risks of changes in foreign currency exchange rates (Refer Note
profile of the overall debt portfolio of the Company. 36.6) and interest rates (Refer Note 36.7). The company enters
into a variety of derivative financial instruments to manage its
exposure to foreign currency risk.

115
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

36.4 Credit risk management In addition, the Company is exposed to credit risk in relation to
the financial guarantees given to banks on behalf of subsidiaries
Trade receivables by the Company. The Company’s maximum exposure in this
Trade receivables are generally unsecured and are derived from respect is the maximum amount the Company could have to
revenue earned from customers. On account of adoption of Ind pay if the guarantee is called on is ` 18,294.67 Lakhs as at 31st
AS 109, the company uses expected credit loss model to assess March, 2019 (Previous year as at 31st March, 2018 is ` 18,270.40
the impairment loss or gain. The Company uses a provision Lakhs). Based on expectations at the end of the reporting
matrix and forward-looking information and an assessment of period, the Company considers that it is more likely that such
the credit risk over the expected life of the financial asset to an amount will not be payable under the arrangement. However,
compute the expected credit loss allowance for trade receivables. this estimate is subject to change depending on the probability
Historical experience of collecting receivables of the Company of the counterparty claiming under the guarantee which is a
is supported by low level of past default and hence the credit function of the likelihood that the financial receivables held by
risk is perceived to be low. the counterparty which are guaranteed suffer credit losses.

Investments in subsidiaries, associates and joint ventures 36.5 Liquidity Risk


The Company had invested in various subsidiaries, associates
and joint ventures. The approved future business plans and Liquidity Risk refers to insufficiency of funds to meet the
cash flow projections of these entities are evaluated by the financial obligations. Liquidity Risk Management implies
management of the Company on an ongoing basis and based maintenance of sufficient cash and marketable securities and
on this evaluation the recoverability of the investments is the availability of funding through an adequate amount of
considered to be good. committed credit lines to meet obligations when due.

Other Financial assets The Company manages liquidity risk by banking facilities and
The credit risk on liquid funds and derivative financial by continuously monitoring forecast and actual cash flows,
instruments is limited because the counterparties are mutual and by assessing the maturity profiles of financial assets and
funds and banks with high credit-ratings assigned by credit- liabilities. The below table sets out details of additional undrawn
rating agencies. facilities that the Company has at its disposal to further reduce
liquidity risk.

The Company has the following undrawn credit lines available as at the end of the reporting period.
` in Lakhs
31st Mar., 2019 31st Mar., 2018
- Expiring within one year (Bank CC Limits Sanctioned) 8,750.00 3,650.00
- Expiring beyond one year - -
8,750.00 3,650.00

The following tables detail the Company’s remaining contractual maturity for its non-derivative financial liabilities with agreed repayment
periods. The tables have been drawn up based on the earliest date on which the Company can be required to pay. The tables include both
principal and interest cash flows.
` in Lakhs
Maturities of Financial Liabilities as at the Balance 31st Mar., 2019
Sheet date Upto 1 year 1 to 3 years 3 to 5 years 5 years & above
Borrowings (includes interest) 11,662.43 6,723.85 - -
Trade Payables 4,587.94 - - -
Other Financial Liabilities 1,082.68 230.16 - -
17,333.05 6,954.01 - -

` in Lakhs
Maturities of Financial Liabilities as at the Balance Sheet 31st Mar., 2018
date Upto 1 year 1 to 3 years 3 to 5 years 5 years & above
Borrowings (includes interest) 9,636.60 8,749.48 - -
Trade Payables 3,929.71 - - -
Other Financial Liabilities 675.63 515.32 - -
14,241.94 9,264.80 - -

116
ANNUAL REPORT 2018 - 19

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

36.6 Derivatives Instruments and unhedged Foreign Currency (FC) exposure

The Company is exposed to Currency Risk arising from its trade exposures and capital/Loan receipt/payments denominated, in other than
the Functional Currency. The Company has a Foreign Exchange Risk Management policy within which the treasury has to perform and
also lays down the checks and controls to ensure the continuing success of the treasury function. The Company has defined strategies
for addressing the risks for each category of exposures (e.g. for exports , for imports, for loans, etc.). The centralised treasury function
aggregates the foreign exchange exposure and takes prudent measures to hedge the exposure based on prevalent macro-economic
conditions.

a) Particulars of unhedged foreign currency exposures as at the reporting date


As at 31st Mar., 2019 As at 31st Mar., 2018
Advances from customers Trade receivables Advances from customers Trade receivables
Currencies FC in Lakhs ` In Lakhs FC in Lakhs ` In Lakhs FC in Lakhs ` In Lakhs FC in Lakhs ` In Lakhs
USD 0.13 9.34 7.84 544.80 0.20 13.00 6.47 420.32
GBP - - 0.98 89.00 - - 1.11 101.08
EUR 0.08 6.10 0.75 58.59 0.37 29.25 1.77 141.76
As at 31st Mar., 2019 As at 31st Mar., 2018
Advances to vendors Trade payables Advances to vendors Trade payables
Currencies FC in Lakhs ` In Lakhs FC in Lakhs ` In Lakhs FC in Lakhs ` In Lakhs FC in Lakhs ` In Lakhs
USD 0.08 5.75 7.75 538.04 0.32 20.58 13.86 900.48
EUR 0.06 4.67 2.14 166.67 0.11 8.77 0.27 21.21
CHF - - 0.01 0.96 - - 0.17 11.31
GBP - - - - - - 0.00 * 0.08
CNY 0.43 4.45 - - - - - -
AUD - - 0.10 5.12 - - 0.00 * 0.14
THB - - - - 0.93 1.94 - -

As at 31st Mar., 2019 As at31st Mar., 2018


Loans Current Account Balances Loans Current Account Balances
Currencies FC in Lakhs ` In Lakhs FC in Lakhs ` In Lakhs FC in Lakhs ` In Lakhs FC in Lakhs ` In Lakhs
USD - - 0.16 11.30 - - 0.93 60.54
EUR - - 0.06 4.49 - - - -

Of the above, the Company is mainly exposed to USD, GBP and EUR. Hence the following table analyses the Company’s Sensitivity to a 5%
increase and a 5% decrease in the exchange rates of these currencies against INR.

(b) Sensitivity
As at 31st Mar., 2019
` in Lakhs
Impact on Profit
Increase/ Total Assets Total Liabilities Impact on or Loss for the
Currencies Decrease in FC in FC exchange rate year
USD Increase by 5% 8.08 7.88 3.47 0.69
USD Decrease by 5% 8.08 7.88 (3.47) (0.69)
GBP Increase by 5% 0.98 - 4.53 4.44
GBP Decrease by 5% 0.98 - (4.53) (4.44)
EUR Increase by 5% 0.87 2.22 3.90 (5.27)
EUR Decrease by 5% 0.87 2.22 (3.90) 5.27

117
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

As at 31st Mar., 2018


` in Lakhs
Impact on Profit
Increase/ Total Assets Total Liabilities Impact on or Loss for the
Currencies Decrease in FC in FC exchange rate year
USD Increase by 5% 7.72 14.06 3.25 (20.60)
USD Decrease by 5% 7.72 14.06 (3.25) 20.60
GBP Increase by 5% 1.11 0.00 * 4.55 5.05
GBP Decrease by 5% 1.11 0.00 * (4.55) (5.05)
EUR Increase by 5% 1.88 0.63 4.00 5.00
EUR Decrease by 5% 1.88 0.63 (4.00) (5.00)

* Amount is below the rounding off norm adopted by the Company

36.7 Interest rate risk


Interest rate risk results from changes in prevailing market interest rates, which can cause a change in the fair value of fixed-rate
instruments and changes in the interest payments of the variable-rate instruments.

(a) Interest rate risk exposure


The exposure of Company’s borrowing to interest rate changes at the end of the year are as follows:

As at As at
31st Mar., 2019 31st Mar., 2018
Weighted Weighted
average % of total Total average % of total Total
Particulars interest rates loans Borrowings interest rates loans Borrowings
Term Loans from Banks 9.31% 45% 7,694.11 - - -
Non Convertible Debentures 9.27% 23% 3,994.97 9.67% 59% 9,979.07
Cash Credit Facilities 11.79% 6% 971.05 - - -
Overdraft Facilities 9.12% 26% 4,342.06 - - -
Commercial Papers - - - 7.99% 41% 6,890.84
Total 17,002.19 16,869.91

(b) Sensitivity
The sensitivity of profit / (loss) to changes in interest rates/exchange rates:

As at As at
Particulars 31st Mar., 2019 31st Mar., 2018
Rates increase by 100 basis points* 113.13 **
Rates decrease by 100 basis points* (113.13) **

* Holding all other variables constant.


** There were no variable interest rate borrowings during the previous year ended 31st March, 2018.

118
ANNUAL REPORT 2018 - 19

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

36.8 Fair Value Disclosures

a) Categories of Financial Instruments:


` in Lakhs
31st Mar., 2019 31st Mar., 2018
Amortised Amortised
FVTPL FVTOCI Cost FVTPL FVTOCI Cost
Financial Assets
Investments* 398.99 - 907.12 357.83 - 809.93
Loans - - 157.45 - - 165.01
Cash and Bank Balances - - 988.89 - - 2,286.36
Trade Receivables - - 4,113.48 - - 3,862.55
Other Financial Assets - - 334.98 - - 4,775.12
398.99 - 6,501.92 357.83 - 11,898.97
Financial liabilities
Borrowings - - 11,539.32 - - 15,099.06
Trade Payables - - 4,587.94 - - 3,786.76
Other Financial Liabilities - - 6,860.13 - - 3,060.22
- - 22,987.39 - - 21,946.04

* Excludes investments in equity instruments of ` 22,984.41 Lakhs (Previous year ` 19,457.18 Lakhs) carried at cost less impairment.

b) Fair Value Hierarchy and Method of Valuation

Except as detailed in the following table, the Company considers that the carrying amounts of financial instruments recognised in the
financial statements approximate their fair values.
` in Lakhs
31st Mar., 2019
Carrying
Financial Assets Value Level 1 Level 2 Level 3 Total
Measured at FVTPL
Investments
Investments in Equity Instruments 0.68 - - 0.68 0.68
Investments in Preference Shares - - - - -
Investments in debentures 398.31 - - 398.31 398.31

31st Mar., 2018


Carrying
Financial Assets Value Level 1 Level 2 Level 3 Total
Measured at FVTPL
Investments
Investments in Equity Instruments 0.65 - - 0.65 0.65
Investments in Preference Shares - - - - -
Investments in debentures 357.18 - - 357.18 357.18

There are no transfers between level 1, level 2 and level 3 during the year.

119
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

c) Fair value measurements using significant unobservable inputs (level 3)


The following table presents the changes in level 3 items for the years ended 31st March, 2019 and 31st March, 2018.
` in Lakhs
Unquoted Optionally
Equity Preference Convertible
Instruments Shares Debentures Total
As at 31st Mar., 2018 0.65 - 357.18 357.83
Additions during the year 0.03 - - 0.03
Fair value Gains / Losses recognised in profit or loss - - 41.13 41.13
As at 31st Mar., 2019 0.68 - 398.31 398.99

` in Lakhs
Optionally
Equity Unquoted Convertible
Instruments Preference Shares Debentures Total
As at 31st Mar., 2017 0.65 2,200.00 320.46 2,521.11
Converted to equity instrument (Refer Note 8) - 2,200.00 - 2,200.00
Fair value Gains / Losses recognised in profit or loss - - 36.72 36.72
As at 31st Mar., 2018 0.65 - 357.18 357.83

d) Valuation Process
The Company engages external valuation consultants to fair value financial instruments measured at FVTPL. The main level 3 inputs
used for unlisted equity securities, preference shares and debentures are as follows:

The current market borrowing rates of the Company are compared with relevant market matrices as at the reporting dates to arrive at the
discounting rates.

e) Fair value of financial assets and financial liabilities that are not measured at fair value (but fair value disclosures are
required)

The Company consider that the carrying amounts of financial assets and financial liabilities recognised in Note (a) above approximate
their fair values.

f) Valuation inputs and relationships to fair value


Fair values as at Probability - weighted
(` in Lakhs) range
31st Mar., 31st Mar., Unobservable 31st Mar., 31st Mar.,
Particulars 2019 2018 inputs 2019 2018 Sensitivity
Unquoted preference
shares (converted to
equity instruments during Risk adjusted
the year ended 31st - - discount rate - - -
March, 2018).
Optionally convertible Risk adjusted 10.5%- 10.5%- 2019: Higher discount rate by 100 bps
debentures 398.31 357.18 discount rate 12% 12% would decrease the FV by `43.06 Lakhs
and lower discount rate by 100 bps
would increase the FV by `48.86 Lakhs.
2018: Higher discount rate by 100 bps
would decrease the FV by `41.26 Lakhs
and lower discount rate by 100 bps would
increase the FV by `47.24 Lakhs.

120
ANNUAL REPORT 2018 - 19

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

37. Operating lease arrangements 37.1 (iii) The Company as lessee

37.1 (i) The Company as lessor The Company leases various offices and equipments under
cancellable operating lease expiring within two to three
The Company has entered into operating lease years. The leases have varying terms, escalation clauses
arrangements, consisting of surplus space in buildings to and renewal rights. On renewal, the terms of the leases are
others. The normal tenure of the arrangement is upto five renegotiated. Rent expenses relating to operating leases
years. The rental income from the assets given on lease of ` amounting to ` 199.82 Lakhs (Previous Year ` 278.92
1,815.15 Lakhs (Previous year ` 1,630.53 Lakhs) has been Lakhs).
disclosed as “Rent and amenities” under Revenue from
operations in Note 25 to the Statement of Profit and Loss. 38. Commitments
` in Lakhs
The details of the premises leased are as follows:
As at As at
37.1 (ii) Non-cancellable operating lease receivables 31st Mar., 31st Mar.,
` in Lakhs Particulars 2019 2018
As at As at Estimated amount of contracts
31st Mar., 31st Mar., remaining to be executed on capital
Particulars 2019 2018 account and not provided for (net of
Not later than 1 year 297.11 450.15 advance paid aggregating ` 586.69
Later than 1 year and not later than Lakhs; (Previous year `237.47
5 years 455.01 232.83 Lakhs) 2,739.18 135.27
Total 752.12 682.98 Total 2,739.18 135.27

39. Contingencies and other commitments


(To the extent not provided for)
` in Lakhs
As at As at
31st Mar., 31st Mar.,
Particulars 2019 2018

(a) Claims against the Company not acknowledged as debts


1 Taxes in dispute:-
i) Excise demand [Advance paid against the demand ` 7.89 Lakhs; (Previous year ` 7.89 Lakhs)] 2,790.26 2,782.64
ii) Sales tax [Advance paid against the demand ` 59.20 Lakhs; (Previous year ` 57.66 Lakhs)] 586.54 446.55
iii) Income-tax [Advance paid against the demand `950.41 Lakhs; (Previous year ` 950.41 Lakhs)] 4,267.18 4,241.12
iv) Service-tax (Advance paid ` Nil) (Previous year `Nil) 808.45 732.68
v) Customs duty [Advance paid ` Nil; (Previous year ` 0.08 Lakhs)] 100.00 101.00
vi) Wealth tax [Advance paid ` 409.86 Lakhs; (Previous year ` 409.86 Lakhs)] 409.86 409.86
2 Labour matters in dispute 19.77 28.52
3 Customer claims 3,169.04 3,165.04
4 Other legal matters 281.40 6.40
(b) Other commitments :-
i) Surety Bonds on behalf of Shipping Principals including subsidiary companies and jointly executed
with third parties in favour of customs and other parties (net of provision) - 64.00
ii) Guarantee on behalf of related parties (Secured by exclusive charge on certain investment properties) 21,402.37 21,176.82
Note:
1. In respect of the above mentioned items, till the matters are finally decided, the timings of outflow of economic benefits cannot be
ascertained.
2. The Company is in the process of evaluating the impact of the recent Supreme Court Judgment in case of “Vivekananda Vidyamandir
and Others v/s The Regional Provident Fund Commissioner (II) West Bengal” and the related circular (Circular No. C-I/1(33)2019/
Vivekananda Vidya Mandir/284) dated 20th March, 2019 issued by the Employees’ Provident Fund Organisation in relation to non-
exclusion of certain allowances from the definition of “basic wages” of the relevant employees for the purposes of determining contribution
to provident fund under the Employees’ Provident Funds & Miscellaneous Provisions Act, 1952. In the assessment of the management
which is supported by legal advice, the aforesaid matter is not likely to have a significant impact and accordingly, no provision has been
made in these Financial Statements.

121
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

40. Related Party Disclosures

Current Year

(a) Name of the Related Parties and Description of Relationship:

Nature of Relationship Name of Entity

A Holding Company Shapoorji Pallonji and Company Private Limited

B Subsidiaries - Direct Eureka Forbes Limited


Forbes Campbell Finance Limited
Shapoorji Pallonji Forbes Shipping Limited
Forbes Technosys Limited
Campbell Properties & Hospitality Services Limited
Volkart Fleming Shipping and Services Limited

B Subsidiaries - Indirect Aquamall Water Solutions Limited (Amalgamated with Eureka Forbes Limited w.e.f. 01.4.2016)
Aquadiagnostics Water Research & Technology Centre Limited (Upto 25.06.2018)
Aquaignis Technologies Private Limited (Subsidiary w.e.f. 13.06.2018)
Forbes Lux International AG Baar
Lux International AG
Lux del Paraguay S.A.
Forbes International AG (Formerly Forbes Lux Group AG) (Merged with Lux International AG)
Lux / Sk / s.r.o., Slovakia (Ceased during the previous year)
Lux Italia srl
Lux Schweiz AG
Lux (Deutschland) GmbH
Lux International Services and Logistics GmbH (Formerly Lux Service GmbH)
Lux Norge A/s
Lux Oesterreich GmbH
Lux CZ s.r.o (Ceased during the previous year)
Lux Hungaria Kereskedelmi Kft
Lux Aqua Hungaria KFT (Upto 30.04.2018)
LIAG Trading & Investment Limited
Lux Professional International Gmbh, Switzerland (Formerly Lux Aqua GmbH) (Merged with Lux
International AG)
Lux Waterline GmbH, Germany (Upto 31.12.2017)
Lux Aqua Czech s.r.o., Czech (Upto 30.04.2018)
Brightyclean (Spain) S.L., Spain (Ceased during the previous year)
Lux Professional Gmbh, Germany (Upto 31.12.2017)
Lux Oesterreich Professional GmbH, Austria (Upto 31.10.2017)
Lux Aqua Paraguay SA
Lux International Service Kft, Hungary (Ceased during the year)
EFL Mauritius Limited
Euro Forbes Limited Dubai
Forbes Lux FZCO
Forbes Facility Services Private Limited
Forbes Enviro Solutions Limited
Euro Forbes Financial Services Limited
Forbes Campbell Services Limited
Forbes Edumetry Limited (Under liquidation)

122
ANNUAL REPORT 2018 - 19

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

C Fellow Subsidiaries Afcons Infrastructure Limited


(where there are transactions) Forvol International Services Limited
Gokak Textiles Limited
Shapoorji Pallonji Oil and Gas Private Limited
Sterling and Wilson Private Limited
SP Fabricators Private Limited
United Motors (India) Private Limited
Lucrative Properties Private Limited
Shapoorji Pallonji Infrastructure Capital Company Limited
Paikar Real Estates Private Limited

D Associates - Direct Neuvo Consultancy Service Limited

D Associates - Indirect Dhan Gaming Solutions (India) Private Limited

E Joint Ventures - Indirect Forbes Bumi Armada Limited

E Joint Ventures of Holding Shapoorji Pallonji Bumi Armada Offshore Limited (fomerly known as Forbes Bumi Armada Offshore Limited/
Offshore Limited) HPCL Shapoorji Energy Private Limited
Fellow Subsidiary
(where there are transactions)

F Key Management Personnel M. C. Tahilyani Managing Director


(“KMP”)
Non Executive Directors
Shapoor P.Mistry Chairman
Jai L. Mavani Non-Executive Director
Kaiwan D. Kalyaniwalla Independent Director (Upto 31.03.2019)
D. Sivanandhan Independent Director
Aslesha Gowariker Independent Director (w.e.f. 30.06.2016 Upto 12.06.2018)
Rani Jadhav Independent Director (w.e.f. 01.09.2018)

G Post employment benefit plan Forbes & Company Limited Employees Provident Fund

123
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

40. Related party disclosures (contd.)


Current Year
(b) transactions/ balances with above mentioned related parties
` in Lakhs
Parties in A Parties in B Parties in C Parties in D Parties in E Parties in F
above above above above above above Total
Balances
1 Trade Payables 364.04 17.08 33.74 434.24 - - 849.10
2 Advances received for real estate project - - 2,024.69 - - - 2,024.69
3 Interest accrued on investment / loan - 9.12 - - - - 9.12
4 Trade Receivables 4.60 86.65 17.19 - 7.93 - 116.37
5 Advance for Supply of Goods and Services 76.58 - 60.00 - - - 136.58
6 Contractually reimbursable expenses - 243.00 79.07 - - - 322.07
7 Provision for Doubtful Trade Receivables - - 10.18 - - - 10.18
8 Deposits Payable - - 49.25 - 23.79 - 73.04
9 Deposits Receivable - 5.00 - - - - 5.00
10 Guarantees Given - 18,294.67 - - 3,107.70 - 21,402.37
11 Guarantees Taken 3,472.30 - - - - - 3,472.30
Transactions
Purchases / Services
12 Real estate developement expenses 4,637.90 - - 242.03 - - 4,879.93
Sales / Services
13 Fixed Assets / Investments /Business - - 15,500.00 - - - 15,500.00
Expenses
14 Rent - 6.00 - - - - 6.00
15 Travelling and conveyance expenses - 4.54 201.31 - - - 205.85
16 Legal and professional charges 113.69 - - - - - 113.69
17 Repairs and Maintenance 42.45 - - - - - 42.45
18 Brokerage, commission and other selling
expense - - - 162.90 - - 162.90
19 Project management consultancy fees - - - 380.10 - - 380.10
20 Remuneration - - - - - 225.01 225.01
21 Miscellaneous expenses - 59.14 61.73 - - 26.00 146.87
22 Dividend paid 233.98 4.16 - - - - 238.14
Income
23 Rent and amenities 16.63 65.70 160.01 - 100.31 - 342.65
24 Gain on fair value / interest of long-term
investments in a subsidiary company / Interest
on Inter Corporate Deposits - 149.43 - - - - 149.43
25 Profit on sale of Business - - 84.90 - - - 84.90
26 Guarantee Commission (including Notional
Income recognised) - 51.04 25.42 - - - 76.46
27 Miscellaneous Income - 113.40 1.70 - - - 115.10
Other Receipts / Payments
28 Other Reimbursements (Receipt) - 7.75 23.51 - - - 31.26
29 Other Reimbursements (Payment) - - 253.32 576.72 - - 830.04
Finance
30 Deposit Given - 700.00 - - - - 700.00
31 Repayment of Deposits Given - 700.00 - - - - 700.00
32 Purchase / Subscriptions to Investments - 3,505.00 - - - - 3,505.00
33 Real estate advances received from customers - - 323.87 - - - 323.87
34 Advances refunded to Customers - - 185.52 - - - 185.52

For details of investments in subsidiaries, associates and joint ventures refer Note 8
Terms and conditions:-
a) All outstanding balances are unsecured and are repayable as per terms of credit and settlement occurs in cash.
b) All related party transactions entered during the year were in ordinary course of business and on arms length basis.
c) The Company has not recorded any impairment of receivables related to amounts owed by related parties except as stated above.

124
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued
40. Related party disclosures (contd.)
Current Year
(b) transactions/ balances with above mentioned related parties
` in Lakhs
A B B B B B B B B C C C C C C C C C D E E
Shapoorji Lu- Neuvo Shapoorji
Pallonji Forbes Shapoorji Campbell Volkart Forvol crative Shapoorji Shapoorji Sterling Con- Pallonji
and Facility Forbes Forbes Pallonji Properties Fleming Afcons Inter- Prop- Paikar Pallonji Pallonji and United sul- Bumi HPCL
Company Eureka Services Campbell Campbell Forbes Forbes & Hospital- Shipping Infra- national Gokak erties Real Infrastruc- Oil & Gas Wilson Motors tancy Armada Shapoorji
Private Forbes Private Finance Services Technosys Shipping ity Services & Services structure Services Textiles Private Estates ture Capital Private Private (India) Service Offshore Energy
Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. Pvt. Ltd. Co. Ltd. Ltd. Ltd. Ltd. Ltd. Ltd Ltd.
Balances
1 Trade Payables 364.04 *** *** *** *** *** - *** - - *** - - - - - - - 434.24 - -
2 Advances
received for real
estate project - - - - - - - - - - - - - - - - - 2,024.69 - - -
3 Interest accrued
on investment
/ loan - - - *** - 8.44 - - - - - - - - - - - - - - -
4 Trade
Receivables *** *** - *** *** 86.65 - - *** - - *** - *** *** - *** - - - ***
5 Advance for
Supply of Goods
and Services 76.58 - - - - - - - - - 60.00 - - - - - - - - - -
6 Contratually
reimbursable
expenses - - - - - 242.76 - - *** - *** *** - - - 71.34 - - - - -
7 Provision for
Doubtful Trade
Receivables - - - - - - - - - - - - - - - - 10.18 - - - -
8 Deposits
Payable - - - - - - - - - - - - - - *** 48.25 - - - - 23.79
9 Deposits
Receivable - - - 5.00 - - - - - - - - - - - - - - - - -
10 Guarantees
Given - - - - - 17,920.00 *** - - - - - - - - - - - - 3,107.71 -
11 Guarantees
Taken 3,472.30 - - - - - - - - - - - - - - - - - - - -
Transactions
Purchases /
Services
12 Real estate
developement
expenses 4,637.90 - - - - - - - - - - - - - - - - - *** - -
Sales /
Services
13 Fixed Assets /
Investments / #
Business - - - - - - - - - - - - - 15,500.00 - - - - - - -
Expenses
14 Rent - - - 6.00 - - - - - - - - - - - - - - - - -
15 Travelling and
conveyance
expenses - - - - - - - *** - - 201.31 - - - - - - - - - -
16 Legal and
professional
charges 113.69 - - - - - - - - - - - - - - - - - - - -
17 Repairs and
Maintenance 42.45 - - - - - - - - - - - - - - - - - - - -
18 Brokerage,
commission
and other
selling expense - - - - - - - - - - - - - - - - - - 162.90 - -
ANNUAL REPORT 2018 - 19

125
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

126
A B B B B B B B B C C C C C C C C C D E E
Shapoorji Lu- Neuvo Shapoorji
Pallonji Forbes Shapoorji Campbell Volkart Forvol crative Shapoorji Shapoorji Sterling Con- Pallonji
and Facility Forbes Forbes Pallonji Properties Fleming Afcons Inter- Prop- Paikar Pallonji Pallonji and United sul- Bumi HPCL
Company Eureka Services Campbell Campbell Forbes Forbes & Hospital- Shipping Infra- national Gokak erties Real Infrastruc- Oil & Gas Wilson Motors tancy Armada Shapoorji
Private Forbes Private Finance Services Technosys Shipping ity Services & Services structure Services Textiles Private Estates ture Capital Private Private (India) Service Offshore Energy
Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. Pvt. Ltd. Co. Ltd. Ltd. Ltd. Ltd. Ltd. Ltd Ltd.
19 Project
management
consultancy
fees - - - - - - - - - - - - - - - - - - 380.10 - -
20 Remuneration - - - - - - - - - - - - - - - - - - - - -
21 Miscellaneous
expenses - *** 23.08 - 28.50 *** - - - - 60.55 *** - - - - *** - - - -
22 Dividend paid 233.98 - - *** - - - - - - - - - - - - - - - - -
Income
23 Rent and
amenities *** - - - - 53.50 *** - - 39.60 *** *** - - *** 104.95 - - - - 100.31
24 Gain on fair
value / interest
of long-term
investments in
a subsidiary
company /
Interest on
Inter Corporate
Deposit - - - 42.86 - *** 97.19 - - - - - - - - - - - - - -
25 Profit on sale
of Business - - - - - - - - - - - - - 84.90 - - - - - - -
26 Guarantee
Commission
(including
Notional Income
recognised) - - - - - 50.05 *** - - - - - - - - 25.42 - - - - -
27 Miscellaneous
Income - *** - *** *** 108.00 *** - *** - - *** *** - - - - - - - -
Other
Receipts /
Payments
28 Other Reim-
bursements
(Receipt) - - - - 3.47 - - *** 3.75 16.17 *** - - 5.28 - - - - - - -
29 Other Reim-
bursements
(Payment) - - - - - - - - - - - - - 253.32 - - - - 576.72 - -
Finance
30 Deposit Given - - - - - 700.00 - - - - - - - - - - - - - - -
31 Repayment
of Deposits
Given - - - - - 700.00 - - - - - - - - - - - - - - -
32 Purchase /
Subscriptions
to Investments - 2,505.00 - - - 1,000.00 - - - - - - - - - - - - - - -
33 Real estate
advances
received from
customers - - - - - - - - - - - - - - - - - 323.87 - - -
34 Advances
refunded to
Customers - - - - - - - - - - - - 185.52 - - - - - - - -
*** Amounts are below the threshold adopted by the Company (i.e. less than 10% of the respective category of transactions).
# Refer Note 50.
ANNUAL REPORT 2018 - 19

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

Parties in F :

Key Managerial Personnel Remuneration


` in Lakhs
Particulars 31st March, 2019 31st March, 2018
Short-term employee benefits 217.45 191.89
Post-employment benefits 4.59 4.44
Long-term employee benefits 2.97 7.00
225.01 203.33

Directors Sitting Fees:

Name 31st March, 2019 31st March, 2018


Kaiwan D. Kalyaniwalla 9.00 6.00
D. Sivanandhan 8.00 6.50
Aslesha Gowariker 1.00 3.00
Shapoor P. Mistry 2.50 1.00
Jai L. Mavani 3.50 3.00
Rani Jadhav 2.00 -
Total 26.00 19.50

Parties in G

Contribution to Post Employment Benefit Plan:

Particulars 31st March, 2019 31st March, 2018


Forbes & Company Limited Employees Provident Fund 90.27 84.52
90.27 84.52

127
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

40. Related party disclosures (contd.)


Previous Year
(b) transactions/ balances with above mentioned related parties
` in Lakhs
Parties in A Parties in B Parties in C Parties in D Parties in E Parties in F
above above above above above above Total
Balances
1 Trade Payables - 4.51 0.25 211.64 - - 216.40
2 Advances received for real estate
project - - 122.08 - - - 122.08
3 Interest accrued on investment - 0.68 - - - - 0.68
4 Trade Receivables 9.67 23.52 16.90 - - - 50.09
5 Unbilled Revenue (net of advance) - - 456.35 - - - 456.35
6 Contractually reimbursable expenses 73.17 125.36 76.98 - - - 275.51
7 Provision for Doubtful Trade
Receivables - - 10.18 - - - 10.18
8 Deposits Payable - - 49.25 - 23.79 - 73.04
9 Deposits Receivable - 5.00 - - - - 5.00
10 Guarantees Given - 18,270.40 - - 2,906.42 - 21,176.82
11 Guarantees Taken 3,247.40 - - - - - 3,247.40
Transactions
Purchases / Services
12 Real estate developement expenses 3,576.07 - - 187.28 - - 3,763.35
Sales / Services
13 Revenue recognised for real estate
project - - 1,011.24 - - - 1,011.24
14 Fixed Assets / Investments 0.50 - - - - - 0.50
Expenses
15 Rent - 6.90 - - - - 6.90
16 Travelling and conveyance expenses - - 189.42 - - - 189.42
17 Legal and professional charges 88.64 49.50 - - - - 138.14
18 Brokerage, commission and other
selling expense - - - 126.91 - - 126.91
19 Project management consultancy fees - - - 296.13 - - 296.13
20 Remuneration - - - - - 203.33 203.33
21 Miscellaneous expenses - 67.04 0.23 - - 19.54 86.81
22 Dividend paid 233.98 4.16 - - - - 238.14
Income
23 Rent and amenities 23.92 55.26 173.06 - 95.17 - 347.41
24 Gain on fair value / interest of long-
term investments in a subsidiary
company - 136.32 - - - - 136.32
25 Profit on sale / Rev. of Dim in the
value of Invests / Sale of Assets 0.50 - - - - - 0.50
26 Guarantee Commission (including
Notional Income recognised) - 75.95 25.27 - - - 101.22
27 Miscellaneous Income - 151.64 0.00* - - - 151.64
Other Receipts / Payments
28 Other Reimbursements (Receipt) - 60.09 25.06 - - - 85.15
29 Other Reimbursements (Payment) - - - 109.62 - - 109.62
Finance
30 Deposit Given - 7.00 - - - - 7.00
31 Repayment of Deposits Given - 7.00 - - - - 7.00
32 Purchase / Subscriptions to Investments - 1,000.00 - - - - 1,000.00
33 Advances received from customer - - 1,295.78 - - - 1,295.78
Guarantees
34 Given on behalf of a Subsidiary - 3,850.39 - - - - 3,850.39
35 Guarantee Returned - 2,500.00 - - - - 2,500.00
* Amounts are below the rounding off norms of the Company.

128
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued
40. Related party disclosures (contd.)
Previous Year
(b) transactions/ balances with above mentioned related parties ` in Lakhs
A B B B B B B B C C C C C C D E E
Shapoorji Shapoorji
Pallonji Forbes Shapoorji Volkart Forvol Lucrative Shapoorji Sterling Neuvo Pallonji
and Facility Forbes Forbes Pallonji Fleming Interna- Prop- Pallonji and United Consul- Bumi HPCL
Company Eureka Services Campbell Campbell Forbes Forbes Shipping Afcons tional erties Oil & Gas Wilson Motors tancy Armada Shapoorji
Private Forbes Private Finance Services Technosys Shipping & Services Infrastruc- Services Private Private Private (India) Service Offshore Energy
Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. ture Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. Ltd.
Balances
1 Trade Payables - *** *** - - - - - - *** - - - - 211.64 - -
2 Advances
received for real
estate project - - - - - - - - - - 97.71 - - 24.37 - - -
3 Interest accrued
on investment - - - 0.68 - - - - - - - - - - - - -
4 Trade Receivables 9.67 - - - - 23.52 - - 5.84 *** - *** 10.18 - - - -
5 Unbilled Revenue
(net of advance) - - - - - - - - - - 421.17 - - *** - - -
6 Contractually
reimbursable
expenses 73.17 - - - - 124.75 *** *** - *** - 42.65 - - - - -
7 Provision for
Doubtful Trade
Receivables - - - - - - - - - - - - 10.18 - - - -
8 Deposits Payable - - - - - - - - - - - 48.25 - - - - 23.79
9 Deposits
Receivable - - - 5.00 - - - - - - - - - - - - -
10 Guarantees Given - - - - - 17,920.00 *** - - - - - - - - 2,906.42 -
11 Guarantees Taken 3,247.40 - - - - - - - - - - - - - - - -
Transactions
Purchases /
Services
12 Real estate
developement
expenses 3,576.07 - - - - - - - - - - - - - *** - -
Sales / Services
13 Revenue
recognised for
real estate project - - - - - - - - - - 509.27 - - 501.97 - - -
14 Fixed Assets /
Investments 0.50 - - - - - - - - - - - - - - - -
Expenses
15 Rent - - - 6.00 - - - 0.90 - - - - - - - - -
16 Travelling and
conveyance
expenses - - - - - - - - - 189.42 - - - - - - -
17 Legal and
professional
charges 88.64 - - - - - - 49.50 - - - - - - - - -
18 Brokerage,
commission and
other selling
expense - - - - - - - - - - - - - - 126.91 - -
ANNUAL REPORT 2018 - 19

129
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

130
A B B B B B B B C C C C C C D E E
Shapoorji Shapoorji
Pallonji Forbes Shapoorji Volkart Forvol Lucrative Shapoorji Sterling Neuvo Pallonji
and Facility Forbes Forbes Pallonji Fleming Interna- Prop- Pallonji and United Consul- Bumi HPCL
Company Eureka Services Campbell Campbell Forbes Forbes Shipping Afcons tional erties Oil & Gas Wilson Motors tancy Armada Shapoorji
Private Forbes Private Finance Services Technosys Shipping & Services Infrastruc- Services Private Private Private (India) Service Offshore Energy
Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. ture Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. Ltd. Ltd.
19 Project
management
consultancy fees - - - - - - - - - - - - - - 296.13 - -
20 Remuneration - - - - - - - - - - - - - - - - -
21 Miscellaneous
expenses - *** 18.60 - 46.80 - - - - - - - - - - - -
22 Dividend paid 233.98 - - *** - - - - - - - - - - - - -
Income
23 Rent and amenities *** - - - - 54.86 *** - 59.40 *** - 96.56 - - - - 95.17
24 Gain on fair
value / interest
of long-term
investments in
a subsidiary
company - - - 38.45 - *** 86.78 - - - - - - - - - -
25 Profit on sale /
Rev. of Dim in the
value of Invests /
Sale of Assets 0.50 - - - - - - - - - - - - - - - -
26 Guarantee
Commission
(including
Notional Income
recognised) - - - - - 75.65 *** - - - - 25.27 - - - - -
27 Miscellaneous
Income - *** - *** *** 140.17 *** *** - - - - - - - - -
Other Receipts /
Payments
28 Other
Reimbursements
(Receipt) - 12.00 - - *** *** - 39.50 23.59 *** - - - - - - -
29 Other
Reimbursements
(Payment) - - - - - - - - - - - - - - 109.62 - -
Finance
30 Deposit Given - 3.00 - - - 2.00 2.00 - - - - - - - - - -
31 Repayment of
Deposits Given - 3.00 - - - 2.00 2.00 - - - - - - - - - -
32 Purchase /
Subscriptions to
Investments - - - - - 1,000.00 - - - - - - - - - - -
33 Advances
received from
customer - - - - - - - - - - 185.52 - - 1,110.26 - - -
Guarantees
34 Given on behalf
of a Subsidiary - - - - - 3,500.00 *** - - - - - - - - - -
35 Guarantee
Returned - - - - - 2,500.00 - - - - - - - - - - -
*** Amounts are below the threshold adopted by the Company (i.e. less than 10% of the respective category of transactions)
ANNUAL REPORT 2018 - 19

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

41. Segment reporting

The Chief Operating Decision maker of the Company examines Company’s performance both from a product and from a geographic
perspective. From a product perspective, the management has identified the reportable segments Engineering and Real Estate at standalone
level.

Segment revenue, segment results, segment assets and segment liabilities include the respective amounts identifiable to each of the
segments and amounts allocated on a reasonable basis.

Details of product categories included in each segment comprises:

Engineering Segment includes manufacture/ trading in Precision Cutting Tools, Spring Lock Washers and Marking Systems. The
Company caters to the needs of domestic and export markets.

Real Estate includes income from renting out investment properties and revenue from real estate development project.

Unallocable Corporate Assets mainly comprises of investments, tax receivables and other unallocable assets.

Unallocable Liabilities comprise borrowings, provisions and other unallocable liabilities.

131
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

(a) Information about reportable segments for the year: ` in Lakhs


Engineering Real Estate Total Elimination Total
31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar.,
Particulars 2019 2018 2019 2018 2019 2018 2019 2018 2019 2018
Segment Revenue 20,912.43 18,596.85 1,815.15 11,147.06 22,727.58 29,743.91 - - 22,727.58 29,743.91
Inter segment revenue - - 2.11 2.46 2.11 2.46 (2.11) (2.46) - -
Revenue from operations 20,912.43 18,596.85 1,817.26 11,149.52 22,729.69 29,746.37 (2.11) (2.46) 22,727.58 29,743.91
Segment Results 2,657.90 2,341.78 357.72 4,562.66 3,015.62 6,904.44 - - 3,015.62 6,904.44
Exceptional items allocated to
segments - - - - - - - - - -
Segment Results - (including
exceptional items relating to
segment) 2,657.90 2,341.78 357.72 4,562.66 3,015.62 6,904.44 - - 3,015.62 6,904.44
Add: Unallocated income - Refer
Note below 1,547.29 546.55
Add/Less: Unallocated expenses (1,352.42) (1,671.23)
Add/Less: Exceptional items other
than related to segments (net) (970.92) -
Profit before tax and finance costs 2,239.57 5,779.76
Less: Finance costs 1,200.76 1,172.79
Profit before tax 1,038.81 4,606.97
Provision for taxation:
Current tax expense 188.00 1,050.00
Deferred tax (176.38) (533.04)
Profit after tax 1,027.19 4,090.01
Capital employed
Segment assets 14,063.63 11,967.94 28,120.71 13,788.87 42,184.34 25,756.81
Unallocated corporate assets 32,434.77 28,138.03
Total assets 74,619.11 53,894.84
Segment liabilities 4,305.66 4,394.88 32,618.64 8,495.35 36,924.30 12,890.23
Unallocated corporate liabilities 14,283.10 13,148.84
Total liabilities 51,207.40 26,039.07
Capital employed 9,757.97 7,573.06 (4,497.93) 5,293.52 23,411.71 27,855.77
Cost incurred to acquire segment
assets including adjustments
on account of capital work-in-
progress 1,268.95 1,248.42 96.18 73.64 1,365.13 1,322.06
Unallocated cost incurred to acquire
assets including adjustments on
account of capital work-in-progress 87.53 118.02
Total capital expenditure
(including investment properties) 1,452.66 1,440.08
Segment depreciation /
amortisation 676.98 531.48 224.06 227.15 901.04 758.63
Unallocated corporate depreciation /
amortisation 45.93 37.24
Total depreciation / amortisation 946.97 795.87
Non-cash segment expenses other
than depreciation 78.41 12.24 - 2.47 78.41 14.71
Unallocated non-cash expenses other
than depreciation - 2.18
Total non-cash expenses other than
depreciation 78.41 16.89

Note:
Other income allocable to respective segments has been considered as part of Segment Results.

132
ANNUAL REPORT 2018 - 19

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

(b) Information about geographical segment for the year


Within India Outside India Total
31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar.,
2019 2018 2019 2018 2019 2018

Revenue 20,234.25 27,026.69 2,493.33 2,717.22 22,727.58 29,743.91


Total Non-current Assets (excluding Financial
Assets, Tax Assets and Post Employment Benefits) 9,431.46 8,617.16 - - 9,431.46 8,617.16
Cost incurred to acquire segment assets including
adjustments on account of capital work-in-progress 1,452.66 1,440.08 - - 1,452.66 1,440.08

(c) Information about major customers


No single customers contributed 10% or more to the Company’s revenue for the year ended 31st March, 2019 and 31st March, 2018.

42. Additional disclosure as required by Regulation 34(3) and Schedule V of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015:
` in Lakhs
Maximum No. of shares of the
amount Company held by
S. Balance as at outstanding the loanees as at
No. Name 31st Mar., 2019 during the year 31st Mar., 2019

Loans and advances in the nature of loans to Subsidiaries,


Associates and companies in which Directors are
interested:
1. Svadeshi Mills Company Limited * 4,391.78 4,391.78 -
(carrying no interest) * 4,391.78 4,391.78 -
2. Coromondal Garments Limited * 364.99 364.99 -
(carrying no interest) * - - -
3. Edumetry INC * 72.53 72.53 -
(carrying no interest) * 72.53 72.53 -
4. Forbes Container Lines Pte. Limited * 302.47 302.47 -
(carrying no interest) * 302.47 302.47 -

Note: * Provided as doubtful


The above excludes loans to employees.
Figures in italics are in respect of the previous years.

43. Svadeshi Mills is not considered as a related party of the Company as per Note 3.1.1. Secured Loans include interest free loans, relating
to which full provision exists in books of accounts, aggregating ` 4,391.78 Lakhs as at 31st March, 2019 (31st March, 2018 ` 4,391.78
Lakhs) granted to The Svadeshi Mills Company Limited. The Company, being a secured creditor, with adjudicated dues by the Official
Liquidator, expects to receive the dues when the matter is ultimately disposed off.

133
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

44. The Company had received ` 1,017.04 Lakhs in the year ended 31st March, 2016 from the Hon’ble Debt Recovery Tribunal, Mumbai
towards principal and interest towards loan given to Coromandel Garments Limited (presently under liquidation).

The Company had made a provision of ` 364.99 Lakhs in earlier years which was reversed on receipt of ` 1,017.04 Lakhs from
Coromandel Garments Limited and accounted the balance as interest income during the year ended 31st March, 2016. The Management,
basis the belief that it was a remote future possibility that ` 1,017.04 Lakhs would become refundable upon the final outcome of this
matter, accounted for the receipt as explained above.

In July 2018, in a separate proceeding the Hon’ble High Court, Mumbai directed the Company to refund the aforesaid amount of `
1,017.04 Lakhs with interest. Consequently, the Company refunded ` 1,055.82 Lakhs [including interest calculated from the date of the
order till the date of payment aggregating ` 38.79 Lakhs] and recorded this as an exceptional expense. The Company has subsequently
been directed by the Hon’ble High Court to pay interest from the date the amount was received by the Company, which has been appealed
against by the Company.

The Company has separately filed its Affidavit of Claim for ` 325.00 Lakhs along with interest at the bank rate with the Official Liquidator.
However, since this filing was beyond the time period of filing affidavit, the Company was directed by the Official Liquidator to file for
condonation of delay with the High Court. The Hon’ble High Court vide Order dated 8th April, 2019 condoned the delay in filing of the
claim before the Official Liquidator and directed the Official Liquidator to adjudicate the claim within a period of six months.

45. Details of costs and revenue in respect of Project in progress for the year ended 31st March, 2018.

Methods used to determine the project revenue : Percentage Completion Method


Methods used to determine the stage of completion : The proportion that Project costs incurred for work performed upto the Balance
Sheet date bear to the estimated total project costs.
` in Lakhs
2017-18
Project revenue recognised during the year 9,516.53
Aggregate of Project costs incurred upto the reporting date 11,163.27
Profit recognised upto the reporting date 7,000.86
Advance received for projects in progress as at the reporting date (net of revenue recognised) 185.45
Amount of work-in-progress and the value of inventories as at the reporting date 5,586.14
Unbilled Revenue 4,544.71

(Unbilled revenue represents future instalments receivables from customers based on revenue recognised till Balance Sheet date)

134
ANNUAL REPORT 2018 - 19

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

46. Particulars of loan given / Investments made / guarantees given, as required by clause (4) of Section 186 of the Companies Act, 2013
` in Lakhs
During the year Closing Rate of
Name Given Returned balance Period Interest (%) Purpose
A Investments made (refer Note 8) 3,505.00 - General corporate
1,000.00 purpose
B Loans given
1 Svadeshi Mills Company Limited - - 4,391.78 * N.A. N.A. General corporate
- - 4,391.78 * N.A. N.A. purpose
2 Coromandal Garments Limited - - 364.99 * N.A. N.A. General corporate
- - - purpose
3 Edumetry Inc. USA - - 72.53 * N.A. N.A. General corporate
- - 72.53 * N.A. N.A. purpose
4 Forbes Container Lines Pte - - 302.47 * On Demand 12% General corporate
Limited - - 302.47 * On Demand 12% purpose
5 Forbes Technosys Limited 700.00 700.00 General corporate
- - purpose
C Guarantees given
1 Shapoorji Pallonji Bumi Armada
Offshore - - 3,107.71 N.A. N.A. N.A.
Limited - - 2,906.42 @ N.A. N.A. N.A.

2 Forbes Technosys Limited - - 4,420.00 Continuing N.A.


- - 4,420.00 Continuing N.A. Working Capital
- - 13,500.00 3 years N.A. General corporate
3,500.00 2,500.00 13,500.00 3 years N.A. purpose
3 Shapoorji Pallonji Forbes 374.66 - 374.66 1 year N.A. General corporate
Shipping Limited 350.39 - 350.39 purpose

Note:
* Provided as doubtful
@ Guarantee given $ 44,75,000 (Previous year $ 44,75,000) difference is on account of foreign exchange fluctuations.

Figures in italics are in respect of the previous years.

135
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

47. Net debt reconciliation


` in Lakhs
As at As at
31st Mar., 2019 31st Mar., 2018
Short Term Borrowings (5,313.11) (6,890.84)
Long Term Borrowings (6,226.21) (8,208.22)
Current Maturities of Long Term Borrowings (5,462.87) (1,770.85)
Total debt (17,002.19) (16,869.91)
Cash and Cash equivalents 824.18 2,168.21
Net debt (16,178.01) (14,701.70)

` in Lakhs
Liabilities from financing
Other assets activities
Long term
borrowing
Cash and cash including Short term
equivalents current maturity borrowing Total
Net debt as at 1st April, 2018 2,168.21 (9,979.07) (6,890.84) (14,701.70)
Cash flows (1,344.03) (1,700.00) 1,577.73 (1,466.30)
Interest expense (1,009.11) (615.84) (1,624.95)
Interest paid 999.10 615.84 1,614.94
Net debt as at 31st March, 2019 824.18 (11,689.08) (5,313.11) (16,178.01)

` in Lakhs
Other assets Liabilities from financing activities
Long term
borrowing
Cash and cash including current Short term
equivalents maturity borrowing Total

Net debt as at 1st April, 2017 1,657.06 (10,067.33) (4,920.09) (13,330.36)


Cash flows 511.15 103.77 (1,970.75) (1,355.83)
Interest expense (971.00) (552.93) (1,523.93)
Interest paid 955.49 552.93 1,508.42
Net debt as at 31st March, 2018 2,168.21 (9,979.07) (6,890.84) (14,701.70)

136
ANNUAL REPORT 2018 - 19

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

48. Offsetting financial assets and financial liabilities


` in Lakhs
Gross amounts Net amounts
set off in the presented in
Gross amounts Balance Sheet Balance Sheet
(Financial
(Financial Liabilities (Net Financial
Assets -Trade - Rebates/ Assets - Trade
Receivables) Discounts) Receivables)
31st March, 2019 5,427.82 462.77 4,965.05
Total 5,427.82 462.77 4,965.05

31st March, 2018 5,040.50 314.36 4,726.14


Total 5,040.50 314.36 4,726.14

The Company gives rebates/ discounts mainly for Engineering segment. Under the terms of contract, the amounts payable by the Company are
offset against receivables from customers and only the net amount is settled (i.e. after adjustment towards rebates/ discounts). The relevant
amounts have therefore been presented net in the Balance Sheet.

49. Assets pledged as security

The carrying amounts of assets pledged as security for current and non-current borrowings are:

As at As at
Particulars Notes 31st Mar., 2019 31st Mar., 2018
Current
Floating charge
Financial Assets
- Trade receivables 9 4,113.48 -
- Cash and cash equivalents 13A 824.18 -
- Bank balances other than above 13B 164.71 -
- Loans 10B 23.07 -
- Other financial assets 11B 332.41 -
- Other current assets 14B 693.01 -
6,150.86 -
Non-financial assets
- Inventories 12 4,004.64 -
Total current assets pledged as security 10,155.50 -

Non-current
Specific charge
- Leasehold land 5 10.82 10.99
- Freehold buildings 5 208.30 240.97
- Plant & Machinery 5 2,652.01 2,053.65
- Furniture & fixtures 5 26.76 36.33
- Investment properties 6 216.16 227.24
Total non-currents assets pledged as security 3,114.05 2,569.18
Total assets pledged as security 13,269.55 2,569.18

137
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

50. The real estate development operations under “Project Vicinia” 51. As per Indian Accounting Standard 18/ 115 and Schedule
was being executed at a plot of land situated at Chandivali, III of the Companies Act, 2013, Revenue from Operations
Mumbai as per the terms of the development agreement for the period 1st July, 2017 to 31st March, 2018 does not
between the Company and Videocon Realty and Infrastructure include Goods and Service Tax (GST), however Revenue
Limited (”VRIL”) forming part of the consent terms filed from Operations till the period ended 30th June, 2017 includes
with the Hon’ble Bombay High Court in 2011 for the then Excise Duty. In view of the aforesaid restructuring of indirect
existing dispute. Subject to compliance with the terms of the taxes, Revenue from Operations for the year ended 31st March,
said development agreement, VRIL was entitled to 50% of the 2018 are not comparable with previous year.
saleable area and 50% of the rights in the permissible Floor
Space Index in Project Vicinia. 52. Changes in Accounting Policies

During the current year, considering delays in making critical The Company has three major streams of revenue - sale of
payments by VRIL, to protect the interests of all stakeholders goods (engineering), rental income and real estate development.
including the Company and purchasers of individual flats, the lnd AS 115 ‘Revenue from Contracts with Customers’ is a new
Company terminated the aforesaid development agreement. accounting standard notified by the Ministry of Corporate
Consequently the matter was referred to arbitration and vide Affairs (MCA) on 28th March, 2018 effective from accounting
the arbitration award dated 25th February, 2019 the Company period beginning on or after 1st April, 2018 and replaces the
was directed to pay an amount of ` 15,300.00 Lakhs to VRIL existing revenue recognition standards.
for restitution and that on payment of aforesaid amount, VRIL
would have no interest, rights, title or any claim in respect of (i) According to IND AS 115, revenue is measured at the amount
Project Vicinia. of consideration the Company expects to receive in exchange
for the goods or services when control of the goods or services
Additionally, the Company entered into a Business Transfer and the benefits obtainable from them are transferred to the
Agreement (“BTA”) with Paikar Real Estates Private Limited customer. Revenue is recognised using the following five step
(hereinafter known as “PREPL”), (a fellow subsidiary) dated model specified in IND AS 115:
27th February, 2019 to transfer 50% interest in the aforesaid Step 1: Identify contracts with customers
real estate development project (which the Company got Step 2: Identify performance obligations contained in the
through restitution), by way of slump sale on an as-is-where- contracts
is basis as a going concern for an aggregate consideration of Step 3: Determine the transaction price
` 15,500.00 Lakhs. The board of directors and shareholders’ Step 4: Allocate the transaction price to the performance
approved this transaction with PREPL on 27th February, 2019 obligations
and 29th March, 2019 respectively. As per the terms of BTA, Step 5: Recognize revenue when the performance obligation
the Company did not have ability to control or rights to variable is satisfied
returns over VRIL’s interest in the Project Vicinia which the
Company got pursuant to the arbitration award. The Company applied Ind AS 115 for the first time using the
modified retrospective method of adoption with the date of initial
Subsequently, on receipt of the consideration from PREPL, the application of 1st April, 2018. Under this method, revenue is
Company made payment of ` 15,300.00 Lakhs to VRIL on 2nd measured as the amount of consideration the Company expects
March, 2019 as per terms stated in the arbitration award and to receive in exchange for the goods or services when control
consequently, VRIL’s interest in the development agreement of the goods or services and the benefits obtainable from them
was transferred to PREPL. are transferred to the customer. Control can be transferred at a
certain point in time or over a period of time. The Company
The Company and PREPL are each independently entitled to has recognised the cumulative effect of initially applying Ind
50% of the saleable area, 50% of the rights in the permissible AS 115 as an adjustment to the opening balances of retained
Floor Space Index and for their own individual development earnings as at 1st April, 2018. The comparative information for
and consequent sale of their respective individual flats for the the previous year has not been restated.
specified land being developed.
Entities applying the modified retrospective method can elect to
Pursuant to the aforesaid transaction, the Company incurred apply the revenue standard only to contracts that are not completed
legal and administrative costs aggregating ` 115.10 Lakhs which as at the date of initial application (that is, they would ignore the
have been netted off against the gain on the aforesaid transfer effects of applying the revenue standard to contracts that were
and reflected the net gain on this transaction, aggregating ` completed prior to the date of initial application). However, the
84.90 Lakhs as an exceptional item during the year ended 31st Company has elected to apply the standard to all contracts as at
March, 2019. 1st April, 2018. There is no material impact on adoption of Ind
AS 115 on the engineering and rental income business of the
Company. The impact on the Company’s retained earnings due to
adoption of Ind AS 115 on the real estate development business
as at 1st April, 2018 is as follows:

138
ANNUAL REPORT 2018 - 19

NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

Particulars 1st April, 2018


Retained Earnings (as previously reported) 7,877.29
Reversal of net profit on real estate projects under development (comprising income from real estate contracts
aggregating `1,89,36.56 Lakhs net of real estate development costs aggregating `1,11,63.27 Lakhs) (7,773.29)
Increase in Deferred Tax Assets on account of reversal of net profit on real estate projects under development 2,690.18
Adjustment to retained earnings from adoption of Ind AS 115 (5,083.12)
Retained Earnings (revised) post adoption of Ind AS 115 2,794.17

(ii) The following table presents the amounts by which each financial statement line item is affected in the current year ended 31st March,
2019 by the application of Ind AS 115 as compared with the previous revenue recognition requirements. Line items that were not
affected by the changes have not been included. As a result, the sub-totals and totals disclosed cannot be recalculated from the numbers
provided.

Balance Sheet (Extract)


31st March, 2019
without adoption Increase/ 31st March, 2019
Particulars of Ind AS 115 (Decrease) as reported
Non-Current Assets
Deferred Tax Asset (net) 1,779.69 3,212.73 4,992.42
Income Tax Asset (net) 1,202.77 100.76 1,303.53
Total Non-Current Assets 36,841.39 3,313.49 40,154.88

Current Assets
Inventories 11,949.87 16,359.08 28,308.95
Other Financial Assets 3,890.30 (3,557.89) 332.41
Total Current Assets 21,663.04 12,801.19 34,464.23
Total Assets 58,504.43 16,114.68 74,619.11

Current Liabilities
Other Current Liabilities 2,831.21 24,265.78 27,096.99
Current Tax Liabilities 759.28 (697.43) 61.85
Total Current Liabilities 20,622.04 23,568.35 44,190.39
Total Liabilities 27,639.05 23,568.35 51,207.40

Net Assets 30,865.38 (7,453.67) 23,411.71


Other Equity 29,575.52 (7,453.67) 22,121.85
Total Equity 30,865.38 (7,453.67) 23,411.71

Statement of Profit and Loss (extract) for the year ended 31st March, 2019
31st March, 2019
without adoption Increase/ 31st March, 2019
Particulars of Ind AS 115 (Decrease) as reported
Revenue from Operations 31,607.76 (8,880.18) 22,727.58
Total Income 33,418.99 (8,880.18) 24,538.81
Changes in inventories of finished goods, work-in-progress and stock-in-
trade (3,217.11) (5,195.81) (8,412.92)
Total Expenses 27,724.89 (5,195.81) 22,529.08

Profit before Exceptional Items and Tax 5,694.10 (3,684.37) 2,009.73


Profit Before Tax 4,723.18 (3,684.37) 1,038.81

Income Tax Expense (current and deferred tax including MAT) 1,325.44 (1,313.82) 11.62
Profit for the year 3,397.74 (2,370.55) 1,027.19

Total Comprehensive Income for the year 3,398.38 (2,370.55) 1,027.83


Earnings per equity share attributable to the Owners (Basic and
Diluted) 26.34 (18.38) 7.96

139
NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 - Continued

In respect of property development projects undertaken by the in inventories as on 31st March, 2019 aggregating ` 16,359.08
Company, as per the earlier accounting standard, the Company Lakhs has been reflected in the extract of Balance Sheet above.
followed percentage of completion method as per the Guidance All instalment payments received from the customers till date
Note on Accounting for Real Estate Transactions for recognising aggregating ` 25,461.61 Lakhs (installments received till
revenue from projects, based on estimation of the outcome of 31st March, 2018 aggregates ` 14,577.30 Lakhs) have been
the project when the relevant conditions are completed [refer accounted for as advances from customers as on 31st March,
Note (xvii) in significant accounting policies]. 2019 instead of ` 1,195.83 Lakhs as per the earlier policy.
Consequently, the increase in advances from customers as on
With the application of Ind AS 115, the focus for revenue 31st March, 2019 aggregating ` 24,265.78 Lakhs has been
recognition has shifted from risks and rewards to transfer of reflected in the extract of Balance Sheet above. Also, unbilled
control. Control is said to be transferred at a point in time in revenue as on 31st March, 2019 aggregating ` 3,557.89 Lakhs
respect of real estate development projects as the Company has been adjusted from advances received from customers.
does not fulfill any of the criteria for satisfaction of performance
obligation and revenue recognition over time as explained in The Company has disclosed contract liabilities towards advances
note 2 (xvii). from customers aggregating `26,153.85 Lakhs (Previous year
`683.90 Lakhs) in Note 21. There are no contract assets arising
Consequently, effective 1st April, 2018 as per requirements of on account of implementation of Ind AS 115. There is no
Ind AS 115, the Company would recognise revenue at a point in revenue recognised in the current year from contract liabilities
time for real estate development projects when the performance existing at the beginning of the year.
obligation has been completed and the transfer of control
to the customer takes places as against revenue recognition 53. The Board of Directors of the Company has recommended
as per percentage of completion method as explained above. a dividend of ` 2.50 (25%) per equity share for the year
Accordingly, net impact on opening retained earnings ended 31st March, 2019 and an additional Special Centenary
aggregating ` 5,083.11 Lakhs (comprising reversal of income Year Dividend of ` 2.50 (25%) per equity share. There is no
from real estate contracts aggregating ` 18,936.56 Lakhs, other material subsequent event occurred after Balance Sheet
partially offset by real estate development costs aggregating ` date.
11,163.27 Lakhs and deferred tax asset aggregating ` 2,690.18
Lakhs) has been adjusted above as on 31st March, 2018. 54. Previous year figures have been regrouped/ reclassified,
Additionally, all real estate developments costs incurred till date wherever necessary to conform to current year classification.
aggregating ` 24,304.31 Lakhs (costs incurred till 31st March,
2018 aggregates ` 16,749.40 Lakhs) have been inventorised as 55. The financial statements were approved by the Board of
real estate work-in-progress as on 31st March, 2019 instead of ` Directors of the Company at their respective meetings held on
7,945.23 Lakhs as per earlier policy. Consequently, the increase 30th May, 2019.

Signature to Notes 1 to 55

In terms of our report of even date

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors

Firm Registration No. 012754N/N500016


Chartered Accountants M. C. TAHILYANI
Managing Director
Sarah George NIRMAL JAGAWAT DIN : 1423084
Partner Chief Financial Officer
Membership Number: 045255
PANKAJ KHATTAR JAI L. MAVANI
Company Secretary Director
Membership No : F5300 DIN : 5260191

Place: Mumbai Place: Mumbai


Date: 30th May, 2019 Date: 30th May, 2019

140
ANNUAL REPORT 2018 - 19

Independent Auditors’ Report

To the Members of Forbes & Company Limited Basis for Opinion


Report on the Audit of the Consolidated Financial Statements
3. We conducted our audit in accordance with the Standards on
Opinion Auditing (SAs) specified under section 143(10) of the Act. Our
responsibilities under those Standards are further described in
1. We have audited the accompanying consolidated financial the Auditor’s Responsibilities for the Audit of the Consolidated
statements of Forbes & Company Limited (hereinafter referred Financial Statements section of our report. We are independent
to as the ‘Holding Company”) and its subsidiaries (Holding of the Group, its associates and joint ventures in accordance
Company and its subsidiaries together referred to as “the with the ethical requirements that are relevant to our audit of
Group”), its associates and joint ventures (refer Note 2.2 to the the consolidated financial statements in India in terms of the
attached consolidated financial statements), which comprise the Code of Ethics issued by the Institute of Chartered Accountants
consolidated Balance Sheet as at March 31, 2019, the consolidated of India (“ICAI”) and the relevant provisions of the Act, and
Statement of Profit and Loss including Other Comprehensive we have fulfilled our other ethical responsibilities in accordance
Income, the consolidated Statement of Changes in Equity, the with these requirements. We believe that the audit evidence we
consolidated Cash Flows Statement for the year then ended, have obtained and the audit evidence obtained by the other
and notes to the consolidated financial statements, including a auditors in terms of their reports referred to in sub-paragraph
summary of significant accounting policies and other explanatory 18 of the Other Matters paragraph below, is sufficient and
information prepared based on the relevant records (hereinafter appropriate to provide a basis for our opinion.
referred to as “the consolidated financial statements”).
Key Audit Matters
2. In our opinion and to the best of our information and according
to the explanations given to us, the aforesaid consolidated 4. Key audit matters are those matters that, in our professional
financial statements give the information required by the judgment, were of most significance in our audit of the
Companies Act, 2013 (“the Act”) in the manner so required consolidated financial statements of the current period. These
and give a true and fair view in conformity with the accounting matters were addressed in the context of our audit of the
principles generally accepted in India, of the consolidated consolidated financial statements as a whole, and in forming
state of affairs of the Group, its associates and joint ventures our opinion thereon, and we do not provide a separate opinion
as at March 31, 2019, of consolidated total comprehensive on these matters.
income (comprising of loss and other comprehensive income),
consolidated changes in equity and its consolidated cash flows
for the year then ended.

Key audit matter How our audit addressed the key audit matter
(a) Impairment risk of investment in and receivables from a Our procedures in relation to management’s assessment of
wholly owned subsidiary and (b) Financial exposure relating to impairment risk and financial exposure included the following:
guarantee given to the same subsidiary (Refer Notes 8, 9, 11, 39 • Evaluating and validating the design and operating effectiveness
and 40 to the standalone financial statements) of the controls over determination of recoverable value of
investments and receivable (including valuation model,
The Company has investment aggregating Rs.7,934.82 Lakhs in assumptions and judgements);
Forbes Technosys Limited (FTL), a wholly owned subsidiary and • Assessing the accuracy and reasonableness of the input data
also has financial exposure by way of outstanding receivables provided by the Management by way of agreeing with approved
aggregating Rs. 337.85 Lakhs and financial guarantees to FTL budgets;
amounting to Rs. 17,920 Lakhs. • Analysis of past trends by comparing the historical results vis-à-
vis corresponding budgets;
During the year ended March 31, 2019, FTL has earned total • Evaluating management expert’s independence, competence,
comprehensive income aggregating Rs. 3.26 Lakhs and FTL’s current capabilities and objectivity;
liabilities exceeded its current assets by Rs. 4,937.76 Lakhs. This is an • Assessing along with the auditors’ experts the reasonableness of
indicator of potential impairment of the investments, outstanding the Company’s process regarding impairment assessment and
receiv ables and financial exposure relating to financial guarantees given. assumptions used in the impairment model;
• Developing independent expectations regarding the impairment
The management has estimated that FTL’s net recoverable value is testing based on our understanding of the business, external
sufficient to cover the cumulative carrying value of total exposure in industry trends and the subsidiary’s historic business activity.
FTL comprising investments, outstanding receivables and liability, • Evaluating the Company’s impairment testing results against
if any, towards financial guarantees, basis valuation performed by our expectations;
the management’s expert who is an independent professional valuer.

141
Key audit matter How our audit addressed the key audit matter
The recoverable value of the investment has been determined using • Performing sensitivity analysis and evaluating whether any
the discounted cash flow method, transaction multiple method and reasonably foreseeable change in assumptions could lead to
market multiple method, which involved significant estimates and impairment; and
judgement, including earning growth rate, cost escalation/savings, • Testing the mathematical accuracy of the underlying calcula-
discount rate, terminal growth rate, transaction multiples etc. and is tions.
highly dependent on the management expert’s inputs and assumptions, Based on the above procedures performed, the management’s
and is hence considered as a Key Audit Matter. assessment in respect of impairment risk of investment in and
receivables from a wholly owned subsidiary, and financial exposure
relating to guarantee is considered to be reasonable.
First time implementation of Revenue recognition standard (Ind- Our audit procedures included obtaining a listing of contracts with
AS 115) for Real Estate Development Activities (Refer Notes 25 customers from the Management, and carrying out a combination
and 52 to the standalone financial statements) of testing of internal financial controls with reference to financial
statements for revenue recognition over real estate projects and test
Consequent to the implementation of Ind-AS 115, effective April 1, of details on a sample of transactions, which included:
2018, there has been change in the Company’s policy for revenue • Obtaining an understanding of the process and testing key con-
recognition in respect of its real estate development projects. trols followed by the management over revenue recognition for
real estate development projects including controls surrounding
The determination of the period over which revenue from real estate implementation of Ind-AS 115;
development activities should be recognized, the timing of transfer of • Evaluating existence and completeness of the list of contracts
control to the customer; and determination of whether the Company with customers, and examining the mathematical accuracy
has an enforceable right to payment as per requirements of Ind-AS including impact of transitional adjustments as on April 1, 2018;
115 involves significant judgement by the Management. • Obtaining evidence regarding the transfer of control considering
the criteria as per Ind-AS 115 for ensuring existence of enforce-
Revenue recognition for real estate development activities is ability of payment for work completed to date; and
considered as a key audit matter considering significance of amounts • Testing the accuracy and completeness of disclosures in the
involved, substantial transitional impact due to implementation standalone financial statements including those relating to the
of Ind-AS 115 along with related disclosures and involvement of change in the accounting policy for revenue recognition as per
management judgement in establishing enforceable right to payment the requirements of the applicable Indian Accounting Standards.
for performance completed to date. Based on the above audit procedures performed, we did not come
across any significant exceptions with regard to the first time im-
plementation of Ind-AS 115 in respect of real estate development
activities.
Assessment of Provisions and Contingent Liabilities Our audit procedures included the following:
• Understanding and evaluating the process and controls designed
Refer to Notes 19A and 39 to the standalone financial statements. and implemented by the management including testing relevant
controls;
As at March 31, 2019, in respect of certain direct, indirect tax • Obtaining the details of the related matters, inspecting the
matters and other litigations, the Company had recognised provisions supporting evidences and assessing management’s evaluation
aggregating Rs. 277.98 Lakhs and disclosed contingent liabilities through discussions with management on both the probability of
aggregating Rs. 12,432.50 Lakhs. the ultimate outcome and the magnitude of financial impact;
• Reading recent orders and/ or communication received from
The Company undergoes assessment proceedings and related the tax authorities/ with certain other parties and management
litigations with direct and indirect tax authorities and with certain responses to such communication;
other parties , during the normal course of business. There is a high • Where relevant, reading the most recent available independent
level of management judgement required in estimating the level tax / legal advice obtained by management and evaluation of the
of provisioning and/or the disclosures required. The judgement of grounds presented therein;
the Management is supported by advice from independent tax and • Evaluating independence, objectivity and competence of the
legal consultants, as considered necessary by the management. management’s tax / legal consultants;
Accordingly, unexpected adverse outcomes could significantly • Obtaining direct written confirmations from the Company’s
impact the Company’s reported profit and Balance Sheet position. legal/ tax consultants (internal/ external) to confirm the status of
the assessments as well as had direct discussion with them as
and when required.
• Understanding the current status of the direct and indirect tax
assessments/ litigations;

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ANNUAL REPORT 2018 - 19

Key audit matter How our audit addressed the key audit matter
We considered the above area as the key audit matter due to associated • Together with the auditor’s tax experts, assessed the likelihood
uncertainty of the ultimate outcome and significant management of the potential financial exposures.
judgement involved. • Assessing the adequacy of disclosures in the standalone financial
statements.
Based on the above procedures we did not identify any material
exceptions relating to management’s assessment of provisions and
contingent liabilities.

5. The following Key Audit Matters were included in the audit Description of Key Audit Matter:
report dated May 6, 2019, containing an unmodified audit
opinion on the financial statements of Forbes Technosys As on March 31, 2019, the carrying amounts of internally
Limited, a subsidiary of the Holding Company issued by an generated intangible assets recognised and intangible assets
independent firm of Chartered Accountant reproduced as under: under development were Rs.3,602.31 lakhs and Rs.8,324.76
lakhs respectively, which together represent 49.83% of the total
a) Going Concern Assessment assets of the Company.

Description of Key Audit Matter: Recognition and impairment testing of intangible assets
requires the Company to assess the probability of expected
The Company had accumulated losses of Rs.8,244.89 lakhs as future economic benefits using reasonable and supportable
on March 31, 2019 and its current liabilities exceeded its current assumptions that represent management’s best estimate of the
assets by Rs.4,937.76 lakhs as on that date. These conditions set of economic conditions that will exist over the useful life
indicate requirement of assessment of the Company’s ability to of the asset.
continue as a going concern.
The Company uses judgement to assess the degree of certainty
The Company’s financial statements have been prepared on a attached to the flow of future economic benefits that are
going concern basis on the reporting date. The management’s attributable to the use of the asset on the basis of the evidence
statement in respect of going concern assessment is set out in available at the time of initial recognition, giving greater weight
Note 34 of the financial statements. to external evidence.

Our response: Refer note 2.7, note 2.8, note 4A, 4B and subheading (b) and
(c) under non-current assets on balance sheet of the financial
• We evaluated the appropriateness of management’s use of going statements for accounting policies and carrying amounts of the
concern basis of accounting in the preparation of financial said assets and impairment testing.
statements in accordance with Standard on Auditing issued by
ICAI in this regard. Our response:

• We evaluated the management’s plans for future actions in • We evaluated the appropriateness of management’s identification
relation to its going concern assessment, to assess whether the of the intangible asset and that the recognition process meets the
outcome of those plans is likely to improve the situation and requirements of Ind AS 38 ‘Intangible Assets’.
whether management’s plans are feasible in the circumstances.
• We held discussions with technical team overseeing the
• We assessed the possible mitigating actions identified by development process to understand the feasibility of the assets
management in the event that actual cash flows are below under development and other resources currently available as
forecast. well as resources required to complete the assets.

• We assessed the prospects of refinance or renewal or repayment • We reviewed the process of identifying, measurement and
of fixed term borrowings approaching maturity in next 12 allocation of costs that were directly attributable to the assets
months based on past experience of the Company and corporate under development.
guarantees issued by the holding company.
• We used a combination of test of controls and substantive
• We discussed and obtained a written letter from the holding procedures on a test check basis based on selected samples
company indicating its intention and ability to support the of costs being incurred and capitalised under assets under
Company. development.

b) Capitalisation of internally generated intangible assets • We reviewed the impairment testing carried out by the Company
(including assets under development) and their impairment while verifying the carrying amount of the intangible assets
testing under development.

143
c) First time adoption of Ind AS 115 “Revenue from Contracts • We assessed the Company’s process to identify the impact of
with Customers” adoption of the new revenue accounting standard.

Description of Key Audit Matter: • We selected a sample of continuing and new contracts, and
tested the operating effectiveness of the internal control and
The application of the new revenue accounting standard involves substantive testing, relating to identification of the distinct
certain key judgements relating to identification of distinct performance obligations and determination of transaction price.
performance obligations, determination of transaction price of
the identified performance obligations, the appropriateness of • We selected sample documents relating to delivery of goods and
the basis used to measure revenue recognised over a period. documentation of performance of service, including customer
acceptances to verify the transfer of control (either ‘point in
Refer note 2.3 and note 18 of the financial statements for time’ or ‘over time’) for revenue recognition.
accounting policies for revenue recognition and revenue
recognised during year under various heads. • We considered the terms of the contracts to determine the
transaction price to verify the transaction price used to compute
Our response: revenue.

• Our audit approach consisted testing of the design and operating • In respect of samples relating to fixed price contracts, progress
effectiveness of the internal controls and substantive testing on towards satisfaction of performance obligation used to compute
test check basis based on selected samples of contracts with recorded revenue was verified with actual and estimated efforts
customers. from the time recording and budgeting systems.

6. An unmodified audit opinion dated May 21, 2019 on the consolidated financial statements of Eureka Forbes Limited, a subsidiary of the
Holding Company was issued by an independent firm of Chartered Accountants and the following key audit matters and related audit
procedures communicated to us on May 27, 2019 by the auditors of Eureka Forbes Limited, are reproduced as under:

Key audit matter How our audit addressed the key audit matter
Carrying value of Lux goodwill In conjunction with internal valuation experts and component
auditors, our procedures included, amongst others:
Refer to Note 4 ‘Goodwill on Consolidation’. Included in the Group’s • Understanding and evaluating the design and implementation
Consolidated Balance Sheet as at March 31, 2019 is goodwill relating and operating effectiveness of the Parent Company’s control over
to the Lux business of Rs. 49,830.36 lakhs. review of impairment assessment of Goodwill.
• Evaluating the ‘value in use’ discounted cash flow models
Management has assessed the recoverable amount of the goodwill developed by management to assess the recoverable amount
relating to the Lux business utilizing discounted cash flow model of the goodwill, including critically assessing the following
which includes significant judgement in respect of assumptions assumptions:
such as discount rates and future projections, as well as economic
- discount rate;
assumptions such as growth rates.
- forecast cash flows;
- growth rates by reference to recent performance; and
We focused on this area as a key audit matter due to the judgement
involved in forecasting future cash flows and the selection of - terminal growth rate.
assumptions.
We corroborated market related assumptions in respect of the discount
rate by reference to external data.
• Testing the mathematical accuracy of the cash flow model.
• Agreeing relevant data to the latest Board approved forecasts.
• Assessing the historical accuracy of forecasting of the Group in
relation to cash flows of cash generating unit.
• Performing sensitivity analysis on discount rate.
• Assessing the appropriateness of the relevant disclosures in the
financial statements.

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ANNUAL REPORT 2018 - 19

Key audit matter How our audit addressed the key audit matter
Refer to Note 31. XIII ‘‘Terms of Borrowings’’. Our procedures included, amongst others:
• Testing of payment of interest and repayment of principal that are
Management has classified Borrowings as at the Balance sheet due during the year, in order to verify if there is a default in such
date, into current and non-current liabilities based on the repayment payments.
schedule in accordance with the terms of borrowings. • Obtaining balance confirmation from banks for confirmation on
outstanding loan balances.
Based on the filings done with the bankers, there were breach • Reviewing communications by the management with the lenders
in maintaining some of the financial ratios which is one of the during the year, for submission of financial ratios based on the
requirements as per the borrowing terms. audited financial statements for the financial year 2017-18 and
request for condonement and grant of waiver for additional
We focused on this area as a key audit matter due to the judgement
margin.
involved in presenting borrowings as current/non-current based on
the original terms of repayment as per the borrowing schedule.

Other Information maintenance of adequate internal financial controls, that were


operating effectively for ensuring accuracy and completeness
7. The Holding Company’s Board of Directors is responsible of the accounting records, relevant to the preparation and
for the other information. The other information comprises presentation of the financial statements that give a true and
the information included in the board report and corporate fair view and are free from material misstatement, whether
governance report, but does not include the consolidated due to fraud or error, which have been used for the purpose
financial statements and our auditors’ report thereon. of preparation of the consolidated financial statements by the
Directors of the Holding Company, as aforesaid.
8. Our opinion on the consolidated financial statements does not
cover the other information and we do not express any form of 11. In preparing the consolidated financial statements, the
assurance conclusion thereon. respective Board of Directors of the companies included in the
Group and of its associates and joint ventures are responsible
9. In connection with our audit of the consolidated financial for assessing the ability of the Group and of its associates and
statements, our responsibility is to read the other information joint ventures to continue as a going concern, disclosing, as
and, in doing so, consider whether the other information applicable, matters related to going concern and using the going
is materially inconsistent with the consolidated financial concern basis of accounting unless management either intends
statements or our knowledge obtained in the audit or otherwise to liquidate the Group or to cease operations, or has no realistic
appears to be materially misstated. If, based on the work we alternative but to do so.
have performed and the reports of the other auditors as furnished
to us (Refer paragraph 18 below), we conclude that there is a 12. The respective Board of Directors of the companies included in
material misstatement of this other information, we are required the Group and of its associates and joint ventures are responsible
to report that fact. for overseeing the financial reporting process of the Group and
of its associates and joint ventures.
We have nothing to report in this regard.
Auditor’s Responsibilities for the Audit of the Consolidated
Responsibilities of Management and Those Charged with Financial Statements
Governance for the Consolidated Financial Statements
13. Our objectives are to obtain reasonable assurance about whether
10. The Holding Company’s Board of Directors is responsible the consolidated financial statements as a whole are free from
for the preparation and presentation of these consolidated material misstatement, whether due to fraud or error, and to
financial statements in terms of the requirements of the Act issue an auditor’s report that includes our opinion. Reasonable
that give a true and fair view of the consolidated financial assurance is a high level of assurance, but is not a guarantee that
position, consolidated financial performance and consolidated an audit conducted in accordance with SAs will always detect
cash flows, and changes in equity of the Group including its a material misstatement when it exists. Misstatements can arise
associates and joint ventures in accordance with the accounting from fraud or error and are considered material if, individually
principles generally accepted in India, including the Accounting or in the aggregate, they could reasonably be expected to
Standards specified under section 133 of the Act. The respective influence the economic decisions of users taken on the basis of
Board of Directors of the companies included in the Group these consolidated financial statements.
and of its associates and joint ventures are responsible for
maintenance of adequate accounting records in accordance 14. As part of an audit in accordance with SAs, we exercise
with the provisions of the Act for safeguarding the assets professional judgment and maintain professional skepticism
of the Group and for preventing and detecting frauds and throughout the audit. We also:
other irregularities; selection and application of appropriate
accounting policies; making judgments and estimates that are • Identify and assess the risks of material misstatement of the
reasonable and prudent; and the design, implementation and consolidated financial statements, whether due to fraud or error,

145
design and perform audit procedures responsive to those risks, 15. We communicate with those charged with governance of
and obtain audit evidence that is sufficient and appropriate to the Holding Company and such other entities included in
provide a basis for our opinion. The risk of not detecting a the consolidated financial statements of which we are the
material misstatement resulting from fraud is higher than for one independent auditors regarding, among other matters, the
resulting from error, as fraud may involve collusion, forgery, planned scope and timing of the audit and significant audit
intentional omissions, misrepresentations, or the override of findings, including any significant deficiencies in internal
internal control. control that we identify during our audit.

• Obtain an understanding of internal control relevant to the audit 16. We also provide those charged with governance with a statement
in order to design audit procedures that are appropriate in the that we have complied with relevant ethical requirements
circumstances. Under section 143(3)(i) of the Act, we are also regarding independence, and to communicate with them all
responsible for expressing our opinion on whether the Holding relationships and other matters that may reasonably be thought
company has adequate internal financial controls with reference to bear on our independence, and where applicable, related
to financial statements in place and the operating effectiveness safeguards.
of such controls.
17. From the matters communicated with those charged with
• Evaluate the appropriateness of accounting policies used and the governance, we determine those matters that were of most
reasonableness of accounting estimates and related disclosures significance in the audit of the consolidated financial statements
made by management. of the current period and are therefore the key audit matters.
We describe these matters in our auditor’s report unless law or
• Conclude on the appropriateness of management’s use of the regulation precludes public disclosure about the matter or when,
going concern basis of accounting and, based on the audit in extremely rare circumstances, we determine that a matter
evidence obtained, whether a material uncertainty exists related should not be communicated in our report because the adverse
to events or conditions that may cast significant doubt on the consequences of doing so would reasonably be expected to
ability of the Group and its associates and jointly controlled outweigh the public interest benefits of such communication.
entities to continue as a going concern. If we conclude that a
material uncertainty exists, we are required to draw attention in Other Matters
our auditor’s report to the related disclosures in the consolidated
financial statements or, if such disclosures are inadequate, to 18. We did not audit the financial statements of 26 subsidiaries whose
modify our opinion. Our conclusions are based on the audit financial statements reflect total assets of Rs. 245,379.37 Lakhs
evidence obtained up to the date of our auditor’s report. and net assets of Rs. 44,231.89 Lakhs as at March 31, 2019,
However, future events or conditions may cause the Group and total revenue of Rs. 262,777.09 Lakhs, total comprehensive
its associates and joint ventures to cease to continue as a going income (comprising of loss and other comprehensive income)
concern. of Rs. 2,322.87 Lakhs and net cash outflows amounting
to Rs. 5,299.67 Lakhs for the year ended on that date, as
• Evaluate the overall presentation, structure and content of the considered in the consolidated financial statements. The
consolidated financial statements, including the disclosures, consolidated financial statements also include the Group’s share
and whether the consolidated financial statements represent the of total comprehensive income (comprising of profit and other
underlying transactions and events in a manner that achieves comprehensive income) of Rs.721.30 Lakhs for the year ended
fair presentation. March 31, 2019 as considered in the consolidated financial
statements, in respect of 3 associate companies and 5 joint
• Obtain sufficient appropriate audit evidence regarding the ventures respectively, whose financial statements have not been
financial information of the entities or business activities within audited by us. These financial statements have been audited by
the Group and its associates and jointly controlled entities to other auditors whose reports have been furnished to us by the
express an opinion on the consolidated financial statements. We Management, and our opinion on the consolidated financial
are responsible for the direction, supervision and performance statements insofar as it relates to the amounts and disclosures
of the audit of the financial statements of such entities included included in respect of these subsidiaries, joint ventures and
in the consolidated financial statements of which we are the associate companies and our report in terms of sub-section (3)
independent auditors. For the other entities included in the of Section 143 of the Act including report on Other Information
consolidated financial statements, which have been audited by insofar as it relates to the aforesaid subsidiaries, joint ventures
other auditors, such other auditors remain responsible for the and associates, is based solely on the reports of such other
direction, supervision and performance of the audits carried out auditors.
by them. We remain solely responsible for our audit opinion. Our opinion on the consolidated financial statements, and our
report on Other Legal and Regulatory Requirements below, is
not modified in respect of the above matters with respect to our
reliance on the work done and the reports of the other auditors.

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ANNUAL REPORT 2018 - 19

Report on Other Legal and Regulatory Requirements disqualified as on March 31, 2019 from being appointed as a
director in terms of Section 164(2) of the Act.
19. As required by Section 143(3) of the Act, we report, to the
extent applicable, that: (f) With respect to the adequacy of internal financial controls with
reference to financial statements of the Group and the operating
(a) We have sought and obtained all the information and effectiveness of such controls, refer to our separate report in
explanations which to the best of our knowledge and belief Annexure A.
were necessary for the purposes of our audit of the aforesaid
consolidated financial statements. (g) With respect to the other matters to be included in the Auditor’s
Report in accordance with Rule 11 of the Companies (Audit
(b) In our opinion, proper books of account as required by law and Auditor’s) Rules, 2014, in our opinion and to the best of our
relating to preparation of the aforesaid consolidated financial information and according to the explanations given to us:
statements have been kept so far as it appears from our
examination of those books and the reports of the other auditors. i. The consolidated financial statements disclose the impact, if
any, of pending litigations on the consolidated financial position
(c) The Consolidated Balance Sheet, the Consolidated Statement of the Group, its associates and joint ventures– Refer Notes 21
of Profit and Loss (including other comprehensive income), and 40 to the consolidated financial statements.
Consolidated Statement of Changes in Equity and the
Consolidated Cash Flow Statement dealt with by this Report ii. Provision has been made in the consolidated financial
are in agreement with the relevant books of account and records statements, as required under the applicable law or accounting
maintained for the purpose of preparation of the consolidated standards, for material foreseeable losses, if any, on long-term
financial statements. contracts including derivative contracts as at March 31, 2019
– Refer Note 20B to the consolidated financial statements in
(d) In our opinion, the aforesaid consolidated financial statements respect of such items as it relates to the Group, its associates and
comply with the Accounting Standards specified under Section joint ventures.
133 of the Act.
iii. There has been no delay in transferring amounts, required to be
(e) On the basis of the written representations received from the transferred, to the Investor Education and Protection Fund by
directors of the Holding Company as on March 31, 2019 taken the Holding Company and its subsidiary companies, associate
on record by the Board of Directors of the Holding Company companies and joint ventures incorporated in India.
and the reports of the statutory auditors of its subsidiary
companies, associate companies and joint ventures incorporated iv. The reporting on disclosures relating to Specified Bank Notes
in India, none of the directors of the Group companies, its is not applicable to the Group, associate companies and joint
associate companies and joint ventures incorporated in India is ventures for the year ended March 31, 2019.

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Firm Registration Number: 012754N/N500016
Chartered Accountants

Sarah George
Place: Mumbai Partner
Date : May 30, 2019 Membership Number: 045255

147
Annexure A to Independent Auditors’ Report perform the audit to obtain reasonable assurance about whether
Referred to in paragraph 19(f) of the Independent Auditors’ adequate internal financial controls with reference to financial
Report of even date to the members of Forbes & Company statements was established and maintained and if such controls
Limited on the consolidated financial statements for the year operated effectively in all material respects.
ended March 31, 2019
4. Our audit involves performing procedures to obtain audit
Report on the Internal Financial Controls under Clause (i) of evidence about the adequacy of the internal financial controls
Sub-section 3 of Section 143 of the Act system over financial reporting and their operating effectiveness.
Our audit of internal financial controls with reference to
1. In conjunction with our audit of the consolidated financial financial statements included obtaining an understanding of
statements of the Company as of and for the year ended March internal financial controls with reference to financial statements,
31, 2019, we have audited the internal financial controls assessing the risk that a material weakness exists, and testing
with reference to financial statements of Forbes & Company and evaluating the design and operating effectiveness of internal
Limited (hereinafter referred to as “the Holding Company”) control based on the assessed risk. The procedures selected
and its subsidiary companies, its associate companies and joint depend on the auditor’s judgement, including the assessment
ventures, which are companies incorporated in India, as of that of the risks of material misstatement of the financial statements,
date. whether due to fraud or error.

Management’s Responsibility for Internal Financial Controls 5. We believe that the audit evidence we have obtained and the
audit evidence obtained by the other auditors in terms of their
2. The respective Board of Directors of the Holding company, reports referred to in the Other Matters paragraph below, is
its subsidiary companies, its associate companies and joint sufficient and appropriate to provide a basis for our audit
ventures, to whom reporting under clause (i) of sub section opinion on the Company’s internal financial controls system
3 of Section 143 of the Act in respect of the adequacy of the over financial reporting.
internal financial controls over financial reporting is applicable,
which are companies incorporated in India, are responsible for Meaning of Internal Financial Controls with reference to
establishing and maintaining internal financial controls based financial statements
on internal control over financial reporting criteria established
by the Company considering the essential components of 6. A company’s internal financial control with reference to
internal control stated in the Guidance Note on Audit of financial statements is a process designed to provide reasonable
Internal Financial Controls Over Financial Reporting issued assurance regarding the reliability of financial reporting and
by the Institute of Chartered Accountants of India (ICAI). the preparation of financial statements for external purposes in
These responsibilities include the design, implementation accordance with generally accepted accounting principles. A
and maintenance of adequate internal financial controls company’s internal financial control with reference to financial
that were operating effectively for ensuring the orderly and statements includes those policies and procedures that (1)
efficient conduct of its business, including adherence to the pertain to the maintenance of records that, in reasonable detail,
respective company’s policies, the safeguarding of its assets, accurately and fairly reflect the transactions and dispositions
the prevention and detection of frauds and errors, the accuracy of the assets of the company; (2) provide reasonable assurance
and completeness of the accounting records, and the timely that transactions are recorded as necessary to permit preparation
preparation of reliable financial information, as required under of financial statements in accordance with generally accepted
the Act. accounting principles, and that receipts and expenditures
of the company are being made only in accordance with
Auditor’s Responsibility authorisations of management and directors of the company;
and (3) provide reasonable assurance regarding prevention or
3. Our responsibility is to express an opinion on the Company’s timely detection of unauthorised acquisition, use, or disposition
internal financial controls with reference to financial statements of the company’s assets that could have a material effect on the
based on our audit. We conducted our audit in accordance with financial statements.
the Guidance Note on Audit of Internal Financial Controls
Over Financial Reporting (the “Guidance Note”) issued by the Inherent Limitations of Internal Financial Controls with
ICAI and the Standards on Auditing deemed to be prescribed reference to financial statements
under section 143(10) of the Companies Act, 2013, to the
extent applicable to an audit of internal financial controls, both 7. Because of the inherent limitations of internal financial controls
applicable to an audit of internal financial controls and both with reference to financial statements, including the possibility
issued by the ICAI. Those Standards and the Guidance Note of collusion or improper management override of controls,
require that we comply with ethical requirements and plan and material misstatements due to error or fraud may occur and not

148
ANNUAL REPORT 2018 - 19

be detected. Also, projections of any evaluation of the internal criteria established by the Company considering the essential
financial controls with reference to financial statements to components of internal control stated in the Guidance Note on
future periods are subject to the risk that the internal financial Audit of Internal Financial Controls Over Financial Reporting
control with reference to financial statements may become issued by the Institute of Chartered Accountants of India.
inadequate because of changes in conditions, or that the degree
of compliance with the policies or procedures may deteriorate. Other Matters

Opinion 9. Our aforesaid reports under Section 143(3)(i) of the Act on the
adequacy and operating effectiveness of the internal financial
8. In our opinion, the Holding Company, its subsidiary companies, controls with respect to financial statements insofar as it relates
its associate companies and joint ventures, which are companies to 11 subsidiary companies, 2 associate companies and 4 joint
incorporated in India, have, in all material respects, an adequate ventures, which are companies incorporated in India, is based
internal financial controls system with reference to financial on the corresponding reports of the auditors of such companies
statements and such internal financial controls with reference incorporated in India. Our opinion is not qualified in respect of
to financial statements were operating effectively as at March this matter.
31, 2019, based on the internal control over financial reporting

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Chartered Accountants

Sarah George
Place: Mumbai Partner
Date : May 30, 2019 Membership Number: 045255

149
CONSOLIDATED BALANCE SHEET AS AT 31ST MARCH, 2019

As at As at
31st Mar., 31st Mar.,
Note 2019 2018
Particulars No. ` in Lakhs ` in Lakhs ` in Lakhs
ASSETS
1 Non-current assets
Property, Plant and Equipment 5 55,274.87 60,107.67
Capital work-in-progress 409.79 105.73
Investment Properties 6 2,564.89 2,547.91
Goodwill 7 49,840.03 47,742.19
Other Intangible assets 8 5,670.28 3,542.68
Intangible assets under development 8,323.57 9,339.66
Financial Assets:
i) Investments
a) Investments in associates 9A - -
b) Investments in joint ventures 9B 7,850.20 7,676.73
c) Other Investments 9C 223.81 333.96
8,074.01 8,010.69
ii) Trade receivables 10A 5,300.43 4,384.13
iii) Loans 11A 3,326.42 3,304.96
iv) Other financial assets 12A 3,454.13 1,495.16
20,154.99 17,194.94
Tax assets
i) Deferred tax assets (net) 22A 6,651.77 2,615.04
ii) Income tax assets (net) 26 6,131.03 6,987.85
12,782.80 9,602.89
Other non-current assets 15A 6,426.84 4,119.86
Total Non-current assets 1,61,448.06 1,54,303.53
2 Current assets
Inventories 13 59,653.32 43,610.55
Financial Assets:
i) Investments 9D 1.88 19.39
ii) Trade receivables 10B 46,510.85 42,102.25
iii) Cash and cash equivalents 14A 7,056.00 13,699.70
iv) Bank balances other than (iii) above 14B 433.25 425.06
v) Loans 11B 328.84 446.56
vi) Other financial assets 12B 1,132.70 6,727.35
55,463.52 63,420.31
Other current assets 15B 11,350.21 14,960.32
66,813.73 78,380.63
Assets classified as held for sale 16 4.42 1.98
Total Current assets 1,26,471.47 1,21,993.16
Total Assets 2,87,919.53 2,76,296.69

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ANNUAL REPORT 2018 - 19

As at As at
31st Mar., 31st Mar.,
Note 2019 2018
Particulars No. ` in Lakhs ` in Lakhs ` in Lakhs
EQUITY AND LIABILITIES
Equity
Equity share capital 17 1,289.86 1,289.86
Other equity 18 25,073.79 30,291.07
Equity attributable to owners of the
Company 26,363.65 31,580.93
Non-controlling interests 50 10,922.90 11,922.69
Total Equity 37,286.55 43,503.62
Liabilities
1 Non-current liabilities
Financial liabilities:
i) Borrowings 19 57,851.82 73,531.90
ii) Other financial liabilities 20A 4,668.02 5,071.61
62,519.84 78,603.51
Provisions 21A 1,048.88 2,365.79
Deferred tax liabilities (net) 22B 486.47 353.53
Other non-current liabilities 23A 12,035.94 10,930.65
Total Non-current liabilities 76,091.13 92,253.48
2 Current liabilities
Financial liabilities:
i) Borrowings 24 28,897.24 29,960.30
ii) Trade payables 25
a) total outstanding dues of
micro enterprises and small
enterprises; and 1,895.24 1,931.23
b) total outstanding dues of
creditors other than micro
enterprises and small enterprises 39,133.97 37,978.15
iii) Other financial liabilities 20B 38,409.18 32,280.43
1,08,335.63 1,02,150.11
Provisions 21B 3,100.69 2,343.50
Current tax liabilities (net) 26 500.39 706.07
Other current liabilities 23B 62,605.14 35,339.91
Total Current Liabilities 1,74,541.85 1,40,539.59
Total Liabilities 2,50,632.98 2,32,793.07
Total Equity and Liabilities 2,87,919.53 2,76,296.69
Significant Accounting Policies 2
The accompanying notes form an integral part of the financial statements

In terms of our report of even date


For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors
Firm Registration No. 012754N/N500016
Chartered Accountants M. C. TAHILYANI
Managing Director
Sarah George NIRMAL JAGAWAT DIN : 1423084
Partner Chief Financial Officer
Membership Number: 045255
PANKAJ KHATTAR JAI L. MAVANI
Company Secretary Director
Membership No : F5300 DIN : 5260191
Place: Mumbai Place: Mumbai
Date: 30th May, 2019 Date: 30th May, 2019

151
CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED 31ST MARCH, 2019
Year Ended Year Ended
Note 31st Mar., 2019 31st Mar., 2018
Particulars No. ` in Lakhs ` in Lakhs ` in Lakhs

I Revenue from operations 27 285,341.89 282,770.94


II Other income 28 3,766.03 3,004.24
III Total Income (I + II) 289,107.92 285,775.18
IV Expenses:
Real estate development costs 29 7,554.91 6,404.34
Cost of materials consumed 30A 75,930.23 67,605.37
Excise duty 51 - 520.59
Purchases of stock-in-trade 26,629.28 36,668.40
Changes in inventories of finished goods, work-in-progress and stock-in-trade 30B (3,588.42) (1,481.54)
Employee benefits expense 31 68,627.25 68,964.04
Finance costs 32 8,937.60 9,555.96
Depreciation, amortisation and impairment expense 33 7,704.65 7,704.57
Other expenses 34 95,913.02 91,185.94
Total expenses (IV) 287,708.52 287,127.67
V Profit before exceptional items, Share of net profit of investment accounted
for using equity method and tax (III - IV) 1,399.40 (1,352.49)
VI Add: Share of profit of joint ventures and associates accounted for using
equity method 721.30 940.66
VII Profit before exceptional items and tax (V + VI) 2,120.70 (411.83)
VIII Exceptional items - Income /(Expense) 35 (970.92) -
IX Profit /(Loss) before tax for the year (VII + VIII) 1,149.78 (411.83)
X Tax expense:
(a) Current tax (Pertaining to prior period `(-) 0.72 Lakhs (Previous Year ` 36
45.64 Lakhs)) 2,637.18 3,602.23
(b) Deferred tax (including MAT credit availed of ` Nil (Previous Year ` 36
612.72 Lakhs)) (1,188.92) (793.18)
1,448.26 2,809.05
XI Profit/(Loss) after tax for the year (IX - X) (298.48) (3,220.88)
XII Other Comprehensive Income / (Loss)
A (i) Items that will not be reclassified to Statement of Profit and Loss
(a) Remeasurement of the defined benefit plans (63.00) (35.39)
(b) Share of other comprehensive income in associates and joint ventures, to
the extent not to be reclassified to profit or loss (0.01) 0.02
(c) Equity instruments through other comprehensive income (89.16) 99.92
(d) Income Tax relating to the above items 54.17 (44.19)
(98.00) 20.36
B (i) Items that may be reclassified to Statement of Profit and Loss
(a) Exchange differences in translating the financial statements of foreign
operations 395.40 2,698.64
395.40 2,698.64
Total Other Comprehensive Income 297.40 2,719.00
XIII Total Comprehensive Income/ (Loss) for the year (XI + XII) (1.08) (501.88)
XIV Profit/ (Loss) for the year attributable to:
- Owners of the Company 696.43 (1,944.27)
- Non-controlling interests (994.91) (1,276.61)
(298.48) (3,220.88)
XV Other Comprehensive Income for the year attributable to:
- Owners of the Company 293.43 2,755.65
- Non-controlling interests 3.97 (36.65)
297.40 2,719.00
XVI Total Comprehensive Income/ (Loss) for the year attributable to:
- Owners of the Company 989.86 811.38
- Non-controlling interests (990.94) (1,313.26)
(1.08) (501.88)
XVII Earning per equity share
Basic and diluted earnings per equity share (`) 38 5.47 (15.27)
Significant Accounting Policies 2
The accompanying notes form an integral part of the financial statements

In terms of our report of even date


For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors

Firm Registration No. 012754N/N500016


Chartered Accountants M. C. TAHILYANI
Managing Director
Sarah George NIRMAL JAGAWAT DIN : 1423084
Partner Chief Financial Officer
Membership Number: 045255
PANKAJ KHATTAR JAI L. MAVANI
Company Secretary Director
Membership No : F5300 DIN : 5260191

Place: Mumbai Place: Mumbai


Date: 30th May, 2019 Date: 30th May, 2019

152
ANNUAL REPORT 2018 - 19

CONSOLIDATED STATEMENT OF CASH FLOW FOR THE YEAR ENDED 31ST MARCH, 2019
Year Ended Year Ended
31st Mar., 2019 31st Mar., 2018
` in Lakhs ` in Lakhs
Cash flows from operating activities
Profit/(Loss) for the year 1,149.78 (411.83)
Adjustments for -
Depreciation, amortisation and impairment expense 7,704.65 7,704.57
Post acquisition share of profit/(loss) of Joint Venture (using Equity
Method) (721.30) (940.66)
Interest income earned on financial assets that are not designated as at
fair value through profit or loss:
i) Bank deposits (142.76) (106.63)
ii) Interest income from financial assets and others at amortised cost (260.82) (39.07)
iii) Customers and others (8.43) (67.68)
Interest on Income tax Refund (386.38) (46.65)
Finance costs 8,937.60 9,555.96
Dividend Income
i) from long-term investments (0.04) (0.07)
ii) from current investments (0.04) (0.49)
Net (Gain)/ Loss on disposal of property, plant and equipment (56.30) (298.87)
Provision for doubtful trade receivables 266.78 286.89
Provision for doubtful loans and advances 707.89 23.68
Gain on disposal of current investments (412.94) (218.71)
Gain on disposal of subidiary (84.56) -
Bad trade receivables / advances written off (net) - 1,089.63
Credit balances / excess provision written back (749.37) (71.93)
Net foreign exchange gain/(loss) including effect of exchange
difference on consolidation of Foreign entities (372.42) 1,278.59
14,421.56 18,148.56
Exceptional items:
- Gain on transfer of interest (84.90) -
- Expected out flow for disputed matters 1,055.82 -
970.92 -
15,392.48 18,148.56
Operating profit before working capital changes 16,542.26 17,736.73
Changes in working capital:
Movements in working capital:
(Increase)/Decrease in trade and other receivables (5,575.68) 2,592.58
(Increase)/Decrease in inventories (4,879.50) 175.86
(Increase)/Decrease in other loans and advances (611.63) (509.25)
(Increase)/Decrease in other financial assets (898.31) (789.76)
(Increase)/Decrease in other assets 1,833.26 (3,893.09)
Increase/(Decrease) in trade and other payables 1,210.09 3,494.14
Increase/(Decrease) in other financial liabilities 917.75 (588.41)
Increase/(Decrease) in provisions 41.21 (1,733.15)
Increase/(Decrease) in other liabilities 13,900.11 3,940.37
5,937.30 2,689.29
Cash generated from operations 22,479.56 20,426.02
Income taxes paid (net of refunds) (1,597.92) (3,393.15)
(a) Net cash flow generated from operating activities 20,881.64 17,032.87
Cash flows from investing activities:
Payments for property, plant and equipment (including investment
properties and intangible assets) (6,393.42) (16,600.17)
Payments for Long Term Investments (198.21) (1,062.01)
Proceeds from disposal of property, plant and equipment (including
investment properties and intangible assets) 1,967.45 1,020.70
Restitution for termination of agreement for development of project (15,300.00) -
Proceeds from slump sale (net of incidental expenses incurred) 15,384.90 -
Payment for disputed matters (1,055.82) -
Proceeds from sale of investments
- in Subsidiaries 221.52 -
- in Others 21.00 399.19
Purchase of current investments (35,613.00) (13,257.70)
Proceeds from sale of current investments 36,043.45 13,472.81
Bank balances not considered as cash and cash equivalents (8.19) 2,836.89
Interest received 401.29 240.26
Dividend received 0.08 0.56
(b) Net cash flow generated from/(used in) investing activities (4,528.95) (12,949.47)

153
Year Ended Year Ended
31st Mar., 2019 31st Mar., 2018
` in Lakhs ` in Lakhs
Cash flows from financing activities:
Proceeds from long-term borrowings 18,502.11 10,857.08
Repayment of long-term borrowings (31,238.36) (11,411.81)
Proceeds from short-term borrowings 25,484.48 33,890.84
Repayment of short-term borrowings (25,139.58) (31,920.09)
Net increase/ (decrease) in Cash credit facilities, Buyers Credit,
Overdraft facility, Commercial papers and Loans repayable on demand (1,407.95) (1,286.90)
Finance costs paid (8,795.85) (9,102.41)
Expenses on Issue of Shares by subsidiary - (9.50)
Expenses on Issue of Debentures by subsidiary - (41.30)
Dividend paid including taxes (367.31) (394.14)
(c) Net cash flow generated from/ (used) in financing activities (22,962.46) (9,418.23)
(d) Net increase/ (decrease) in cash and cash equivalents (a + b + c) (6,609.77) (5,334.83)
(e) Cash and cash equivalents as at the commencement of the year 13,699.70 19,034.81
(f) Cash and cash equivalents on disposal of subsidiary (33.93) -
(g) Effects of exchange rate changes on cash and cash equivalents - (0.28)
(h) Cash and cash equivalents as at the end of the year (d + e + f + g)
(refer Note 14A) 7,056.00 13,699.70
Reconciliation of cash and cash equivalents as per the cash flow
statements
Cash and cash equivalents as per above comprise of the following 31st Mar., 2019 31st Mar., 2018
` in Lakhs ` in Lakhs
Balances with Banks
- In current accounts 5,838.64 12,615.01
- In EEFC accounts 15.79 60.54
Deposits accounts (with original maturity upto 3 months) 44.00 5.00
Cheques, drafts on hand 929.87 882.51
Cash on hand 227.70 136.64
Balances as per statement of cash flows 7,056.00 13,699.70

Notes:
1. Cash flows are reported using the indirect method set out in Ind AS 7 Statement of Cash Flows, whereby Profit / (Loss) is adjusted for the effects of transactions of non-cash
nature and any deferrals or accruals of past or future cash receipts or payments. The cash flows from operating, investing and financing activities of the Group are segregated
according to their nature.
2. Previous year figures have been regrouped/ reclassified, wherever necessary to conform to current year classification.
3. Other bank balances (Refer Note 14B) at the end of the year includes: (i) earmarked balances towards unpaid dividends ` 17.28 Lakhs (Previous year ` 0.00 Lakhs) and (ii)
margin money deposits ` 147.43 Lakhs (Previous year ` 64.88 Lakhs) given as security against license for import of goods under EPCG Scheme and hence are not available
for immediate use by the Group.

The accompanying notes form an integral part of the financial statements

In terms of our report of even date


For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors
Firm Registration No. 012754N/N500016
Chartered Accountants M. C. TAHILYANI
Managing Director
Sarah George NIRMAL JAGAWAT DIN : 1423084
Partner Chief Financial Officer
Membership Number: 045255
PANKAJ KHATTAR JAI L. MAVANI
Company Secretary Director
Membership No : F5300 DIN : 5260191
Place: Mumbai Place: Mumbai
Date: 30th May, 2019 Date: 30th May, 2019

154
Statement of changes in equity for the year ended 31st March, 2019
a. Equity share capital ` in Lakhs
Particulars Amount
Balance as at 31st Mar., 2017 1,289.86
Changes in equity share capital during the year -
Balance as at 31st Mar., 2018 1,289.86
Changes in equity share capital during the year -
Balance as at 31st Mar., 2019 1,289.86
b. Other equity
` in Lakhs
Items of other comprehensive
Equity Reserves and surplus income
component Capital
of Capital reserve for Equity Foreign
compound reserve Debenture bargain instrument currency Attrib-
financial on Capital con- Securities Tonnage redemp- purchase through other trans- utable to Non-con-
instru- Treasury Capital merg- tribution premium tax tion General business Retained Sub- comprehen- lation Sub- owners of trolling
Particulars ments Shares reserve er * reserve reserve reserve reserve reserve combinations earnings total sive income reserve total the parent interests Total
Balance as at 31st
March, 2017 894.42 (32.55) 188.25 - 493.54 161.76 221.13 2,500.00 42,594.28 1,221.43 (19,446.93) 27,933.46 (13.65) 1,323.22 1,309.57 30,104.90 13,235.95 43,340.85
Profit for the year - - - - - - - - - - (1,944.27) (1,944.27) - - - (1,944.27) (1,276.61) (3,220.88)
Other comprehensive
income for the year,
net of income tax - - - - - - - - - - (25.25) (25.25) 45.61 2,735.29 2,780.90 2,755.65 (36.65) 2,719.00
Total comprehensive
income for the year - - - - - - - - - - (1,969.52) (1,969.52) 45.61 2,735.29 2,780.90 811.38 (1,313.26) (501.88)
Exchange difference
on translation of
foreign operations
arising during the year - - - - - - - - - - (109.14) (109.14) - - - (109.14) - (109.14)
Other Adjustment on
account change in
controlling interest - - - - - - - - - - (82.43) (82.43) - - - (82.43) - (82.43)
Utilised on sale of
related capital assets - - (30.00) - - - - - - - - (30.00) - - - (30.00) - (30.00)
Transfer (from)/to
retained earnings - - - - - - (221.13) - - - 221.13 - - - - - - -
Cumulative gain/
(loss) reclassified
to retained earning
on sale of Equity
Instruments through
FVOCI - - - - - - - - - - 55.06 55.06 (55.06) - (55.06) - - -
Expenses related to
issue of shares by a
subsidiary - - - - - - (9.50) (9.50) - - - (9.50) - (9.50)
Transactions with
owners in their
capacity as owners
Payment of dividends
on equity shares - - - - - - - - - (318.31) (318.31) - - - (318.31) - (318.31)
Tax on Intra group
dividends - - - - - - - - - - (75.83) (75.83) - - - (75.83) - (75.83)
Total transactions
with owners in their
capacity as owners - - - - - - - - - - (394.14) (394.14) - - - (394.14) - (394.14)
Balance as at
31st March, 2018
(as originally
presented) 894.42 (32.55) 158.25 - 493.54 161.76 - 2,500.00 42,594.28 1,221.43 (21,735.47) 25,393.79 (23.10) 4,058.51 4,035.41 30,291.07 11,922.69 42,213.76
Change in
ANNUAL REPORT 2018 - 19

accounting policy

155
(Refer Note 64) - - - - - - - - - - (5,161.67) (5,161.67) - - - (5,161.67) - (5,161.67)
` in Lakhs

156
Items of other comprehensive
Equity Reserves and surplus income
component Capital
of Capital reserve for Equity Foreign
compound reserve Debenture bargain instrument currency Attrib-
financial on Capital con- Securities Tonnage redemp- purchase through other trans- utable to Non-con-
instru- Treasury Capital merg- tribution premium tax tion General business Retained Sub- comprehen- lation Sub- owners of trolling
Particulars ments Shares reserve er * reserve reserve reserve reserve reserve combinations earnings total sive income reserve total the parent interests Total
Restated Balance as
at 1st April, 2018 894.42 (32.55) 158.25 - 493.54 161.76 - 2,500.00 42,594.28 1,221.43 (26,897.14) 20,232.12 (23.10) 4,058.51 4,035.41 25,129.40 11,922.69 37,052.09
Profit for the year - - - - - - - - - - 696.43 696.43 - - - 696.43 (994.91) (298.48)
Other comprehensive
income for the year,
net of income tax - - - - - - - - - - (45.46) (45.46) (52.54) 391.43 338.89 293.43 3.97 297.40
Total comprehensive
income for the year - - - - - - - - - - 650.97 650.97 (52.54) 391.43 338.89 989.86 (990.94) (1.08)
Exchange difference
on translation of
foreign operations
arising during the year - - - - - - - - - - (475.91) (475.91) - - - (475.91) - (475.91)
Adjustment on
conversion of
Joint Venture into
Subsidiary - - - - - - - - - - (193.82) (193.82) - - - (193.82) - (193.82)
Other Adjustment on
account change in
controlling interest - - - - - - - - - - 8.85 8.85 - - - 8.85 (8.85) -
Cumulative gain/
(loss) reclassified
to retained earning
on sale of Equity
Instruments through
FVOCI - - - - - - - - - - 5.74 5.74 (5.74) - (5.74) - - -
Transactions with
owners in their
capacity as owners
Payment of dividends
on equity shares - - - - - - - - - - (318.31) (318.31) - - - (318.31) - (318.31)
Tax on Intra group
dividends - - - - - - - - - - (66.28) (66.28) - - - (66.28) - (66.28)
Total transactions
with owners in their
capacity as owners - - - - - - - - - - (384.59) (384.59) - - - (384.59) - (384.59)
Balance as at 31st
March, 2019 894.42 (32.55) 158.25 - 493.54 161.76 - 2,500.00 42,594.28 1,221.43 (27,285.90) 19,843.36 (81.38) 4,449.94 4,368.56 25,073.79 10,922.90 35,996.69
* Amount is below the rounding off norm adopted by the Group.

Significant Accounting Policies 2


The accompanying notes form an integral part of the financial statements

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors
Firm Registration No. 012754N/N500016
Chartered Accountants M. C. TAHILYANI
Managing Director
NIRMAL JAGAWAT DIN : 1423084
Sarah George Chief Financial Officer
Partner
Membership Number: 045255
PANKAJ KHATTAR JAI L. MAVANI
Company Secretary Director
Membership No : F5300 DIN : 5260191
Place: Mumbai Place: Mumbai
Date: 30th May, 2019 Date: 30th May, 2019
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD
1. CORPORATE INFORMATION All assets and liabilities have been classified as current or non-
Forbes & Company Limited (“the Company”) is one of the current as per the Group’s normal operating cycle and other
oldest companies of the world that is still in existence. The criteria set out in the Schedule III to the Companies Act, 2013.
Company traces its origin to the year 1767 when John Forbes of Based on the nature of products/activities of the Group and the
Aberdeenshire, Scotland started his business in India. Over the normal time between acquisition of assets for processing and
years, the Management of the Company moved from the Forbes their realisation in cash and cash equivalents, the Group has
Family to the Campbells to the Tata Group and now finally ascertained its operating cycle as 12 months for engineering
to the well known Shapoorji Pallonji Group. Its parent and business, shipping and logistics services, health, hygiene, safety
ultimate holding company is Shapoorji Pallonji and Company products and its services, IT enabled services and products and
Private Limited. The principal activities of the Company and its 48 months for real estate business for the purpose of classification
subsidiaries includes Health, Hygiene, Safety Products and its of its assets and liabilities as current and non current .
services, manufacturing and sale of engineering products, real
estate development project and leasing of premises, IT Enabled These financial statements are presented in Indian Rupees (`)
Services and Products and Shipping and Logistics Services. The which is the Group’s functional currency. All amounts are
address and registered office and principal place of business are rounded off to the nearest lakhs (including two decimals),
disclosed in the Annual Report. unless otherwise stated. The accounting policies adopted in the
preparation of the financial statements are consistent with those
2. SIGNIFICANT ACCOUNTING POLICIES: of the previous year.

2.1 Statement of Compliance with Ind AS 2.3 Basis of consolidation


The consolidated financial statements have been prepared The consolidated financial statements incorporate the financial
in accordance with Indian Accounting Standards (Ind AS) statements of the Company and entities controlled by the
notified under Section 133 of Companies Act, 2013 (the Act) Company and its subsidiaries. Control is achieved when the
read together with Companies (Indian Accounting Standards) Company:
Rules, 2015 and other relevant provisions of the Act.
• has power over the investee;
2.2 Basis of Preparation and Presentation of Consolidated
Financial Statements • is exposed, or has rights, to variable returns from its
The consolidated financial statements have been prepared on a involvement with the investee; and
historical cost basis except for the following;
• has the ability to use its power to affect its returns.
• Certain financial assets and liabilities (including derivative
instruments) are measured at fair value; The Company reassesses whether or not it controls an investee
if facts and circumstances indicate that there are changes to one
• assets held for sale - measured at fair value less cost to sell or more of the three elements of control listed above.
or their carrying amount whichever is lower;
When the Group has less than a majority of the voting rights of
• defined benefit plans - plan asset measured at fair value an investee, it has power over the investee when the voting rights
Historical cost is generally based on the fair value of the are sufficient to give it the practical ability to direct the relevant
consideration given in exchange for goods and services. activities of the investee unilaterally. The Group considers all
relevant facts and circumstances in assessing whether or not
For financial reporting purposes, fair value measurements are the Group’s voting rights in an investee are sufficient to give it
categorised into Level 1, 2, or 3 based on the degree to which power, including:
the inputs to the fair value measurements are observable and the
significance of the inputs to the fair value measurement in its • the size of the Group’s holding of voting rights relative
entirety, which are described as follows: to the size and dispersion of holdings of the other vote
holders;
• Level 1 inputs are quoted prices (unadjusted) in active
markets for identical assets or liabilities that the entity can • potential voting rights held by the Group, other vote
access at the measurement date; holders or other parties;

• Level 2 inputs are inputs, other than quoted prices • rights arising from other contractual arrangements; and
included within Level 1, that are observable for the asset
or liability, either directly or indirectly; and • any additional facts and circumstances that indicate that
the Group has, or does not have, the current ability to
• Level 3 inputs are unobservable inputs for the asset or direct the relevant activities at the time that decisions
liability need to be made, including voting patterns at previous
shareholders’ meetings.

157
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD
Consolidation of a subsidiary begins when the Group obtains Figures pertaining to the subsidiaries have been reclassified
control over the subsidiary and ceases when the Group wherever necessary to bring them in line with the Company’s
losses control of the subsidiary. Specifically, income and financial statements.
expenses of a subsidiary acquired or disposed of during
the year are included in the consolidated statement of Changes in the Group’s ownership interests in existing
profit and loss from the date the Group gains control until subsidiaries :
the date when the Group ceases to control the subsidiary.
Changes in the Group’s ownership interests in subsidiaries that
Profit or loss and each component of other comprehensive do not result in the Group losing control over the subsidiaries are
income are attributed to the owners of the Company and to accounted for as transactions with equity owners of the Group.
the non-controlling interests. Total comprehensive income The carrying amounts of the Group’s interests and the non-
of subsidiaries is attributed to the owners of the Company controlling interests are adjusted to reflect the changes in their
and to the non-controlling interests even if this results relative interests in the subsidiaries. Any difference between the
in the non-controlling interests having a deficit balance. amount by which the non-controlling interests are adjusted and
the fair value of the consideration paid or received is recognised
The Group combines the financial statements of the parent and directly in equity and attributed to owners of the Group.
its subsidiaries line by line adding together like items of assets,
liabilities, equity, income and expenses. When necessary, When the Group loses control of a subsidiary, a gain or loss is
adjustments are made to the financial statements of subsidiaries recognised in profit or loss and is calculated as the difference
to bring their accounting policies into line with the Group’s between (i) the aggregate of the fair value of the consideration
accounting policies. All intra Group assets and liabilities, equity, received and the fair value of any retained interest and (ii) the
income, expenses, and cash flows relating to transactions between previous carrying amount of the assets (including goodwill), and
members of the Group are eliminated in full on consolidation. liabilities of the subsidiary and any non-controlling interests.
Unrealised losses are also eliminated unless the transaction All amounts previously recognised in other comprehensive
provides evidence of an impairment of the transferred asset. income in relation to that subsidiary are accounted for as if the
Group had directly disposed of the related assets or liabilities of
Accounting policies of the subsidiaries have been changed the subsidiary (i.e. reclassified to profit or loss or transferred to
where necessary to ensure consistency with the policies adopted another category of equity as specified/permitted by applicable
by the Group. Ind AS). The fair value of any investment retained in the former
subsidiary at the date when control is lost is regarded as the fair
The excess of cost of investment in the subsidiary over value on initial recognition for subsequent accounting under
the Group’s portion of equity of the subsidiary, at the Ind AS 109, or, when applicable, the cost on initial recognition
date on which investment is made, is recognised in the of an investment in an associate or a joint venture.
financial statements as Goodwill on Consolidation.
2.4 Business combinations
The excess of Group’s portion of equity of the subsidiary Acquisitions of businesses are accounted for using the
over the cost of the investments by the Group, at the date on acquisition method. The consideration transferred in a business
which investments is made, is treated as Capital Reserve on combination is measured at fair value, which is calculated as the
Consolidation. sum of the acquisition-date fair values of the assets transferred
by the Group, liabilities incurred by the Group to the former
Non-controlling Interests in the net assets of the subsidiaries owners of the acquired business and the equity interests issued
consist of : by the Group and fair value of any asset/ liability resulting
from contingent consideration arrangement in exchange
(i) The amount of equity attributable to non-controlling interest at of control of the acquired business. Acquisition-related
the date on which investment is made; and costs are generally recognised in profit or loss as incurred.

(ii) The non-controlling interest’s share of movements in the At the acquisition date, the identifiable assets acquired and the
equity since the date the parent-subsidiary relationship came liabilities assumed are recognised at their fair value, except that:
into existence. The losses applicable to the non-controlling
interest in a consolidated subsidiary may exceed the non- • deferred tax assets or liabilities, and assets or liabilities
controlling interest in the equity of subsidiary. The excess, related to employee benefit arrangements are recognised
and any further losses applicable to the non-controlling and measured in accordance with Ind AS 12 Income Taxes
interest, are adjusted against the controlling interest and Ind AS 19 Employee Benefits respectively;
except to the extent that the non-controlling interest has a
binding obligation to, and is able to, make good the losses. • liabilities or equity instruments related to share-based
payment arrangements of the acquiree or share-based

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payment arrangements of the Group entered into to from additional information obtained during the ‘measurement
replace share-based payment arrangements of the acquiree period’ (which cannot exceed one year from the acquisition date)
are measured in accordance with Ind AS 102 Share-based about facts and circumstances that existed at the acquisition date.
Payment at the acquisition date ; and
The subsequent accounting for changes in the fair value of the
• assets (or disposal groups) that are classified as held for contingent consideration that do not qualify as measurement
sale in accordance with Ind AS 105 Non-current Assets period adjustments depends on how the contingent
Held for Sale and Discontinued Operations are measured consideration is classified. Contingent consideration that is
in accordance with that Standard. classified as equity is not remeasured at subsequent reporting
dates and its subsequent settlement is accounted for within
Goodwill is measured as the excess of the sum of the equity. Contingent consideration that is classified as an asset
consideration transferred, the amount of any non- or a liability is remeasured at fair value at subsequent reporting
controlling interests in the acquiree, and the fair value of the dates with the corresponding gain or loss being recognised in
acquirer’s previously held equity interest in the acquiree profit or loss.
(if any) over the net of the acquisition-date amounts of the
identifiable assets acquired and the liabilities assumed. When a business combination is achieved in stages, the Group’s
previously held equity interest in the acquiree is remeasured
In case of a bargain purchase, before recognising a gain in to its acquisition-date fair value and the resulting gain or
respect thereof, the Group determines whether there exists loss, if any, is recognised in profit or loss. Amounts arising
clear evidence of the underlying reasons for classifying the from interests in the acquiree prior to the acquisition date
business combination as a bargain purchase. Thereafter, the that have previously been recognised in other comprehensive
Group reassesses whether it has correctly identified all of the income are reclassified to profit or loss where such treatment
assets acquired and all of the liabilities assumed and recognises would be appropriate if that interest were disposed of.
any additional assets or liabilities that are identified in that
reassessment. The Group then reviews the procedures used If the initial accounting for a business combination is incomplete
to measure the amounts that Ind AS requires for the purposes by the end of the reporting period in which the combination
of calculating the bargain purchase. If the gain remains after occurs, the Group reports provisional amounts for the items for
this reassessment and review, the Group recognises it in other which the accounting is incomplete. Those provisional amounts
comprehensive income and accumulates the same in equity as are adjusted during the measurement period (see above), or
capital reserve. This gain is attributed to the acquirer. If there additional assets or liabilities are recognised, to reflect new
does not exist clear evidence of the underlying reasons for information obtained about facts and circumstances that existed
classifying the business combination as a bargain purchase, at the acquisition date that, if known, would have affected the
the Group recognises the gain, after reassessing and reviewing amounts recognised at that date.
(as described above), directly in equity as capital reserve.
2.5 The financial statements of the Company, its subsidiaries,
Non-controlling interests that are present ownership interests Joint ventures and associates used in the consolidation are
and entitle their holders to a proportionate share of the entity’s drawn upto the same reporting date i.e. 31st March, 2019,
net assets in the event of liquidation are initially measured at the other than Euro Forbes Ltd., Forbes Lux International AG, Lux
non-controlling interests’ proportionate share of the recognised International AG, Forbes International AG, Lux Italia srl, Lux
amounts of the acquiree’s identifiable net assets. The choice Schweiz AG, Lux (Deutschland) GmbH, Lux International
of measurement basis is made on a transaction-by-transaction Services and Logistics GmbH, Lux Norge A/S, Lux Osterreich
basis. Other types of non-controlling interests are measured at GmbH, Lux Hungária Kereskedelmi Kft., Forbes Lux FZCO,
fair value or, when applicable, on the basis specified in another AMC Cookware (Proprietary) Limited, Lux Del Paraguay S.A.,
Ind AS. Lux Aqua Hungária Kft, LIAG Trading & Investment Ltd., Lux
Aqua Paraguay SA, Lux Professional International GmbH, Lux
When the consideration transferred by the Group in a Aqua Czech s.r.o, Lux International Service Kft whose reporting
business combination includes assets or liabilities resulting dates are 31st December, 2018. Necessary material adjustments
from a contingent consideration arrangement, the contingent have been made, for the effects of significant transactions and
consideration is measured at its acquisition-date fair value and other events between the reporting dates of such financial
included as part of the consideration transferred in a business statements and these consolidated financial statements.
combination. Changes in the fair value of the contingent
consideration that qualify as measurement period adjustments
are adjusted retrospectively, with corresponding adjustments
against goodwill or capital reserve, as the case maybe.
Measurement period adjustments are adjustments that arise

159
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD
Subsidiaries:
The list of subsidiary companies which are included in the consolidated financial statements and the Group’s holdings therein are as under:

Refer Percentage of Holding and Voting


Sr Footnote Incorporated power either directly or indirectly
No. Name of the Company No. In through subsidiary (%)
As at As at
31st Mar., 2019 31st Mar., 2018
1 Eureka Forbes Limited and its subsidiaries: India 100.00 100.00
- Aquadiagnostics Water Research & Technology Center 1
Limited (upto 25th June, 2018) India - 100.00
- Aquaignis Technologies Private Limited (w.e.f 13th June 2
2018) India 100.00 -
- Forbes Lux International AG Switzerland 100.00 100.00
- Lux International AG Switzerland 100.00 100.00
- Lux del Paraguay S.A. 3 Paraguay 50.00 50.00
- Forbes International AG (formerly Forbes Lux Group AG) 4 Switzerland - 100.00
- Lux Italia srl Italy 100.00 100.00
- Lux Schweiz AG Switzerland 100.00 100.00
- Lux (Deutschland) GmbH Germany 100.00 100.00
- Lux International Services and Logistics GmbH (formerly Lux
Service GmbH) Germany 100.00 100.00
- Lux Norge A/S Norway 100.00 100.00
- Lux Osterreich GmbH Austria 100.00 100.00
- Lux Hungária Kereskedelmi Kft. Hungary 100.00 100.00
- Lux Aqua Hungária Kft (upto 30th April, 2018) 5 Hungary - 100.00
- LIAG Trading & Investment Ltd. UAE 100.00 100.00
- Lux Professional International GmbH (formerly Lux Aqua 6
Gmbh) Switzerland - 100.00
- Lux Aqua Czech s.r.o (upto 30th April, 2018) 7 Czech
Republic - 100.00
- Lux International Service Kft (w.e.f 6th January, 2017) 8 Hungary - 100.00
- Lux Aqua Paraguay S.A (w.e.f 1st December, 2016) Paraguay 90.00 90.00
- EFL Mauritius Limited Mauritius 100.00 100.00
- Euro Forbes Financial Services Limited India 100.00 100.00
- Euro Forbes Limited UAE 100.00 100.00
- Forbes Lux FZCO UAE 100.00 99.42
- Forbes Facility Services Private Limited India 100.00 100.00
- Forbes Enviro Solutions Limited India 100.00 100.00
2 Forbes Campbell Finance Limited and its subsidiaries: India 100.00 100.00
- Forbes Campbell Services Limited India 98.00 98.00
- Forbes Edumetry Limited 9 India 57.50 57.50
3 Forbes Technosys Limited India 100.00 100.00
4 Volkart Fleming Shipping and Services Limited India 100.00 100.00
5 Shapoorji Pallonji Forbes Shipping Limited 10 India 25.00 25.00
6 Campbell Properties & Hospitality Services Limited India 100.00 100.00

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Footnotes: 2.6 Investments in associates and joint ventures
1 Aquadiagnostics Water Research & Technology Centre Limited,
ceased to be subsidiary of EFL w.e.f. 25th June, 2018. An associate is an entity over which the Group has significant
influence but not control or joint control. Significant influence
2 Aquaignis Technologies Private Limited, a joint venture of is the power to participate in the financial and operating policy
Eureka Forbes Limited, became a wholly owned subsidiary of decisions of the investee but is not control or joint control over
EFL w.e.f. 13th June, 2018. those policies.

3 Full consolidation in case of Lux del Paraguay S.A is due to Under Ind AS 111 Joint Arrangements, investments in joint
operational control. arrangements are classified as either joint operations or joint
ventures. The classification depends on the contractual rights
4 Forbes International AG merged with Lux International AG and obligations of each investor, rather than the legal structure
w.e.f. 23rd March, 2018. of the joint arrangement. A joint venture is a joint arrangement
whereby the parties that have joint control of the arrangement
5 Lux Aqua Hungária Kft ceased to be a subsidiary w.e.f. 30th have rights to the net assets of the joint arrangement. Joint
April, 2018 on account of sale to third party. control is the contractually agreed sharing of control of an
arrangement, which exists only when decisions about the
6 Lux Professional International Gmbh merged with Lux relevant activities require unanimous consent of the parties
International AG w.e.f. 23rd March, 2018. sharing control.

7 Lux Aqua Czech s.r.o. ceased to be a subsidiary w.e.f. 30th The results and assets and liabilities of associates or joint
April, 2018 on account of sale to third party. ventures are incorporated in these consolidated financial
statements using the equity method of accounting. Under
8 Lux International Services Kft Hungary ceased to be subsidiary the equity method, an investment in an associate or a joint
during the year. venture is initially recognised in the consolidated balance
sheet at cost and adjusted thereafter to recognise the Group’s
9 Forbes Edumetry Limited, a subsidiary, has initiated voluntary share of the profit or loss and other comprehensive income of
winding up under section 500 and other applicable sections of the associate or joint venture. Distributions received from an
the Companies Act, 1956. associate or a joint venture reduce the carrying amount of the
investment. When the Group’s share of losses of an associate
10 The Group has 25% ownership in Shapoorji Pallonji Forbes or a joint venture exceeds the Group’s interest in that associate
Shipping Limited (SPFSL) by virtue of joint venture agreement. or joint venture (which includes any long-term interests that,
However, SPFSL is consolidated as a subsidiary due to the in substance, form part of the Group’s net investment in the
Group’s ability to appoint majority of directors on the Board of associate or joint venture), the Group discontinues recognising
SPFSL. its share of further losses. Additional losses are recognised only
to the extent that the Group has incurred legal or constructive
11 The Board of Directors has taken the decision to transfer obligations or made payments on behalf of the associate or
the business activities in Czech Republic and Slovakia to joint venture. When necessary, adjustments are made to the
a distributorship model. To make the group structure more financial statements of associates and joint ventures to bring
transparent the decision was made to stop the Waterline business their accounting policies into line with the Group’s accounting
and merge the professional companies with the sales companies policies. All intra Group assets and liabilities, equity, income,
in different countries. expenses, and cash flows relating to transactions between
members of the Group are eliminated in full on consolidation.
Foreign Subsidiaries Unrealised losses are also eliminated unless the transaction
The consolidated financial statements includes twenty provides evidence of an impairment of the transferred asset.
subsidiaries (previous year: twenty subsidiaries) incorporated
outside India whose financial statements have been drawn up An investment in an associate or a joint venture is accounted
in accordance with the generally accepted accounting practices for using the equity method from the date on which the investee
(GAAP) as applicable in those countries. These financial becomes an associate or a joint venture. On acquisition of the
statements have been re-stated in Indian Rupees (presentation investment in an associate or a joint venture, any excess of the
currency) and the resultant exchange gain /loss on conversion cost of the investment over the Group ‘s share of the net fair
has been accounted in total comprehensive income and foreign value of the identifiable assets and liabilities of the investee is
currency translation reserve. In the opinion of the Management, recognised as goodwill, which is included within the carrying
based on the analysis of the significant transactions at amount of the investment. Any excess of the Group’s share of
subsidiaries, no material adjustments are required to be made to the net fair value of the identifiable assets and liabilities over
comply with Group accounting policies. the cost of the investment, after reassessment, is recognised

161
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD
directly in equity as capital reserve in the period in which the the date the equity method was discontinued, and the fair value
investment is acquired. of any retained interest and any proceeds from disposing of a
part interest in the associate or joint venture is included in the
After application of the equity method of accounting, the determination of the gain or loss on disposal of the associate or
Group determines whether there any is objective evidence of joint venture. In addition, the Group accounts for all amounts
impairment as a result of one or more events that occurred after previously recognised in other comprehensive income in
the initial recognition of the net investment in an associate or relation to that associate or joint venture on the same basis as
a joint venture and that event (or events) has an impact on the would be required if that associate or joint venture had directly
estimated future cash flows from the net investment that can be disposed of the related assets or liabilities. Therefore, if a gain
reliably estimated. If there exists such an objective evidence of or loss previously recognised in other comprehensive income
impairment, then it is necessary to recognise impairment loss by that associate or joint venture would be reclassified to profit
with respect to the Group’s investment in an associate or a joint or loss on the disposal of the related assets or liabilities, the
venture. Group reclassifies the gain or loss from equity to profit or loss
(as a reclassification adjustment) when the equity method is
When necessary, the entire carrying amount of the investment discontinued.
(including goodwill) is tested for impairment in accordance with
Ind AS 36 Impairment of Assets as a single asset by comparing The Group continues to use the equity method when an
its recoverable amount (higher of value in use and fair value investment in an associate becomes an investment in a
less costs of disposal) with its carrying amount, any impairment joint venture or an investment in a joint venture becomes an
loss recognised forms part of the carrying amount of the investment in an associate. There is no remeasurement to fair
investment. Any reversal of that impairment loss is recognised value upon such changes in ownership interests. When the Group
in accordance with Ind AS 36 to the extent that the recoverable reduces its ownership interest in an associate or a joint venture
amount of the investment subsequently increases. but the Group continues to use the equity method, the Group
reclassifies to profit or loss the proportion of the gain or loss that
The Group discontinues the use of the equity method from the had previously been recognised in other comprehensive income
date when the investment ceases to be an associate or a joint relating to that reduction in ownership interest if that gain or
venture, or when the investment is classified as held for sale. loss would be reclassified to profit or loss on the disposal of
When the Group retains an interest in the former associate the related assets or liabilities. When a Group entity transacts
or joint venture and the retained interest is a financial asset, with an associate or a joint venture of the Group , profits and
the Group measures the retained interest at fair value at that losses resulting from the transactions with the associate or joint
date and the fair value is regarded as its fair value on initial venture are recognised in the Group’s consolidated financial
recognition in accordance with Ind AS 109. The difference statements only to the extent of interests in the associate or joint
between the carrying amount of the associate or joint venture at venture that are not related to the Group .

The financial statements of the following companies which are in the nature of Joint ventures have been considered in the consolidated
financial statements.
Refer Percentage of Holding and Voting
Sr Footnote Incorporated power either directly or indirectly
No. Name of the Company No. In through subsidiary (%)
As at As at
31st Mar., 2019 31st Mar., 2018
1 Forbes Aquatech Limited 1 India 50.00 50.00
2 Forbes Concept Hospitality Services Private Limited 1 India 50.00 50.00
3 Infinite Water Solutions Private Limited 1 India 50.00 50.00
4 Forbes G4S Solutions Private Limited 1&5 India - 50.00
5 Aquaignis Technologies Private Limited 1&4 India - 50.00
6 AMC Cookware (Proprietary) Limited $ 2 South Africa 50.00 50.00
7 Forbes Bumi Armada Limited. 3 India 51.00 51.00

Footnotes:
1 Joint ventures of Eureka Forbes Limited.
2 Joint venture of Lux International AG.
3 Joint venture of Forbes Campbell Finance Limited
4 Aquaignis Technologies Private Limited, a joint venture of Eureka Forbes Limited, became a wholly owned subsidiary of EFL w.e.f. 13th
June, 2018.

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5 As on 31st March, 2019 the Group holds 10.87% in Forbes G4S Solutions Private Limited and it no longer continues to be a joint venture
company of the Group.
$ Reporting date is 31st December, 2018

The financial statements of the following associates are considered in the consolidated financial statements.

Percentage of Holding and Voting


Incorporated power either directly or indirectly
Name of the Entity In through subsidiary (%)
As at As at
31st Mar., 2019 31st Mar., 2018

1 Euro P2P Direct (Thailand) Co. Limited * Thailand 49.00 49.00


2 Nuevo Consultancy Services Private Limited India 49.00 49.00
3 Dhan Gaming Solution (India) Private Limited India 49.00 49.00

* Investment in above associate has been fully provided. Losses (if any), in excess of the investment made by the group have not been
provided since the group has not incurred obligations or made payments on behalf of the associate to satisfy obligations of the associate that
the group has guaranteed or to which the group is otherwise committed. Therefore, no amounts have been included in the consolidated financial
statements on account of this associate in the current year.

2.7 Property, Plant and Equipment (including Investment Properties)

Property, Plant and Equipment are stated at cost of acquisition, less accumulated depreciation and accumulated impairment losses, if any.
The cost comprises purchase price (excluding refundable taxes), borrowing costs if capitalization criteria are met and directly attributable
cost of bringing the asset to its working condition for the intended use. Any trade discounts and rebates are deducted in arriving at the
purchase price. Freehold land is not depreciated.

Subsequent expenditures related to an item of property, plant and equipment are added to its carrying value only when it is probable that
the future economic benefits from the asset will flow to the Group and cost can be reliably measured. All other repairs and maintenance
are charged to the Statement of Profit and Loss during the reporting period in which they are incurred.

Losses arising from the retirement of, and gains or losses arising from disposal of property, plant and equipment are recognised in the
Statement of Profit and Loss.

Depreciation on property, plant and equipment has been provided on straight line method as per the useful lives estimated by management,
the life of the assets has been assessed based on technical evaluation which are higher than those specified by Schedule II to the Act,
taking into account the nature of the assets, the estimated usage of the assets, the operating conditions of the assets, past history of
replacement, anticipated technological changes, etc.

The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of
any changes in estimate accounted for on a prospective basis.

Gains and losses on disposals are determined by comparing proceeds with carrying amount. These are included in Statement of Profit
and Loss within other gains / losses.

163
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD
The estimated useful lives of the property, plant and equipment are as under:
Sr.
No. Class of assets Estimated useful life
a Building including investment properties 20 - 60 years
b Plant and Equipment
- Owned 5-15 years
- Leased 6 years
c Furniture and Fixtures 2-10 years
d Vehicles 3-5 years
e Office equipments 3-5 years
f Data processing equipments:-
- Owned 3-6 years
- Leased Lower of lease term and useful life as stated above
g Buildings on leasehold land (including Investment Properties) Lower of the useful life in the range of 30 - 60 years and the lease
term except in cases where useful life of certain building is based
on technical evaluation
h Shipping vessels 20 years
i Temporary structures (included in building) 4 years
j Drydock expenses incurred on Intermediate survey (included in
Shipping vessels) 2.5 years
k Drydock expenses incurred on Special survey (included in
Shipping vessels) 5 years
l Leasehold Land Over the period of lease
m Leasehold Improvements Over the period of lease
Property, plant and equipment individually costing ` 5,000 and less are depreciated fully in the year of purchase.
2.8 Capital work-in-progress 2.10 Intangible Assets

Projects under which tangible Property, plant and equipment Intangible assets are stated at acquisition cost, net of accumulated
are not yet ready for their use are carried at cost, comprising amortisation and accumulated impairment losses, if any. The
direct cost, related incidental expenses and attributable interest, cost comprises acquisition and implementation cost.
if any.
Amortisation is recognised on a straight-line basis over their
2.9 Investment properties estimated useful lives. The estimated useful life and amortisation
method are reviewed at the end of each reporting period, with
Investment properties are properties held to earn rentals and/or the effect of any changes in estimate being accounted for on a
for capital appreciation (including property under construction prospective basis.
for such purposes). Investment properties are measured initially
at cost, including transaction costs and where applicable Gains or losses arising from the retirement or disposal of an
borrowing cost. Subsequent to initial recognition, investment intangible asset are determined as the difference between the
properties are measured in accordance with Ind AS 16’s disposal proceeds and the carrying amount of the asset and are
requirements for cost model. recognised as income or expense in the Statement of Profit and
Loss.
The estimated useful life of lease hold land is equivalent to the
Research costs are charged to the Statement of Profit and Loss
lease term.
as they are incurred.
An investment property is derecognised upon disposal or
Indirect development costs for products are charged to
when the investment property is permanently withdrawn Statement of Profit and Loss in the year in which incurred.
from use and no future economic benefits are expected from Development expenditure on an individual project is recognized
the disposal. Any gain or loss arising on derecognition of the as an intangible asset when the Group can demonstrate the
property (calculated as the difference between the net disposal technical feasibility of completing the intangible asset so that it
proceeds and the carrying amount of the asset) is included in the will be available for use or sales, its intention to complete and
Statement of Profit and Loss in the period in which the property its ability to use or sell the asset, how the asset will generate
is derecognised. economic benefits, the availability of resources to complete the

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asset and the ability to measure reliably the expenditure during


development. 2.11 Intangible assets under development

Intangible assets internally generated Expenditure on development eligible for capitalisation is carried
as intangible assets under development where such assets are
Revenue expenditure pertaining to research is charged to the not yet ready for their intended use.
Statement of Profit and Loss. Development expenditures on an
individual project are recognised as an intangible asset when 2.12 Impairment of Assets
the Group can demonstrate:
The Group assesses at end of each reporting period whether
- The technical feasibility of completing the intangible asset there is any indication that an asset may be impaired. If any
so that the asset will be available for use or sale such indication exists, the Group estimates the recoverable
- its intention to complete and its ability and intention to use amount of the asset. The recoverable amount is the higher of
or sell that asset an asset’s fair value less costs of disposal and value in use. If
- how the asset will generate future economic benefits such recoverable amount of the asset or the recoverable amount
- the availability of resources to complete the asset of the cash generating unit to which the asset belongs is less
- the ability to measure reliably the expenditure during than its carrying amount, the carrying amount is reduced to its
the development. The amount capitalised comprises recoverable amount. The reduction is treated as an impairment
expenditure that can be directly attributed or allocated on loss and is recognised in the Statement of Profit and Loss. For
a reasonable and consistent basis to creating, producing the purpose of assessing impairment, assets are grouped at
and making the asset ready for its intended use. the lowest level for which there are separate identifiable cash
inflows which are largely independent of the cash inflows from
Following initial recognition of the development expenditure other assets or groups of asset (cash-generating unit). If at the
as an asset, the asset is carried at cost less any accumulated Balance Sheet date there is an indication that if a previously
amortisation and accumulated impairment losses. Amortisation assessed impairment loss no longer exists, the recoverable
of the asset begins when development is complete and the amount is reassessed and the asset is reflected at the lower of
asset is available for use. It is amortised over the period of the recoverable amount and the carrying amount that would have
expected future benefit. Amortisation expense is recognised in been determined had no impairment loss been recognised. Non
the Statement of Profit and Loss unless such expenditure forms financial asset other than goodwill that suffered an impairment
part of carrying value of another asset. During the period of are reviewed for possible reversal of the impairment at the
development, the asset is tested for impairment annually. end of each reporting period. For the purposes of assessing
impairment, assets are grouped at the lowest levels for which
An intangible asset is derecognised upon disposal or when there are separately identifiable cash inflows which are largely
no future economic benefits are expected to arise from the independent of the cash inflows from other assets or groups of
continued use of the asset. Any gain or loss arising on the assets (cash generating unit).
disposal or retirement of an intangible asset is determined as
the difference between sales proceeds and the carrying amount 2.13 Deemed cost for property, plant and equipment, investment
of the assets and is recognised in Statement of Profit and Loss. properties and intangible assets

The estimated useful lives of intangible assets are as under: The Group has elected to continue with the carrying value of all
Sr. Class of assets Estimated useful life of its property, plant and equipment, investment properties and
No. intangibles assets recognised as of 1st April, 2015 (transition
a Software acquired 3 - 5 years date) measured as per the previous GAAP and use that carrying
b Internally generated software 3 - 6 years value as its deemed cost as of the transition date.
(comprising Bill Payment and
Cheque Deposits software,
Forbes Xpress and Cash based
Ticketing Solutions and other
peripherals relating to banking)
c Brand Names / Trademarks 3 - 5 years
d Product Development On straight line basis over
expenditure and Other the best estimate of their
Intangible assets useful lives basis expected
future benefits but not
exceeding 10 years
e Technical know-how 5 years

165
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

2.14 Financial instruments Investments in equity instruments at FVOCI

Financial assets and financial liabilities are recognised when On initial recognition, the Group can make an irrevocable
the Group becomes a party to the contractual provisions of the election (on an instrument-by-instrument basis) to present
instruments. the subsequent changes in fair value in other comprehensive
income. This election is not permitted if the equity investment
Financial assets and financial liabilities are initially measured is held for trading. These elected investments are initially
at fair value. Transaction costs that are directly attributable measured at fair value plus transaction costs. Subsequently,
to the acquisition or issue of financial assets and financial they are measured at fair value with gains and losses arising
liabilities (other than financial assets and financial liabilities at from changes in fair value recognised in other comprehensive
fair value through profit or loss) are added to or deducted from income and accumulated in the ‘Reserve for equity instruments
the fair value of the financial assets or financial liabilities, as through other comprehensive income’.
appropriate, on initial recognition. Transaction costs directly
attributable to the acquisition of financial assets or financial Financial assets at fair value through profit or loss (FVTPL)
liabilities at fair value through profit or loss are recognised
immediately in the Statement of Profit and Loss. Financial assets at FVTPL are measured at fair value at the
end of each reporting period, with any gains or losses arising
Financial assets on remeasurement recognised in the Statement of Profit and
Loss. The net gain or loss recognised in the Statement of
All recognised financial assets are subsequently measured in Profit and Loss incorporates any dividend or interest earned on
their entirety at either amortised cost or fair value, depending the financial asset. Dividend on financial assets at FVTPL is
on the classification of the financial assets. recognised when the Group’s right to receive the dividends is
established, it is probable that the economic benefits associated
Classification with the dividend will flow to the entity, the dividend does not
represent a recovery of part of cost of the investment and the
Debt instruments that meet the following conditions are amount of dividend can be measured reliably.
subsequently measured at amortised cost:
Impairment of financial assets
- the asset is held within a business model whose objective
is to hold assets in order to collect contractual cash flows; The Group applies the expected credit loss model for recognising
and impairment loss on financial assets measured at amortised cost,
- the contractual terms of the instrument give rise on loan commitments, trade receivables, financial guarantees not
specified dates to cash flows that are solely payments of designated as FVTPL and other contractual rights to receive
principal and interest on the principal amount outstanding. cash or other financial asset.

All other financial assets are subsequently measured at fair For trade receivables or any contractual right to receive cash or
value. another financial asset that result from revenue transactions, the
Group always measures the loss allowance at an amount equal
Effective interest method to lifetime expected credit losses.

The effective interest method is a method of calculating the Further, for the purpose of measuring lifetime expected credit
amortised cost of a debt instrument and of allocating interest loss (“ECL”) allowance for trade receivables, the Group has
income over the relevant period. The effective interest rate is used a practical expedient as permitted under Ind AS 109
the rate that exactly discounts estimated future cash receipts Financial Instruments. This expected credit loss allowance is
(including all fees and amounts that form an integral part of the computed based on a provision matrix which takes into account
effective interest rate, transaction costs and other premiums or historical credit loss experience and adjusted for forward-
discounts) through the expected life of the debt instrument, or, looking information.
where appropriate, a shorter period, to the net carrying amount
on initial recognition. For recognition of impairment loss on other financial assets and
risk exposure, the Group determines that whether there has been
Income is recognised on an effective interest basis for debt a significant increase in the credit risk since initial recognition.
instruments other than those financial assets classified as at If credit risk has not increased significantly, 12-month ECL is
fair value through profit or loss. Interest income is recognised used to provide for impairment loss. However, if credit risk has
in the Statement of Profit and Loss and is included in “Other increased significantly, lifetime ECL is used. If, in a subsequent
income”. period, credit quality of the instrument improves such that there

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is no longer a significant increase in credit risk since initial of a financial liability and an equity instrument. A conversion
recognition, then the entity reverts to recognising impairment option that will be settled by the exchange of a fixed amount
loss allowance based on 12-month ECL. of cash or another financial asset for a fixed number of equity
instruments is an equity instrument.
Lifetime ECL are the expected credit losses resulting from all
possible default events over the expected life of a financial At the date of issue, the fair value of the liability component is
instrument. The 12-month ECL is a portion of the lifetime ECL estimated using the prevailing market interest rate for similar
which results from default events that are possible within 12 non-convertible instruments. This amount is recognised
months after the reporting date. as a liability on an amortised cost basis using the effective
interest method until extinguished upon conversion or at the
Derecognition of financial assets instrument’s maturity date.
A financial asset is derecognised only when
The conversion option classified as equity is determined by
• The Group has transferred the rights to receive cash flows deducting the amount of the liability component from the
from the financial asset or fair value of the compound financial instrument as a whole.
• retains the contractual rights to receive the cash flows of This is recognised and included in equity, net of income tax
the financial asset but assumes a contractual obligation to effects, and is not subsequently remeasured. In addition,
pay the cash flows to one or more recipients. the conversion option classified as equity will remain in
equity until the conversion option is exercised, in which
Where the entity has transferred an asset, the Company case, the balance recognised in equity will be transferred
evaluates whether it has transferred substantially all risks and to other component of equity. When the conversion option
rewards of ownership of the financial asset. In such cases, the remains unexercised at the maturity date of the preference
financial asset is derecognised. shares, the balance recognised in equity will be transferred to
retained earnings. No gain or loss is recognised in profit or
Foreign exchange gains and losses loss upon conversion or expiration of the conversion option.
Transaction costs that relate to the issue of the preference
The fair value of financial assets denominated in a foreign shares are allocated to the liability and equity components in
currency is determined in that foreign currency and translated proportion to the allocation of the gross proceeds. Transaction
at the spot rate at the end of each reporting period. For foreign costs relating to the equity component are recognised directly in
currency denominated financial assets measured at amortised equity. Transaction costs relating to the liability component are
cost and FVTPL, the exchange differences are recognised in the included in the carrying amount of the liability component and
Statement of Profit and Loss. are amortised over the lives of the preference shares using the
effective interest method.
Financial liabilities and equity instruments
Classification as debt or equity Financial liabilities

Debt and equity instruments issued by the Group are classified All financial liabilities are subsequently measured at amortised
as either financial liabilities or as equity in accordance with the cost using the effective interest method or at FVTPL.
substance of the contractual arrangements and the definitions of Borrowings are initially recognised at fair value, net of
a financial liability and an equity instrument. transaction costs incurred.

Equity instruments Financial liabilities that are not held-for-trading and are not
designated as at FVTPL are measured at amortised cost at the
An equity instrument is any contract that evidences a residual end of subsequent accounting periods. The carrying amounts of
interest in the assets of an entity after deducting all of its financial liabilities that are subsequently measured at amortised
liabilities. Equity instruments issued by a group entity are cost are determined based on the effective interest method.
recognised at the proceeds received, net of direct issue costs.
Foreign exchange gains and losses
Compound financial instruments
For financial liabilities that are denominated in a foreign
The component parts of compound financial instruments currency and are measured at amortised cost at the end of each
(preference shares) issued by the Group are classified separately reporting period, the foreign exchange gains and losses are
as financial liabilities and equity in accordance with the determined based on the amortised cost of the instruments.
substance of the contractual arrangements and the definitions

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

Derecognition of financial liabilities contractual payments required under the debt instrument and
the payments that would be required without the guarantee, or
The Group derecognises financial liabilities when, and only the estimated amount that would be payable to a third party for
when, the Group’s obligations are discharged, cancelled or assuming the obligation.
have expired. An exchange between with a lender of debt
instruments with substantially different terms is accounted 2.15 Borrowing Cost
for as an extinguishment of the original financial liability
and the recognition of a new financial liability. A substantial Borrowing costs includes interest, amortisation of ancillary cost
modification of the terms of an existing financial liability incurred in connection with the arrangement of borrowings and
(whether or not attributable to the financial difficulty of the exchange difference arising from foreign currency borrowings
debtor) is accounted for as an extinguishment of the original to the extent they are regarded as an adjustment to the interest
financial liability and the recognition of a new financial liability. cost.
The difference between the carrying amount of the financial
liability derecognised and the consideration paid and payable is Borrowing costs that are attributable to the acquisition
recognised in the Statement of Profit and Loss. or construction of qualifying assets, which are assets that
necessarily takes a substantial period of time to get ready for its
Derivative financial instruments intended use or sale, are added to the cost of those assets; until
such time as the assets are substantially ready for their intended
The Group enters into derivative financial instruments to use or sale.
manage its exposure to foreign exchange rate risks, including
foreign exchange forward contracts. Interest income earned on the temporary investment of specific
borrowings pending their expenditure on qualifying assets is
Derivatives are initially recognised at fair value at the date deducted from the borrowing costs eligible for capitalisation.
the derivative contracts are entered into and are subsequently
remeasured to their fair value at the end of each reporting All other borrowing costs are recognised in the Statement of
period. The resulting gain or loss is recognised in the Statement Profit and Loss in the period in which they are incurred.
of Profit and Loss immediately.
2.16 Foreign Currency Transactions and Translation
Offsetting financial instruments
In preparing the financial statements of each entity, transactions
Financial assets and liabilities are offset and the net amount in currencies other than the that entity’s functional currency
is reported in the Balance Sheet where there is a legally viz. Indian Rupee (`) are recognised at the rates of exchange
enforceable right to offset the recognised amounts and there is prevailing at the dates of the transactions. Exchange difference
an intention to settle on a net basis or realise the asset and settle on monetary items in respective entities is recognised in the
the liability simultaneously. The legally enforceable right must Statement of Profit and Loss in the period in which they arise. At
not be contingent on future events and must be enforceable the end of each reporting period, monetary items denominated
in the normal course of business and in the event of default, in foreign currencies are retranslated at the rates prevailing
insolvency or bankruptcy of the Group or the counterparty. at that date. Non-monetary items carried at fair value that are
denominated in foreign currencies are translated at the rates
Financial guarantee contracts prevailing at the date when the fair value was determined. Non-
monetary items that are measured in terms of historical cost in
Financial guarantee contracts issued by the Group are those a foreign currency are not retranslated.
contracts that require a payment to be made to reimburse the
holder for a loss it incurs because the specified debtor fails to For the purposes of presenting these consolidated financial
make a payment when due in accordance with the terms of a statements, the assets and liabilities of the Group’s foreign
debt instrument. Financial guarantee contracts are recognised operations are translated into Indian Rupees using exchange
initially as a financial liability at fair value, adjusted for rates prevailing at the end of each reporting period. Income and
transaction costs that are directly attributable to the issuance expense items are translated at the average exchange rates for
of the guarantee. Subsequently, the liability is measured the period. Exchange differences arising, if any, are recognised
at the higher of the amount of loss allowance determined as in other comprehensive income and accumulated in equity (and
per impairment requirements of Ind AS 109 and the amount attributed to non-controlling interests as appropriate).
recognised less cumulative amortisation where appropriate.
On the disposal of a foreign operation (i.e. a disposal of the
The Fair value of financial guarantees is determined based on Group’s entire interest in a foreign operation, a disposal
the present value of the difference in cash flows between the involving loss of control over a subsidiary that includes a

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foreign operation, or a partial disposal of an interest in a joint 2.19 Revenue Recognition


arrangement or an associate that includes a foreign operation
of which the retained interest becomes a financial asset), all Revenue is measured at the fair value of the consideration
of the exchange differences accumulated in equity in respect received or receivable.
of that operation attributable to the owners of the Group are
reclassified to the Statement of Profit and Loss. A. Revenue from real estate contracts (applicable for the
year ended 31st March, 2019):
2.17 Inventories
In respect of real estate development projects undertaken
Inventories are valued at the lower of the acquisition / by the Group, the control of real estate units is said to be
production cost and net realisable value. Costs of inventories satisfied over time, if any one of the following criteria is
are determined on weighted average basis. Raw materials and met:
stores, work in progress, traded and finished goods are stated at
the lower of cost and net realisable value. Cost of raw materials a) the customer simultaneously receives and consumes
stores and spares and traded goods comprises cost of purchases. the benefits provided by the entity’s performance as
Cost of work-in-progress and finished goods comprises direct the entity performs
materials, direct labour and an appropriate proportion of variable b) the entity’s performance creates or enhances an asset
and fixed overhead expenditure, the latter being allocated on that the customer controls as the asset is created or
the basis of normal operating capacity. Cost of inventories also enhanced
include all other costs incurred in bringing the inventories to c) the entity’s performance does not create an asset
their present location and condition. with an alternative use to the entity and the entity
has an enforceable right to payment for performance
Real estate development work-in-progress :- completed to date

Cost of real estate business is charged to the Statement of Profit In all other cases, where the above criterias for satisfaction
and Loss in proportion to the revenue recognised during the of performance obligation and recognising revenue over
year and the balance cost is carried forward as “Real Estate time are not met, revenue would be recognised when
Work in Progress” under Note 13 Inventories. control of the real estate units has been transferred and
there is no unfulfilled obligation which could affect the
Real estate development work-in-progress cost includes customers acceptance of the real estate units.
construction and development cost, allocated interest and other
overheads related to projects under construction and is valued Revenue is measured at fair value and recognized with
at lower of cost and net realizable value. respect to executed agreements for sale of residential
units on transfer of control of the real estate units to the
Net realizable value is the estimated selling price in the ordinary customers.
course of business, less estimated costs of completion and
estimated costs necessary to make the sale. B. Revenue from real estate contracts (applicable for the
year ended 31st March, 2018):
2.18 Earnings Per Share
In respect of property development projects undertaken by
Basic Earnings per share are calculated by dividing the the Group, the Group follows percentage of completion
consolidated net profit / (loss) after tax for the year attributable method as per the Guidance Note on Accounting for Real
to equity shareholders of the Group by the weighted average Estate Transactions for recognising revenue from projects,
number of equity shares outstanding during the year. based on estimation of the outcome of the project when
the following conditions are completed:
Diluted earnings per share adjusts the figures used in the
determination of basic earnings per share to take into account a) All critical approvals for commencement of the
project have been obtained; and
• the after income tax effect of interest and other financing b) The actual construction and development cost
costs associated with dilutive potential equity shares, incurred is at least 25% of the total construction and
and development cost; and
• the weighted average number of additional equity shares c) At least 25% of the saleable project area is secured
that would have been outstanding assuming the conversion by contracts or agreements with buyers and ;
of all dilutive potential equity shares. d) At least 10% of the total revenue as per the
aforementioned sale agreements have been realised

169
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

in respect of each such contract and it is expected inventory that is estimated to return to the group using
that the parties will comply with the payment terms a best estimate based on accumulated experience.
of the contracts. Group’s obligation to repair or replace faulty products
under the standard warranty terms is recognised as
Determination of revenues under the percentage provision.
completion method necessarily involves making estimates
by the Group some of which are of technical nature, A receivable is recognised when the goods are delivered
concerning, where relevant, the percentage of completion, as this is the point in time that the consideration is
costs to completion and the expected revenue from the unconditional because only the passage of time is required
project and the foreseeable losses to completion. before the payment is due.

Revenue is measured at fair value and recognized with At contract inception, since for most of the contracts it
respect to executed agreements for sale of residential units is expected that the period between the transfer of the
upon achieving threshold percentage of actual project cost promised goods or services to a customer and payment
incurred (excluding development rights and borrowing for these goods or services by the customer will be one
cost) as against the total estimated cost of the project year or less, practical expedient in IND AS 115 have been
(excluding development rights and borrowing cost). applied and accordingly:

When it is probable that total costs will exceed total a) The Company does not adjust the promised amount
revenue, the expected loss is recognised as an expense in of consideration for the effects of a significant
the Statement of Profit and Loss in the period in which financing component
such probability occurs. b) The Company recognises the incremental costs of
obtaining a contract as an expense when incurred
C. Sale of goods: c) No information on remaining performance
obligations as of the year end that have an expected
Revenue from the sale of goods is recognised when control original term of one year or less was reported.
of the products has been transferred based on agreed terms
and there is no unfulfilled obligation which could affect As part of the adoption of the new standard, contract assets
the customers acceptance of the products. and contract liabilities are new additions to the Balance
Sheet disclosure. A contract liability is the Company’s
Further the amount of revenue can be measured reliably obligation to transfer goods or services to a customer, for
and it is probable that the economic benefits associated which the Company has already received consideration
with the transaction will flow to the entity. from customers.

Sales are recognised, net of estimated returns, trade D. Sale of services:


discounts, taxes, incentives and rebates as applicable.
a) Charter hire earnings are recognized as the service
A refund liability (included in other current liabilities) is performed and accrued on time basis as per terms
is recognised for expected volume discounts payable to stated in pool agreement.
customers in relation to sales made until the end of the b) Income from other services is recognised as and
reporting period. when the services are performed as per the terms
of agreement with the respective parties. For fixed
In relation to certain contracts where installation services price contracts, revenue is recognised based on
are provided by the group, same is accounted as a separate actual service provided to the end of the reporting
performance obligation. Payment of the transaction price period as a proportion of the total services to be
is due immediately when the customer purchases the provided.
goods/services except in certain cases where a credit term c) Commission income is recognised as per terms of
is agreed between group and customers. agreement with repective party and in the period in
which services are rendered.
Revenue is only recognised to the extent that it is highly
probable a significant reversal will not occur. An estimate is Unbilled revenue with respect to Maintenance Contract
made for goods that will be returned and a liability has been is recognised to the extent not billed at the year end
recognised for this amount as refund liability (included in and unbilled revenue from sale of customised software
other current liabilities). An asset has also been recorded is recognised to the extent of stage of completion of
(included in other current assets) for the corresponding development.

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E. Income from Recharge sales using the market yields at the end of the reporting period
that have terms approximating to the terms of the related
Revenue on sale of recharge recognised when the pins are obligation. Remeasurements as a result of experience
downloaded by the customer. adjustments and changes in actuarial assumptions are
recognised in the Statement of Profit and Loss.
F. Lease Income
The obligations are presented as current liabilities in the
Lease arrangements where the risks and rewards incidental Balance Sheet if the entity does not have an unconditional
to ownership of an asset substantially vest with the lessor right to defer settlement for at least twelve months after the
are recognised as operating leases. Lease rental income reporting period, regardless of when the actual settlement
under operating leases is recognised in the Consolidated is expected to occur.
Statement of Profit and Loss on a straight- line basis.
c) Post-employment obligations
G. Interest and Dividend Income:
The Group operates the following post-employment
Interest income from a financial asset is recognised schemes:
when it is probable that the economic benefits will flow
to the Group and the amount of income can be measured - Defined Contribution plans such as superannuation,
reliably. Interest income is accrued on a time basis, by pension, provident fund (in case of certain employees)
reference to the amortised cost and at the effective interest and Employee State Insurance Corporation (ESIC).
rate applicable.
- Defined Benefit plans such as gratuity, provident
Dividend income from investments is recognised when fund (in case of certain employees), post-retirement
the shareholder’s right to receive payment has been medical benefits and non-compete fees (eligible
established (provided that it is probable that the economic whole-time directors and on their demise, their
benefits will flow to the Group and the amount of income spouses are entitled to medical benefits subject to
can be measured reliably). certain limits and fixed monthly payment as non-
compete fee).
H. Export Incentives:
Income from export incentives is recognised on accrual Defined Contribution Plans
basis to the extent the ultimate realisation is reasonably
certain. The Group’s contribution to superannuation fund,
pension, provident fund (in case of certain employees)
2.20 Employee Benefits and employee state insurance scheme are considered as
a) Short-term employee benefits defined contribution plans, as the Group does not carry
any further obligations apart from the contributions
Liabilities for wages and salaries, including non-monetary made on a monthly basis and are charged as an expense
benefits that are expected to be settled wholly within 12 based on the amount of contribution required to be made.
months after the end of the period in which the employees
render the related service are recognised in respect of In case of Superannuation, pension, provident fund (in
employees’ services up to the end of the reporting period case of certain employees) and employee state insurance
and are measured at the undiscounted amounts expected scheme, contributions are made to the Life Insurance
to be paid when the liabilities are settled. The liabilities Corporation of India (LIC).
are presented as current employee benefit obligations in
the Balance Sheet. Defined Benefit Plans

b) Other long-term employee benefits In case of Provident fund (in case of certain employees),
contributions are made to a Trust administered by the
The liabilities for earned leave are not expected to be Group. The liability or asset recognised in the Balance
settled wholly within 12 months after the end of the period Sheet in respect of defined benefit gratuity, post-retirement
in which the employees render the related service. They are medical benefits and non-compete fees plans is the present
therefore measured as the present value of expected future value of the defined benefit obligation at the end of the
payments to be made in respect of services provided by reporting period less the fair value of plan assets. The
employees up to the end of the reporting period using the defined benefit obligation is calculated by actuaries using
projected unit credit method. The benefits are discounted the projected unit credit method.

171
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

Eligible employees receive benefits from a provident fund Pension policy


which is defined benefit plan. Both the employees and
the Group make monthly contributions to the provident Lux Group companies operate various pension schemes.
fund plan equal to a specified percentage of the covered The schemes are generally funded by payments to
employees’ salary. The Group contributes a part of the insurance companies or trustee-administered funds. There
contributions to Forbes & Company Ltd. Employees are two different categories of such pension schemes:
Provident Fund. The rate at which the annual interest
is payable to the beneficiaries by the Trust is being - Swiss pension plans
determined by the Government. The Group has an - Foreign pension plans
obligation to make good the shortfall, if any, between the
return from the investments of the Trust and the notified Swiss pension plans
interest rate. Any obligation in this respect is measured
on the basis of an independent actuarial valuation. The Swiss pension plans are stated according to SWISS GAAP
remaining portion is contributed to the Government FER 16
administered pension fund in respect of which the Group
has no further obligations. Prepaid contributions are Employees and former employees receive different
recognised as an asset to the extent that a cash refund or employee benefits and retirement pensions, which are
reduction in the future payments are available. determined in accordance with the legislative provision
in Switzerland. All risks are reinsured and underfunding
The present value of the defined benefit obligation in is not possible.
respect of gratuity, post-retirement medical benefits and
non-compete fees plans is determined by discounting the Foreign pension plans
estimated future cash outflows by reference to market
yields at the end of the reporting period on government Pension plans were restated according to Swiss GAAP
bonds that have terms approximating to the terms of the FER 16 in 2014.
related obligation.
The following companies have pension plans: Lux Austria
The net interest cost is calculated by applying the discount
rate to the net balance of the defined benefit obligation There are other Lux Group companies that have internal
and the fair value of plan assets. This cost is included in or external pension plans. However these plans are not
employee benefit expense in the Statement of Profit and material for the Group and therefore no further information
Loss. is disclosed.

Remeasurement gains and losses arising from experience Since the above pension plans are operated as per the laws
adjustments and changes in actuarial assumptions are of respective countries, no adjustment has been carried
recognised in the period in which they occur, directly out for differences.
in other comprehensive income. They are included in
retained earnings in the Statement of Changes in Equity d) A liability for a termination benefit is recognised at the
and in the Balance Sheet. earlier of when the Group can no longer withdraw the offer
of the termination benefit and when the group recognises
Changes in the present value of the defined benefit any related restructuring costs.
obligation resulting from plan amendments or curtailments
are recognised immediately in the Statement of Profit or 2.21 Taxes on Income
Loss as past service cost.
Tax expense for the year, comprising current tax and deferred
In the case of subsidiary namely Eureka Forbes Limited, tax, are included in the determination of the net profit or loss for
the subsidiary operates a defined benefit gratuity plan the year. Current tax is measured at the amount expected to be
for employees. The subsidiary contributes to a separate paid to the tax authorities in accordance with the Income Tax
trust administered by the subsidiary towards meeting Act, 1961.
the Gratuity obligation. The subsidiary’s liability is
determined on the basis of an actuarial valuation. Deferred tax is recognised on temporary differences between
Remeasurements of the net defined benefit liability as per the carrying amounts of assets and liabilities in the consolidated
the actuarial valuation report , which comprise actuarial financial statements and the corresponding tax bases used in
gains and losses are recognised in OCI. the computation of taxable profit. Deferred tax liabilities are
generally recognised for all taxable temporary differences.

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Deferred tax assets are generally recognised for all deductible and rewards incidental to ownership of the leased assets,
temporary differences to the extent that it is probable that are classified as operating lease. Operating lease expense /
taxable profits will be available against which those deductible income are recognized in the Statement Profit and Loss on
temporary differences can be utilised. Such deferred tax assets a straight-line basis over the lease term.
and liabilities are not recognised if the temporary difference
arises from the initial recognition (other than in a business (ii) Finance Leases
combination) of assets and liabilities in a transaction that affects
neither the taxable profit nor the accounting profit. In addition, Leases, where the lessor transfers, substantially all the
deferred tax liabilities are not recognised if the temporary risks and rewards incidental to ownership of the leased
difference arises from the initial recognition of goodwill. assets, are classified as finance lease. Assets taken on
finance lease are capitalised at fair value or net present
The carrying amount of deferred tax assets is reviewed at the value of the minimum lease payments, whichever is
end of each reporting period and reduced to the extent that lower. Lease payments made are apportioned between the
it is no longer probable that sufficient taxable profits will be finance charges and reduction of the outstanding liability
available to allow all or part of the asset to be recovered. in respect of assets taken on lease.

Deferred tax liabilities and assets are measured at the tax rates 2.23 Segment Reporting
that are expected to apply in the period in which the liability is
settled or the asset realised, based on tax rates (and tax laws) An operating segment is a component of the Group that engages
that have been enacted or substantively enacted by the end of in business activities from which it may earn revenue and incur
the reporting period. expenses, whose operating results are regularly reviewed by the
Group’s chief operating decision maker in order to effectively
Deferred tax assets and liabilities are offset when there is allocate the Group’s resources and assess performance.
a legally enforceable right to offset current tax assets and
liabilities and when the deferred tax balances relate to the same 2.24 Provisions and Contingent Liabilities
taxation authority. Current tax assets and tax liabilities are
offset where the entity has a legally enforceable right to offset Provisions are recognised when the Group has a present
and intends either to settle on a net basis, or to realise the asset obligation (legal or constructive) as a result of a past event, it is
and settle the liability simultaneously. probable that the Group will be required to settle the obligation,
and a reliable estimate can be made of the amount of the
Current and deferred tax are recognised in the Statement obligation.
of Profit and Loss, except when they relate to items that are
recognised in other comprehensive income or directly in equity, The amount recognised as a provision is the best estimate of
in which case, the current and deferred tax are also recognised in the consideration required to settle the present obligation at the
other comprehensive income or directly in equity respectively. end of the reporting period, taking into account the risks and
The Group recognises Minimum Alternate Tax credit under the uncertainties surrounding the obligation. When a provision is
Income Tax Act, 1961 as an asset only when and to the extent measured using the cash flows estimated to settle the present
there is convincing evidence that the Group will be liable to pay obligation, its carrying amount is the present value of those cash
normal income tax during the specified period. flows (when the effect of the time value of money is material).

Pursuant to the introduction of Section 115 VA under the When some or all of the economic benefits required to settle
Income Tax Act 1961, Shapoorji Pallonji Forbes Shipping a provision are expected to be recovered from a third party,
Limited (subsidiary) has opted for computation of it’s income a receivable is recognised as an asset if it is virtually certain
from shipping activities under the Tonnage Tax Scheme. Thus that reimbursement will be received and the amount of the
income from business of operating ships is assessed on the basis receivable can be measured reliably.
of deemed Tonnage Income of the Group and no deferred tax
is applicable to such income as there are no timing differences. Onerous Contracts
The timing difference in respect of the non-tonnage activities
of the subsidiary are not material, in view of which deferred Present obligations arising under onerous contracts are
taxation is not considered as necessary. recognised and measured as provisions. An onerous contract is
considered to exist where the Group has a contract under which
2.22 Lease Accounting the unavoidable costs of meeting the obligations under the
(i) Operating Leases contract exceed the economic benefits expected to be received
from the contract.
Leases, where the lessor retains, substantially all the risks

173
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

Warranties 2.26 Government Grants

Provisions for the expected cost of warranty obligations under Government grants are not recognised until there is reasonable
local sale of good legislations are recognised at the date of sale assurance that the Group will comply with the conditions
of the relevant products, at the management’s best estimate of attaching to them and that the grants will be received. These
the expenditure required to settle the Group’s obligation. are recognised in the Consolidated Statement of Profit and Loss
on a systematic basis over the period in line with the related
Contingent liability is disclosed for (i) Possible obligations costs.
which will be confirmed only by future events not wholly
within the control of the Group or (ii) Present obligations 2.27 Cash and Cash Equivalents
arising from past events where it is not probable that an outflow
of resources will be required to settle the obligation or a reliable For the purpose of presentation in the Statement of Cash Flows,
estimate of the amount of the obligation cannot be made, unless cash and cash equivalents includes cash on hand, deposits held
the possibility of outflow of resources embodying economic at call with financial institutions, other short-term, highly liquid
benefits are remote. investments with original maturities of three months or less that
are readily convertible to known amounts of cash and which are
2.25 Goodwill On Consolidation subject to an insignificant risk of changes in value, and bank
overdrafts. Bank overdrafts are shown within borrowings in
Goodwill comprises the portion of a purchase price for an current liabilities in the Balance Sheet.
acquisition that exceeds the Group’s share of the identifiable
assets, with deductions for liabilities, calculated on the date of 2.28 Non-Current Assets Held For Sale
acquisition.
Non-current assets and disposal groups are classified as held
Goodwill arising from the acquisition of associate companies for sale if their carrying amount will be recovered principally
and joint ventures is included in the value of the Group’s through a sale transaction rather than through continuing use.
holdings in the associate and joint ventures. This condition is regarded as met only when the asset (or
disposal group) is available for immediate sale in its present
Goodwill is deemed to have an indefinite useful life and is condition subject only to terms that are usual and customary
reported at acquisition value with deduction for accumulated for sales of such asset (or disposal group) and its sale is highly
impairments. Goodwill is tested for impairment on an annual probable. Management must be committed to the sale, which
basis and whenever there is an indication that the recoverable should be expected to qualify for recognition as a completed
sale within one year from the date of classification.
amount of a cash generating unit is less than its carrying
amount based on a number of factors including operating
Non-current assets (and disposal groups) classified as held for
results, business plans, future cash flows and economic
sale are measured at the lower of their carrying amount and fair
conditions. The recoverable amount of cash generating units
value less costs to sell.
is determined based on higher of value-in-use and fair value
less cost to sell. The goodwill impairment test is performed
Current assets are not depreciated or amortised while they are
at the level of the cash generating unit or groups of cash-
classified as held for sale.
generating units which are benefitting from the synergies of
the acquisition and which represents the lowest level at which
2.29 Principles of business combinations
goodwill is monitored for internal management purposes.
The acquisition method of accounting under Ind AS is used to
Market related information and estimates are used to account for business combinations by the Group from the date
determine the recoverable amount. Key assumptions on which of transition to Ind AS i.e. 1st April, 2015. Prior to the date of
management has based its determination of recoverable amount transition to Ind AS, business acquisitions have been accounted
include estimated long term growth rates, weighted average based on previous GAAP.
cost of capital and estimated operating margins. Cash flow
projections take into account past experience and represent 2.30 Dividend
management’s best estimate about future developments.
Provision is made for the amount of any dividend declared,
Any impairment loss for goodwill is recognised directly in the being appropriately authorised and no longer at the discretion
Consolidated statement of profit and loss, and is not reversed in of the entity, on or before the end of the reporting period but not
subsequent periods. On disposal of the relevant cash-generating distributed at the end of the reporting period.
unit, the attributable amount of goodwill is included in the
determination of the Consolidated Statement Profit and Loss on
disposal.

174
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

3. CRITICAL ACCOUNTING JUDGEMENTS AND KEY 3.2.2 Contingent Liabilities and Provisions
SOURCES OF ESTIMATION UNCERTAINTY
Contingent Liabilities and Provisions are liabilities of
In the application of the accounting policies, which are described in uncertain timing or amount and therefore in making a
Note 2, the directors of the Group are required to make judgements, reliable estimate of the quantum and timing of outflow of
estimates and assumptions about the carrying amounts of assets liabilities, judgement is applied and re-evaluated at each
and liabilities that are not readily apparent from other sources. reporting date.
The estimates and associated assumptions are based on historical
experience and other factors that are considered to be relevant. 3.2.3 Useful life and residual value of Property, Plant
Actual results may differ from these estimates. and Equipment, Intangible Assets and Investment
Properties
The estimates and underlying assumptions are reviewed on an
ongoing basis. Revisions to accounting estimates are recognised As described in Notes 2.7, 2.9 and 2.10, the Group
in the period in which the estimate is revised if the revision reviews the estimated useful life and residual values of
affects only that period, or in the period of the revision and future property, plant and equipment, intangibles and investment
periods if the revision affects both current and future periods. properties at each reporting date.

3.1 Critical judgements in applying accounting policies 3.2.4 Fair value measurement and valuation process

The following are the critical judgements, apart from those Some of the Group’s assets and liabilities are measured
involving estimations (refer Note 3.2 below), that the directors at fair value for financial reporting purposes. The
have made in the process of applying the accounting policies management of the Group determines the appropriate
and that have the most significant effect on the amounts valuation techniques and inputs for fair value
recognised in the consolidated financial statements. measurements. In estimating the fair value of an asset or
a liability, the Group uses market-observable data to the
3.1.1. The Svadeshi Mills Company Limited (Svadeshi) is not extent it is available. Where such inputs are not available,
an associate of the Group although the Group owns a the Group engages third party qualified valuers to perform
23% ownership interest (including indirect) in Svadeshi, the valuation.
as the Assets of Svadeshi continue to be in the hands of
the Official Liquidator, High Court, Bombay. The Review 3.2.5 Impairment of Goodwill on consolidation
Petition had been filed against the Order dated 23rd
February, 2016 whereby the Special Leave Petition (SLP) Determining whether goodwill is impaired requires as
was dismissed. The said Review Petition filed before the estimation of fair value/ value in use of cash-generating
Hon’ble Supreme Court was dismissed vide Order dated units to which goodwill has been allocated. Such
26th August, 2016. The records of Svadeshi are in the valuation requires the Group to estimate the future cash
custody of the Official Liquidator. Hence, the Group does flows expected to arise from the cash-generating unit and
not have significant influence over Svadeshi as Svadeshi a suitable discount rate in order to calculate the present
is under liquidation. value. Where the actual future cash flows are less than
expected, a material impairment loss may arise.
3.2 Key sources of estimation uncertainty
3.2.6 Impairment of Trade Receivables
3.2.1 Real Estate Development:
The impairment provisions for trade receivables are
In case of Real estate development, the Group’s revenue based on assumptions about risk of default and expected
recognition and margin recognition policy till 31st loss rates. The Group uses judgement in making these
March, 2018, which are set out in Note 2.19(B), involved assumptions and selecting the inputs to the impairment
estimation as regards how the Group values the work it calculation, based on the Group’s past history, existing
has carried out in each financial year and corresponding market conditions as well as forward looking estimates at
recognition of revenue and expenses. These policies the end of each reporting period
require forecasts to be made of the outcomes of long-
term real estate development services, which require 3.2.7 Defined Benefit Obligations
assessments and judgements to be made mainly on sale
considerations, changes in the plan/outlay of work and The present value of defined benefit obligations is
changes in costs. determined by discounting the estimated future cash

175
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

outflows by reference to market yields at the end of obligations to make future payments will be recognised
reporting period that have terms approximating to the on the Consolidated Balance sheet, along with the related
terms of the related obligation. ‘right-of-use’ (ROU) asset.

3.2.8 Deferred Tax Asset 2. In the Consolidated Statement of profit and loss, there will
be a reduction in operating expenses and an increase in
Deferred tax assets are generally recognised for all finance costs (lease interest expense at effective interest
deductible temporary differences to the extent that it is rate) and depreciation (on ROU assets on a straight line
probable that taxable profits will be available against basis).
which those deductible temporary differences can be 3. In the Consolidated Statement of cash flows, net operating
utilised. The carrying amount of deferred tax assets is cash flows is expected to increase, with a corresponding
reviewed at the end of each reporting period and reduced increase in financing cash outflows. Earlier the group
to the extent that it is no longer probable that sufficient presented cash outflows on former off Balance Sheet
taxable profits will be available to allow all or part of the leases as operating activities. In contrast, on applying Ind
asset to be recovered. The Group recognises Minimum AS 116, principal repayments on all lease liabilities are
Alternate Tax credit under the Income Tax Act, 1961 as included within financing activities along with interest.
an asset only when and to the extent there is convincing
evidence that the Group will be liable to pay normal The adoption of Ind AS 116 will require the Group to
income tax during the specified period. make a number of judgements, estimates and assumptions.
The Group is evaluating the impact of the standard on the
3.2.9 Refund Liabilities financial position, results of operation and cashflow.

Revenue is only recognised to the extent that it is highly Appendix C, Uncertainty over Income Tax Treatments
probable a significant reversal will not occur. An estimate to Ind AS 12
is made for goods that will be returned and a liability
has been recognised for this amount as refund liability This amendment clarifies how the recognition and
(included in other current liabilities). An asset has also measurement requirements of Ind-AS 12 ‘Income taxes’,
been recorded (included in other current assets) for the are applied where there is uncertainty over income
corresponding inventory that is estimated to return to tax treatments. An uncertain tax treatment is any tax
the group using a best estimate based on accumulated treatment applied by an entity where there is uncertainty
experience. over whether that treatment will be accepted by the tax
authority.
4. STANDARDS ISSUED BUT NOT EFFECTIVE
The management is in process of evaluating the the impact
Ind AS 116 – Leases
of the amendment on the financial position. The Group
will adopt the amendment from 1st April, 2019.
On March 30, 2019, the Ministry of Corporate Affairs
(MCA) issued the Companies (Indian Accounting Standards)
Prepayment Features with Negative Compensation,
Amendment Rules, 2019 which notified Ind AS 116, Leases.
Amendments to Ind AS 109
The amendment rules are effective from reporting periods
beginning on or after 1st April, 2019. This standard replaces
The amendment to Ind-AS 109 – ‘Financial Instruments’
current guidance in Ind AS 17 and is a far reaching change in enables entities to measure certain pre-payable financials
accounting by lessees in particular. assets with negative compensation at amortised cost.
These assets, which include some loan and debt securities,
The new standard eliminates the classification of leases as would otherwise have to be measured at fair value through
either operating leases or finance leases and introduces a single profit and loss. This interpretation is effective for annual
lessee accounting model. The Group has a number of material periods beginning on or after 1st April, 2019. The Group
non-cancellable operating leases or leases having lease terms is in process of evaluating the impact of the amendment
of more than 12 months that are impacted on adoption of this on the financial position, though it is expected that the
standard. impact from the amendment would not be significant.

The main changes arising on the adoption of Ind AS 116 will be Plan Amendment, Curtailment or Settlement,
as follows: Amendments to Ind AS 19

1. In the Consolidaed Balance Sheet, interest-bearing The amendment to Ind-AS 19 - Employee Benefits clarify
borrowings and non-current assets will increase as that if a plan amendment, curtailment or settlement

176
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

occurs, it is mandatory that the current service cost and Annual Improvements to Ind AS
the net interest for the period after the re-measurement
are determined using the assumptions used for the re- Ind AS 23, “Borrowing Cost”- clarified that if a specific
measurement. This interpretation is effective for annual borrowing remains outstanding after the related qualifying
periods beginning on or after 1st April, 2019. The Group asset is ready for its intended use or sale, it becomes part
is evaluating the impact of the amendment on the financial of general borrowings.
position, though it is expected that the impact from the
amendment would not be significant. The Group will Ind AS 103, “Business Combination”- clarified that
adopt the amendment from 1st April, 2019. obtaining control of a business that is a joint operation is
a business combination achieved in stages. The acquirer
Long-term Interests in Associates and Joint Ventures, should re-measure its previously held interest in the joint
Amendments to Ind AS 28 operation at fair value at the acquisition date.

On 30th March, 2019, the Ministry of Corporate Affairs Ind AS 111, “Joint arrangements”- clarified that the
(MCA) issued the Companies (Indian Accounting party obtaining joint control of a business that is a joint
Standards) Second Amendment Rules, 2019 which operation should not measure its previously held interest
notified amendment to Ind AS 28, Investments in in joint operation.
Associates and Joint Ventures.
Ind AS 12, “Income Taxes”- clarified that the income
The amendments clarify the accounting for long-term tax consequences of dividends on financial instruments
interests in an associate or joint venture, which in classified as equity should be recognised according to
substance form part of the net investment in the associate where the past transactions or events that generated
or joint venture, but to which equity accounting is not distributable profits were recognised. These requirements
applied. Entities must account for such interests under apply to all income tax consequences of dividends.
Ind AS 109, Financial Instruments before applying the
loss allocation and impairment requirements in Ind AS 28 These interpretations are effective for annual periods
Investments in Associates and Joint Ventures. beginning on or after 1st April, 2019. The Group is
evaluating the impact of the amendment on the financial
The interpretation is effective for annual periods beginning position. The Group will adopt the amendment from 1st
on or after 1st April, 2019. April, 2019.

The Group is evaluating the impact of the amendment on


the financial position, results of operation and cashflow.

177
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

178
5. Property, Plant and Equipment (own, unless otherwise stated)
` in Lakhs
Plant and Data
Equipment Processing Data Pro-
Plant and (Given On Furniture Office Equip- cessing
Freehold Leasehold Leasehold Equipment Operating and Fix- Equip- ments Equipments Shipping
Particulars Land Land Improvements Buildings * (Owned) $ Lease) tures Vehicles ments (Owned) (On Lease) Vessels Total
Cost or Deemed cost
Balance as at 31st Mar., 2017 353.83 44.02 - 9,468.55 8,682.46 1,791.69 1,251.80 2,656.65 913.51 1,806.65 355.88 34,642.92 61,967.96
Additions - - - 74.69 1,781.74 271.48 1,106.35 925.43 131.71 184.21 6.09 9,695.73 14,177.43
Effect of foreign currency exchange
difference - - - (133.56) (47.87) - 191.69 - - - - - 10.26
Reclassification - - - - (18.32) - 18.32 - - - - - -
Disposals - (1.87) - (9.92) (81.09) (1,317.88) (310.71) (739.48) (21.70) (89.15) - - (2,571.80)
Transferred to Investment Properties
(refer Note 6) - - - (67.76) - - - - - - - - (67.76)
Balance as at 31st Mar., 2018 353.83 42.15 - 9,332.00 10,316.92 745.29 2,257.45 2,842.60 1,023.52 1,901.71 361.97 44,338.65 73,516.09
Additions - - - 24.04 1,267.42 6.79 451.02 878.75 60.37 147.64 3.03 412.53 3,251.59
Additions on account of business
combination (Refer Note 67) - - 1.36 - 184.07 - 4.18 - 0.07 0.21 - - 189.89
Effect of foreign currency exchange
difference - - - 55.58 - - 158.95 - - - - - 214.53
Disposals - - - (232.03) (396.60) (355.78) (1,139.39) (889.52) (61.19) (84.34) - - (3,158.85)
Deletion on account of disposal of
subsidiary (Refer Note 66) - - - - (135.41) - (20.42) - - (1.31) - - (157.14)
Balance as at 31st Mar., 2019 353.83 42.15 1.36 9,179.59 11,236.40 396.30 1,711.79 2,831.83 1,022.77 1,963.91 365.00 44,751.18 73,856.11
Accumulated depreciation and
Impairment
Balance as at 31st Mar., 2017 - 1.26 - 721.91 1,536.57 1,170.26 360.22 443.30 356.03 775.89 104.43 4,346.08 9,815.95
Depreciation expense - 0.50 - 549.21 1,312.84 320.97 73.40 774.00 261.10 372.16 73.69 2,226.38 5,964.25
Disposals - - - (9.16) (15.59) (1,317.54) (180.90) (578.76) (18.83) (84.82) - - (2,205.60)
Transferred to Investment Properties
(refer Note 6) - - - (35.65) - - - - - - - - (35.65)
Effect of foreign currency exchange
difference - - - (117.09) (13.44) - - - - - - - (130.53)
Reclassification - - - - (0.76) - 0.76 - - - - - -
Balance as at 31st Mar., 2018 - 1.76 - 1,109.22 2,819.62 173.69 253.48 638.54 598.30 1,063.23 178.12 6,572.46 13,408.42
Depreciation expense - 0.12 1.36 466.72 1,122.33 49.90 358.59 775.69 228.80 374.39 47.63 3,107.10 6,532.63
Disposals - - - (192.43) (352.57) - (4.24) (703.45) (57.19) (76.54) - - (1,386.42)
Deletion on account of disposal of
subsidiary (Refer Note 66) - - - - (96.99) - (7.81) - - (0.94) - - (105.74)
Effect of foreign currency exchange
difference - - - 32.21 - - 100.14 - - - - - 132.35
Balance as at 31st Mar., 2019 - 1.88 1.36 1,415.72 3,492.39 223.59 700.16 710.78 769.91 1,360.14 225.75 9,679.56 18,581.24
Carrying Amount
Balance as at 31st Mar., 2019 353.83 40.27 - 7,763.87 7,744.01 172.71 1,011.63 2,121.05 252.86 603.77 139.25 35,071.62 55,274.87
Balance as at 31st Mar., 2018 353.83 40.39 - 8,222.78 7,497.30 571.60 2,003.97 2,204.06 425.22 838.48 183.85 37,766.19 60,107.67
Footnotes:
1 Plant and equipment (Owned) include jointly owned assets having carrying value of ` 1.27 Lakhs (Previous Year ` 2.22 Lakhs).
2 Refer Note 65 for assets pledged as security against borrowings.

*Includes a property for which co-operative society is yet to be formed.


$ Includes moulds given on Lease has a useful life of 15 years and depreciated accordingly.
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

6. Investment Properties (Own, unless otherwise stated) d. Fair value measurement of the Group’s investment properties
` in Lakhs
As at As at The fair value of the Group’s investment properties as at 31st
31st Mar., 31st Mar., Mar., 2019 and 31st Mar., 2018 have been arrived at on the
Particulars 2019 2018 basis of a valuation carried out as on the respective dates by
Completed investment properties 2,564.89 2,547.91 V.S.Modi and Yardi Prabhu, independent valuers not related
to the Company. V.S. Modi and Yardi Prabhu are registered
Total 2,564.89 2,547.91
with the authority which governs the valuers in India, and they
Cost or Deemed Cost ` in Lakhs have appropriate qualifications and recent experience in the
valuation of properties in the relevant locations. The fair value
Balance as at 1st Apr., 2018/1st 2,771.00 2,635.75 was determined based on the market comparable approach that
Apr., 2017 reflects recent transaction prices for similar properties as well
Additions 84.85 69.66 as other lettings of similar properties in the neighbourhood. In
Transferred from Property, Plant - 67.76 estimating the fair value of the properties, the highest and best
and Equipment (refer Note 5) use of the properties is their current use. Thus, the significant
Property classified as held for sale (4.85) (2.17) unobservable inputs are recent transaction price, taking into
Balance as at 31st Mar., 2,851.00 2,771.00 account the differences in location, and individual factors,
2019/31st Mar., 2018 such as frontage and size, between the comparables and the
properties. Details of the Group’s investment properties and
Accumulated depreciation and impairment ` in Lakhs information about the fair value hierarchy as at 31st Mar., 2019
Balance as at 1st Apr., 2018/1st 223.09 125.23 and 31st Mar., 2018 are as follows:
Apr., 2017
Depreciation expense 63.45 62.40 ` in Lakhs
Transferred from Property, Plant - 35.65 Level 3
and Equipment (refer Note 5) As at As at
Property classified as held for sale (0.43) (0.19) 31st Mar., 31st Mar.,
Balance as at 31st Mar., 286.11 223.09 Particulars 2019 2018
2019/31st Mar., 2018 Andhra Pradesh - Land 28.51 27.45
Delhi - Building 1,081.68 1,021.03
Carrying amount ` in Lakhs Gujarat - Land and Building 515.24 492.97
Balance as at 31st Mar., 2,564.89 2,547.91 Kerala - Building 830.98 827.81
2019/31st Mar., 2018 Maharashtra - Land and Building 64,811.50 63,708.92
Tamil Nadu - Land and Building 295.36 290.00
Notes: West Bengal - Building 672.97 642.84
a. Investment properties (Cost) include: (i) Premises on freehold
Office Units located in Pune 162.00 155.00
land where the Group is yet to be registered as the owner of
a proportionate share in the land ` 17.26 Lakhs (Previous Karnataka - Building 160.00 155.00
Year ` 17.77 Lakhs); (ii) Jointly owned Residential Premises Total 68,558.24 67,321.02
including land aggregating to ` 1,552.01 Lakhs (Previous
Year ` 1,552.17 Lakhs); (iii) Shares in Co-operative Housing
Societies, Association of apartment owners and in a Company
` 0.17 Lakh (Previous Year ` 0.17 Lakh).

b. Refer Note 65 for assets pledged as security against borrowings.

c. Investment properties includes the lease rights in respect of


the land and building at Fort, Mumbai with net carrying value
of ` 385.82 Lakhs (Previous year ` 424.41 Lakhs) of which `
60.21 Lakhs (Previous year ` 66.23 Lakhs) has been disclosed
under property, plant and equipment (Refer Note 5) for which
the Company has made an application for renewal of lease and
approval from authorities awaited thereon.

179
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

7. Goodwill ` in Lakhs
As at As at
Particulars 31st Mar., 2019 31st Mar., 2018
Cost (or deemed cost) 55,595.53 53,497.69
Accumulated impairment losses 5,755.50 5,755.50
Total 49,840.03 47,742.19

As at As at
Cost or Deemed Cost 31st Mar., 2019 31st Mar., 2018
Balance at beginning of year 53,497.69 49,516.10
Additional amounts recognised from business combinations (refer Note 54) 9.67 889.59
Effect of foreign currency exchange differences (refer Note 54) 2,088.17 3,092.00
Balance at end of year 55,595.53 53,497.69

As at As at
Accumulated depreciation and impairment 31st Mar., 2019 31st Mar., 2018
Balance at beginning of year 5,755.50 5,581.09
Impairment losses recognised in the year (refer Note 54) - 174.41
Balance at end of year 5,755.50 5,755.50

8 Other Intangible assets ` in Lakhs


Computer
Product Brands/ Computer Software Other
Technical Development Trade Software (Internally Intangible
Particulars Knowhow Expenditure Marks (Acquired) Generated) Assets Total
Cost or Deemed cost
Balance as at 31st Mar., 2017 60.00 3,099.96 399.89 815.06 2,771.04 111.18 7,257.13
Additions - 110.67 - 106.94 - 2.29 219.90
Disposal - (185.46) - - - - (185.46)
Effect of foreign currency exchange
difference - (314.58) - - - 1.08 (313.50)
Balance as at 31st Mar., 2018 60.00 2,710.59 399.89 922.00 2,771.04 114.55 6,978.07
Additions - 568.97 - 262.78 2,305.45 3.18 3,140.38
Disposal - (0.79) - - - - (0.79)
Effect of foreign currency exchange
difference - 701.16 - - - 19.03 720.19
Balance as at 31st Mar., 2019 60.00 3,979.93 399.89 1,184.78 5,076.49 136.76 10,837.85
Accumulated depreciation and
Impairment
Balance as at 31st Mar., 2017 10.16 1,173.64 325.80 336.17 384.15 57.79 2,287.71
Depreciation expense 9.97 640.32 74.09 211.31 542.33 26.68 1,504.70
Disposal - (4.58) - - - - (4.58)
Effect of foreign currency exchange
difference - (348.85) - - - (3.59) (352.44)
Balance as at 31st Mar., 2018 20.13 1,460.53 399.89 547.48 926.48 80.88 3,435.39
Depreciation expense 7.97 298.80 - 231.87 547.70 23.42 1,109.76
Disposal - - - - - - -
Effect of foreign currency exchange
difference - 602.12 - - - 20.30 622.42
Balance as at 31st Mar., 2019 28.10 2,361.45 399.89 779.35 1,474.18 124.60 5,167.57
Carrying Amount
Balance as at 31st Mar., 2019 31.90 1,618.48 - 405.43 3,602.31 12.16 5,670.28
Balance as at 31st Mar., 2018 39.87 1,250.06 - 374.52 1,844.56 33.67 3,542.68
Note:
a. Refer Note 65 for assets pledged as security against borrowings.

180
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD
9. Non Current Investments

9A. Investments in associates ` in Lakhs


As at 31st Mar., 2019 As at 31st Mar., 2018
Particulars Qty Amount Qty Amount
Unquoted Investments (all fully paid)
1. Equity Shares of THB 100 each in Euro P2P Direct (Thailand)
Co. Limited 19,596 26.68 19,596 26.68
Provision for impairment (26.68) (26.68)
- -
2. Equity shares of ` 10 each in Neuvo Consultancy Services
Limited 58,849 5.88 58,849 5.88
Provision for impairment (5.88) (5.88)
- -
TOTAL INVESTMENTS - -

9B. Investments in joint ventures ` in Lakhs


As at 31st Mar., 2019 As at 31st Mar., 2018
Particulars Qty Amount Qty Amount
Unquoted Investments (all fully paid)
Equity instrument (at cost less impairment)
1. Equity shares of ` 10 each in Forbes Bumi Armada
Limited 28,05,000 280.56 28,05,000 280.56
Post acquisition share in profits 371.12 257.12
651.68 537.68
2. Equity shares of ` 10 each fully paid up in Forbes
Aquatech Limited 5,00,000 50.00 5,00,000 50.00
Post acquisition share in profits 772.03 663.37
822.03 713.37
3. Equity shares of ` 10 each fully paid up in Forbes
Concept Hospitality Services Private Limited 26,25,000 262.50 26,25,000 262.50
Post acquisition share in (Losses) (256.17) (255.81)
6.33 6.69
4. Equity shares of ` 10 each fully paid up in Infinite Water
Solutions Private Limited 35,00,000 350.00 35,00,000 350.00
Post acquisition share in profits 1,874.50 1,590.07
2,224.50 1,940.07
5. Equity shares of ` 10 each fully paid up in Aquaignis
Technologies Private Limited (refer Note 5 below) - 292.79 29,27,867 292.79
Post acquisition share in (Losses) - (100.53)
Adjustment on conversion from Joint venture to
Subsidiary (292.79) -
- 192.26
6. Equity shares of ` 10 each fully paid up in Forbes G4S
Solutions Private Limited (refer Note 6 below) - - 5,000 0.50
Post acquisition share in (Losses) - (0.50)
- -
7. Equity shares of Rand 1 each in AMC Cookware
(Proprietary) Limited 5,000 - * 5,000 - *
Post acquisition share in profits 4,145.66 4,286.66
4,145.66 4,286.66
TOTAL INVESTMENTS 7,850.20 7,676.73
* Amount is below rounding off norm adopted by the Group.

181
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

9C. Other investments ` in Lakhs


As at 31st Mar., 2019 As at 31st Mar., 2018
Particulars Qty Amount Qty Amount
Quoted Investments (all fully paid)
Investments in Equity Instruments - measured at FVOCI
Equity shares of ` 10 each fully paid up in Reliance Power
Limited 8,913 - 8,913 3.22
- 3.22
Unquoted Investments (all fully paid)
Investments in Equity Instruments - measured at FVOCI
Equity shares of ` 1 each fully paid up in Idea Bubbles
Consulting Services Private Limited 17,822 218.50 14,650 267.65
Equity shares of ` 10 each fully paid up in Water Quality
Association (refer Note 2 below) 7,143 0.71 7,143 0.71
219.21 268.36
Investments in Preference Units- measured at FVOCI
Series C Preferred Units of USD 0.15 each in Econopure
Water Systems LLC 16,66,667 - * 16,66,667 - *
- -
Investments in Debentures - measured at FVTPL
Compulsorily Convertible Debentures of ` 100 each fully
paid up in Idea Bubble Consulting Services Pvt Ltd 40,000 - 40,000 57.81
- 57.81
Investments in Equity Instruments - measured at FVTPL
Equity shares of ` 10 each in New India Co-operative Bank
Limited 5,500 0.55 5,500 0.55
Equity shares of ` 500 each in Tuticorin Chamber of Commerce 10 - * 10 - *
[Provision for impairment in value ` 0.05 Lakhs; (Previous
Year ` 0.05 Lakhs)]
Equity shares of ` 10 each fully paid up in Forbes G4S
Solutions Private Limited 5,000 - - -
[Provision for impairment in value ` 0.50 Lakhs; (Previous
Year ` Nil)]
Equity Shares of ` 10 each in Simar Port Private Limited 1,000 0.10 1,000 0.10
Equity shares of ` 10 each in The Svadeshi Mills Company
Limited. 17,69,430 - * 17,69,430 - *
[Provision for impairment in value ` 285.26 Lakhs (Previous
Year ` 285.26 Lakhs)] (refer Note 57)
Equity Share of SGD 1 each in Forbes Container Lines Pte.
Limited 8,64,960 - * 8,64,960 - *
[Provision for impairment in value ` 271.26 Lakhs (Previous
year ` 271.26 Lakhs)] (refer Note 1 below)
Equity shares of ` 25 each in Zoroastrian Co-operative Bank
Limited 100 0.03 - -
Equity shares of USD 1 each in Edumetry Inc. USA 2,500 - * 2,500 - *
[Provision for impairment in value ` 35.48 Lakhs (Previous
Year ` 35.48 Lakhs)] (refer Note 3 below)
0.68 0.65
Investments in Equity Instruments (at amortised cost)
Equity shares of ` 10 each in Carmel Properties Private
Limited. (refer Note 4 below) 1,125 0.03 1,125 0.03
0.03 0.03
Investment in Debentures (at amortised cost)
Irredeemable debentures of ` 100 each in Carmel Properties
Private Limited (refer Note 4 below) 3,089 3.89 3,089 3.89
3.89 3.89
TOTAL INVESTMENTS 223.81 333.96
* Amount is below rounding off norm adopted by the Group.

182
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

Notes:
1. Forbes Container Lines Pte. Limited., Singapore (“FCLPL”), a foreign subsidiary of the Company has been ordered to be wound by the
High Court of Republic of Singapore on 19th August, 2016. An official liquidator has been appointed by the court. As on 31st March,
2017, Company has made full provision for investments made and loans given to FCLPL. Accordingly, this entity is no longer a related
party for the Group and not consolidated in these financial statements.

2. The Group has invested in 7,143 shares of face value ` 10 each in Water Quality Association which is a non profit making organisation
hence the fair value of this investment has been considered similar to its carrying value.

3. Edumetry Inc., USA , a foreign joint venture of the Group has been dissolved vide Certificate of Dissolution dated 28th October, 2015
issued by the State of Delaware. Consequently, the Group does not have any significant influence or control over Edumetry Inc. as on
date. Accordingly, this entity is no longer a related party for the Group and not consolidated in these financial statements.

4. The market value of Carmel Properties, a residential flat at Mumbai, as at 31st March, 2019 is ` 1,050.93 Lakhs, (Previous Year ` 1,042.65
Lakhs) as per valuation report issued by V. S. Modi Associates, Chartered Engineers, Government Approved Valuers, Mumbai.

5. Aquaignis Technologies Private Limited (erstwhile joint venture) has become a subsidiary during the year w.e.f 13th June, 2018.

6. Effective holding in Forbes G4S Solution Private Limited has been reduced from 50% to 10.87% during the year w.e.f 18th May, 2018.

9D. Current Investments


` in Lakhs
As at 31st Mar., 2019 As at 31st Mar., 2018
Particulars Qty Amount Qty Amount
Quoted Investments (all fully paid)
Investments in Equity Instruments at FVTPL
Equity shares of ` 10 each fully paid up in Bajaj Holding and
Investment Limited 100 - 100 2.66
Equity shares of ` 10 each fully paid up in MOIL Limited 7,570 - 3,785 14.82
- 17.48
Unquoted Investments (all fully paid)
Investments in Mutual Funds at FVTPL
Units shares of ` 10/- fully paid up in Reliance Vision Fund Growth
Plan Growth Option 357.856 1.88 357.856 1.91
TOTAL INVESTMENTS 1.88 19.39

183
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

9E. Category-wise investments – as per Ind AS 109 classification 10. Trade receivables

` in Lakhs 10A. Non Current


As at As at ` in Lakhs
31st Mar., 31st Mar., As at As at
Particulars 2019 2018 31st Mar., 31st Mar.,
Financial assets carried at Particulars 2019 2018
fair value through Other Trade receivables
Comprehensive Income a) Unsecured, considered good 5,300.43 4,384.13
(FVOCI) b) Doubtful 17,347.12 16,047.51
22,647.55 20,431.64
Equity Instruments 219.21 271.58
Allowance for doubtful debts
Preference units - -
(expected credit loss allowance) 17,347.12 16,047.51
219.21 271.58 Total 5,300.43 4,384.13
Financial assets carried at
fair value through profit or 10B. Current
loss (FVTPL) ` in Lakhs
Equity Instruments 0.68 18.13 As at As at
Mutual Funds 1.88 1.91 31st Mar., 31st Mar.,
Debentures - 57.81 Particulars 2019 2018
2.56 77.85 Trade receivables
a) Secured, considered good 16.50 37.98
Financial assets carried at
b) Unsecured, considered good 46,494.35 42,064.27
amortised cost
c) Doubtful 2,768.58 3,839.79
Debentures 3.89 3.89
49,279.43 45,942.04
Equity Instruments 0.03 0.03 Allowance for doubtful debts
3.92 3.92 (expected credit loss allowance) 2,768.58 3,839.79
Financial assets carried at Total 46,510.85 42,102.25
cost less impairment
Equity Instruments 7,850.20 7,676.73 Refer Note 65 for assets pledged as security against borrowings.
7,850.20 7,676.73
Total 8,075.89 8,030.08 Debts due by private companies
in which a director is a director /
Footnotes: member (` in Lakhs) (refer Note 47) 785.78 256.47
Aggregate amount of quoted Less : Allowance for doubtful debts
non current investments (net (expected credit loss allowance) 10.18 10.18
of impairment) and market Net Debts 775.60 246.29
value thereof - 3.22
The Group applies the simplified approach to providing
Aggregate amount of unquoted
for expected credit losses prescribed by Ind AS 109, which
non current investments (net
permits the use of lifetime expected loss provision for all trade
of impairment) and market
receivables. The Group has computed expected credit losses
value thereof 8,074.01 8,007.47
based on provision matrix which uses historical credit loss
Aggregate amount of quoted experience of the Group. Forward looking information has been
current investments (net of incorporated into the determination of expected credit losses.
impairment) - 17.48
Aggregate amount of unquoted The Group has written off / provided for receivable where non-
current investments (net of recoverability is established. Group believes that the unimpaired
impairment) 1.88 1.91 amounts that are past due are still collectible in full, based on
Aggregate amount of historical payment behaviour.
impairment in value of
investments 625.11 624.61 In shipping business, historical credit loss experience has been
considered and in past, no credit loss is suffered. In future, there will
be no expected credit loss as vessels are under pool agreement.

There are no customers who represents more than 5% of the total


balance of trade receivables.

184
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD
The ageing of receivables and movement in expected credit loss 11B. Current
allowance is as follows: ` in Lakhs
` in Lakhs As at As at
As at As at 31st Mar., 31st Mar.,
31st Mar., 31st Mar., Particulars 2019 2018
2019 2018 a) Loans and advances to
0-1 Year 49,095.66 38,510.86 employees
More than 1 Year 2,715.62 7,975.52 - Unsecured, considered
good 44.41 69.58
51,811.28 46,486.38
- Unsecured, considered
doubtful 3.13 2.88
Movement in expected credit allowance Less : Allowance for
` in Lakhs doubtful loans and
As at As at advances 3.13 2.88
31st Mar., 31st Mar., 44.41 69.58
2019 2018 b) Security deposits
Balance at beginning of the - Secured, considered
year 19,887.30 19,600.41 good - -
Impairment losses recognised - Unsecured, considered
on receivables (including good (refer Note 1
impact of foreign currency below) 271.79 351.45
fluctuations) 344.83 374.94 271.79 351.45
c) Loans to others
Amounts written off during the
- Unsecured, considered
year as uncollectible (38.38) (0.95)
good 12.64 25.53
Amounts recovered during the - Unsecured, considered
year (78.05) (87.10) doubtful 375.00 375.00
Balance at end of the year 20,115.70 19,887.30 Less : Allowance for bad
and doubtful loans 375.00 375.00
11. Loans 12.64 25.53
11A. Non Current Total 328.84 446.56
` in Lakhs
As at As at Note
31st Mar., 31st Mar., 1 Security deposit includes deposit given to Marida Tankers Inc
Particulars 2019 2018 and Stainless Tanker Inc (the pool) in the form of bunker as
a) Security deposits well as deposit and in USD provided by a subsidiary, on its four
- Unsecured, considered vessels at the time of their entry in the Marida Tankers Inc pool
good 2,489.65 2,450.72 and on its one vessels at time of entry in the Stainless Tankers
- Unsecured, considered Inc towards working capital funds for vessels operation.
doubtful 9.80 9.80
Less : Allowance for bad 11C. Movement in the allowance for bad and doubtful loans
and doubtful deposits 9.80 9.80
2,489.65 2,450.72
Year Ended Year Ended
b) Loans to others
- Secured, considered 31st Mar., 31st Mar.,
doubtful 4,756.77 4,391.78 2019 2018
- Unsecured, considered Balance at beginning of the
good 836.77 854.24 year 8,187.28 8,163.60
- Unsecured, considered Impairment losses recognised
doubtful 3,750.47 3,407.82 on receivables (including
Less : Allowance for bad impact of foreign currency
and doubtful loans 8,507.24 7,799.60 fluctuations) 707.89 23.68
836.77 854.24 Balance at end of the year 8,895.17 8,187.28
Total 3,326.42 3,304.96

185
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD
12. Other financial assets 13. Inventories
` in Lakhs
12A. Non current As at As at
(unsecured considered good unless otherwise stated) 31st Mar., 31st Mar.,
` in Lakhs Particulars 2019 2018
As at As at Inventories (lower of cost
31st Mar., 31st Mar., and net realisable value)
Particulars 2019 2018 Raw materials and
a) Interest accrued on Components [(includes in
deposits with bank 0.37 0.05 transit ` 1,336.37 Lakhs
b) Bank deposits with more (Previous Year ` 341.30
than 12 months maturity 56.53 19.47 Lakhs)] 6,926.86 5,649.77
c) Balance held with banks Work-in-progress 788.97 569.40
as margin money deposits Finished goods [(includes
with remaining maturity in transit ` 399.15 Lakhs
of more than 12 months (Previous Year ` 282.59
(refer Note below) 3,397.23 1,475.64 Lakhs)] 8,226.07 6,945.55
Total 3,454.13 1,495.16 Stock-in-trade [(includes
in transit ` 1,216.36 Lakhs
Note: (Previous Year ` 1,168.95
` 1,960.10 Lakhs (Previous Year ` 1,243.57 Lakhs) is deposited with Lakhs)] 10,873.96 15,526.70
Axis Bank (Dubai) under Debt Service Reserve to be maintained Spares and accessories
as part of loan agreement which has been marked under lien with [(includes in transit ` 543.51
bank. Lakhs (Previous Year `
659.26 Lakhs)] 8,296.51 9,110.34
12B. Current Stores and spares 236.64 222.65
(unsecured considered good unless otherwise stated)
Real estate development
` in Lakhs
work-in-progress (refer
As at As at Note 64) 24,304.31 5,586.14
31st Mar., 31st Mar., Total 59,653.32 43,610.55
Particulars 2019 2018
a) Interest accrued on The cost of inventories recognised as an expense includes ` 27.15
deposits with bank 20.36 9.96 Lakhs (Previous Year ` 78.11 Lakhs) in respect of write back/write-
b) Contractually downs of inventory to net realisable value respectively.
reimbursable expenses
from related parties 78.83 278.62 Refer Note 65 for assets pledged as security against borrowings.
c) Other current receivables * 944.04 1,710.04
d) Earnest Money Deposits 89.47 114.20
e) Unbilled Revenue - 4,614.53
Total 1,132.70 6,727.35

* Other current receivables includes the insurance claim receivable


from the insurance company towards vessel break down repair cost.

186
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD
14. 15. Other assets
14A. Cash and cash equivalents 15A. Non Current
` in Lakhs ` in Lakhs
As at As at As at As at
31st Mar., 31st Mar., 31st Mar., 31st Mar.,
Particulars 2019 2018 Particulars 2019 2018
Balances with Banks a) Capital Advances 867.41 337.28
a) In current accounts 5,838.64 12,615.01 b) Prepaid expenses 136.72 133.28
b) In EEFC Account 15.79 60.54 c) Prepaid Leasehold Assets 23.44 23.60
[USD 16,268.49; (Previous d) Advances for supply of
year USD 93,213.74) and goods and services
EURO 5,765.76 (Previous - Unsecured, considered
year EURO Nil)] good 2,288.04 449.53
e) Balances with statutory /
c) Deposits accounts (with
government authorities
original maturity upto 3
-Unsecured, considered good 2,702.94 2,767.88
months) 44.00 5.00
-Unsecured, considered
5,898.43 12,680.55
doubtful 98.49 46.69
Cheques, drafts on hand 929.87 882.51 Less : Allowance for
Cash on hand 227.70 136.64 doubtful balances 98.49 46.69
1,157.57 1,019.15 2,702.94 2,767.88
Total 7,056.00 13,699.70 f) Advance wealth tax 408.29 408.29
Total 6,426.84 4,119.86
14B. Bank balances
` in Lakhs 15B. Current
As at As at ` in Lakhs
31st Mar., 31st Mar., As at As at
Particulars 2019 2018 31st Mar., 31st Mar.,
a) In deposit accounts with Particulars 2019 2018
original maturity of more a) Advances to related parties 0.04 0.63
than 3 months but less than b) Advances for supply of
12 months # 101.95 159.89 goods and services
b) In deposit accounts with -Unsecured, considered good 4,667.41 8,275.64
original maturity of more -Unsecured, considered
than 12 months ** # 103.02 146.09 doubtful 1,619.34 126.18
c) Balances held as margin Less : Allowance for
money / under lien with doubtful advances 1,619.34 126.18
remaining maturity of less 4,667.41 8,275.64
than 12 months 211.00 119.08 c) Contract assets 534.85 -
d) Earmarked balance with d) Other Advances 34.79 30.67
e) Prepaid expenses 1,752.86 1,464.38
the banks:
f) Prepaid lease hold assets 0.17 0.46
- Unpaid dividends 17.28 -*
g) Balances with statutory /
Total 433.25 425.06 government authorities 4,150.78 5,069.28
h) Export incentives receivables 117.24 101.40
* Amount is below the rounding off norm adopted by Group. i) Advances to employees 7.02 17.86
** Includes deposits pledged as security against borrowings. j) Right to recover returned
# Includes deposits lodged as security with government goods (refer Note 1 below) 85.05 -
authorities. Total 11,350.21 14,960.32
Refer Note 65 for assets pledged as security against Notes:
borrowings 1 A return right gives the Group a contractual right to recover the
goods from a customer (return assets) if the customer exercises
his right to return the goods and the right to recover returned
goods is accounted for the products that are expected to be
returned.

187
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

2 Refer Note 65 for assets pledged as security against 17.2 Details of shares held by the holding company, its
borrowings. subsidiaries and associates

16. Asset classified as held for sale


Fully paid ordinary shares
` in Lakhs
As at As at
As at As at 31st Mar., 31st Mar.,
31st Mar., 31st Mar., Particulars 2019 2018
Particulars 2019 2018
Shapoorji Pallonji and
Investment Properties (refer Company Private Limited, the
Note (i) below) 4.42 1.98 holding company 93,59,293 93,59,293
Total 4.42 1.98 Total 93,59,293 93,59,293
Note: 17.3 Details of shares held by each shareholder holding more
(i) The Group has entered into an agreement for sale of a flat than 5% shares
and accordingly the carrying value aggregating ` 4.42 Lakhs
(Previous Year ` 1.98 Lakhs) of the asset has been shown as
As at 31st Mar., 2019
“Asset classified as held for sale” on the face of Balance Sheet.
The fair value of the said asset is ` 211.00 lakhs (Previous Year % holding in
` 130.00 Lakhs). Number of the class of
Particulars shares held shares
17. Equity Share Capital Fully paid equity shares
` in Lakhs Shapoorji Pallonji and
As at As at Company Private Limited 93,59,293 72.56
31st Mar., 31st Mar., India Discovery Fund Limited 11,48,255 8.90
Particulars 2019 2018 Total 1,05,07,548 81.46
Authorised Share capital :
1,50,00,000 fully paid equity As at 31st Mar., 2018
shares of ` 10 each 1,500.00 1,500.00 % holding in
Issued, subscribed and paid- Number of the class of
up share capital: shares held shares
1,28,98,616 fully paid equity Fully paid equity shares
shares of ` 10 each Shapoorji Pallonji and
(Previous year 1,28,98,616) 1,289.86 1,289.86 Company Private Limited 93,59,293 72.56
1,289.86 1,289.86 India Discovery Fund Limited 11,48,255 8.90
Total 1,05,07,548 81.46
17.1 Fully paid equity shares
17.4 The Company has not alloted any equity shares for consideration
Share other than cash, bonus shares, nor have any shares been bought
Number of Capital back during the period of five years immediately preceding the
Particulars shares ` in Lakhs Balance Sheet date.

Balance as at the year end 1,28,98,616 1,289.86

Rights, preferences and restrictions attached to equity shares

The Company has only one class of shares referred to as equity shares
having a par value of ` 10 per share. Each holder of equity shares
is entitled to one vote per share. The Company declares and pays
dividends in Indian rupees. The dividend, if any, proposed by the
Board of Directors is subject to the approval of the shareholders in
the ensuing Annual General Meeting. In the event of liquidation of
the Company, the holders of equity shares will be entitled to receive
remaining assets of the Company, after distribution of all preferential
amounts. The distribution will be in proportion to the number of
equity shares held by the shareholders.

188
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD
18. Other equity
` in Lakhs
As at As at
Particulars 31st Mar., 2019 31st Mar., 2018
a) Capital reserve
Balance at beginning of the year 158.25 188.25
Less: Utilised on sale of related capital assets - (30.00)
Balance as at the year end 158.25 158.25
b) Capital contribution reserve
Balance as at the year end 493.54 493.54
c) Securities premium reserve
Balance as at the year end 161.76 161.76
d) Tonnage tax reserve
Balance at beginning of the year - 221.13
Add: Transferred from/ to retained earnings - (221.13)
Balance as at the year end - -
e) Debenture redemption reserve
Balance as at the year end 2,500.00 2,500.00
f) General reserve
Balance as at the year end 42,594.28 42,594.28
g) Foreign currency translation reserve
Balance at beginning of year 4,058.51 1,323.22
Exchange differences in translating the financial statements of foreign operations 391.43 2,735.29
Balance as at the year end 4,449.94 4,058.51
h) Capital reserve for bargain purchase business combinations
Balance as at the year end 1,221.43 1,221.43
i) Capital reserve on Merger*
Balance as at the year end - -
j) Reserve for equity instruments through other comprehensive income
Balance at beginning of year (23.10) (13.65)
Cumulative gain/(loss) reclassified to retained earning for Equity Instruments through OCI (5.74) (55.06)
Fair value gain on investments in equity instruments at FVOCI (net of tax) (52.54) 45.61
Balance as at the year end (81.38) (23.10)
k) Retained earnings
Balance at beginning of year (as originally presented) (21,735.47) (19,446.93)
Change in accounting policy (refer Note 64) (5,161.67) -
Restated Balance (26,897.14) (19,446.93)
Exchange difference on translation of foreign operations arising during the year (475.91) (109.14)
Other Adjustment on account change in controlling interest 8.85 (82.43)
Adjustment on conversion of Joint Venture into Subsidiary (193.82) -
Cumulative gain/(loss) reclassified to reserves for Equity Instruments through OCI 5.74 55.06
Profit/(Loss) attributable to owners of the Company 696.43 (1,944.27)
Other comprehensive income (net of tax) (45.46) (25.25)
Expenses related to issue of shares by a subsidiary - (9.50)
Payment of dividends on equity shares (318.31) (318.31)
Tax on dividends (66.28) (75.83)
Transferred from/(to) Tonnage Tax Reserve - 221.13
Balance as at the year end (27,285.90) (21,735.47)
l) Equity Component of Preference Shares
Balance as at the year end 894.42 894.42
m) Treasury Shares
Balance as at the year end (1,66,398 equity shares of parent company held by a subsidiary) (32.55) (32.55)
Total 25,073.79 30,291.07
* Amount is below the rounding off norm adopted by Group.

189
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD
Description of nature and purpose of reserves available for payment of dividend for an amount equal to 25%
of the value of debentures issued, which has been accordingly
(i) Capital reserve reflected above.
The Group recognises profit or loss on purchase, sale, issue
or cancellation of Group’s own equity instruments to capital (vi) General reserve
reserve. Grants received from the Government in the nature The Group created a General Reserve in earlier years pursuant
of promoter’s contribution towards fixed capital investment to the provision of the Companies Act wherein certain
are recognised as capital reserve and treated as part of total percentage of profits were required to be transferred to General
equity. During the previous year, a subsidiary has sold assets Reserve before declaring dividend. As per Companies Act,
of Bhimtal Plant and utilised related Capital reserve of ` 30.00 2013 the requirement to transfer profits to General Reserve is
Lakhs. not mandatory. General Reserve is a free reserve available to
the Group.
(ii) Capital contribution reserve
Capital contribution reserve represents the difference of value (vii) Foreign currency translation reserve
on account of foreign currency conversion on account of capital Exchange differences relating to the translation of the results
contribution as per local laws of foreign entity and treated as and net assets of Group’s foreign operations from their
part of total equity. functional currencies to the Group’s presentation currency
(i.e.`) are recognised directly in other comprehensive
(iii) Securities premium reserve income and accumulated in the foreign currency translation
Securities premium reserve is used to record the premium on reserve. Gain and losses on derivatives that are designated as
issue of shares. The reserve is utilised in accordance with the hedging instruments for hedges of net investments in foreign
provision of the Companies Act, 2013. operations are included in the foreign currency translation
reserve. Exchange differences previously accumulated in the
(iv) Tonnage tax reserve foreign currency translation reserve (in respect of translating
The Group has opted for computation of its income from both the net assets of foreign operations and hedges of foreign
shipping activities under the tonnage tax scheme for taxation operations) are reclassified to profit or loss on the disposal of
purpose. As per the scheme, the Group is required to transfer foreign operations.
not less than 20% of its book profit derived from the activities
referred to in clauses (i) and (ii) of sub-section (1) of section (viii) Capital reserve for bargain purchase business
115V-I in each previous year to the Tonnage Tax Reserve combinations
Account to be utilised in the manner laid down in sub-section The holding company’s interest in the pre acquisition reserves
(3) of section 115VT of the Income Tax Act, 1961. and profits (or losses) is adjusted against cost of control to
arrive at goodwill or capital reserve on consolidation.
As required under section 115 VT and sub-section (3) of
Income Tax Act, 1961, the amount credited to Tonnage Tax (ix) Reserve for equity instruments through other comprehensive
Reserve Account under sub-section (1) shall be utilised by the income
Group before the expiry of a period of eight years following Reserve for equity instruments through other comprehensive
the previous year in which the amount was credited. Group had income represents the cumulative gains and losses arising
utilised the amount kept under Tonnage Tax Reserve Account by on the revaluation of equity instruments measured at fair
way of acquisition of Ship and thus the reserve amounting to ` value through other comprehensive income, net of amounts
Nil Lakhs (Previous Year ` 221.13 Lakhs) has been transferred reclassified to retained earnings when those assets have been
from Tonnage Tax Reserve to Retained Earnings. disposed of.

(v) Debenture redemption reserve (x) Equity Component of Preference Shares


The Group has issued Redeemable Non-convertible The reserve represents the Equity component of preference
Debentures. Accordingly, the Companies (Share Capital and share issued by the Group, being the difference between the fair
Debenture) Rules, 2014 (as amended), requires the Group to value of the financial instrument and its carrying value, adjusted
create Debenture redemption reserve out of profits of the Group for amortisation of interest cost upto the date of transition.

190
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

18.1 ` in Lakhs
31st Mar., 2019 31st Mar., 2018
(i) Equity shares
Dividend for the year 31st March, 2018 of ` 2.50 (Previous year: ` 2.50) per fully paid
share had been proposed by the directors in their meeting held on 28th May, 2018 (Previous
year: 24th May, 2017) which has been approved by share holders at the Annual General
Meeting held on 25th September, 2018 (Previous year: 24th August, 2017). 318.31 318.31
[excludes dividend on 1,66,398 equity shares held by a subsidiary, which have been
eliminated on consolidation]
Dividend distribution tax paid 66.28 65.65
Proposed dividend
(ii) Dividend not recognised at the end of reporting year
In addition to the above dividends, since year end, the board of directors have recommended
the payment of a dividend of ` 2.50 for the year ended 31st March, 2019 and an additional
Special Centenary Year Dividend of ` 2.50 per equity share (Previous year dividend of
` 2.50 per equity share). This proposed dividend is subject to the approval of shareholders
in the ensuing annual general meeting. 636.61 318.31
[excludes dividend on 1,66,398 equity shares held by a subsidiary, which have been
eliminated on consolidation]
Dividend Distribution Tax on proposed dividend 132.57 66.28

191
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

19. Non-current Borrowings ` in Lakhs

Non-current portion Current maturities


As at As at As at As at
31st Mar., 31st Mar., 31st Mar., 31st Mar.,
Particulars 2019 2018 2019 2018
A - Secured – at amortised cost
(a) Debentures - 8,208.22 3,994.97 1,770.85
Redeemable Non-Convertible Debentures - Secured by
mortgage of premises being the land and factory situated at
Waluj, Aurangabad together with plant and machinery and
other support facilities.
600 debentures of face value ` 10,00,000 each amounting
to ` 6,000.00 Lakhs were alloted on 10th September,
2015 carrying coupon rate of 9.80% payable half yearly.

The debentures were to be redeemed at par as follows: 30%


at the end of 36 months i.e. on 10th September, 2018, 30%
at the end of 48 months i.e. on 10th September, 2019 and
40% at the end of 60 months i.e. on 10th September, 2020.
The holding company also had a put/ call option available
to redeem the entire amount at the end of 36 months
from the date of allotment i.e on 10th September, 2018.
The holding company exercised the above option and
redeemed the entire principal amount of debentures on 10th
September, 2018.
400 debentures of face value ` 10,00,000 each amounting to
` 4,000.00 Lakhs were alloted on 20th July, 2016 carrying
coupon rate of 9.10% payable half yearly (till 26th October,
2018) and 9.35% payable half yearly (w.e.f 27th October,
2018) and due for repayment on 22nd July, 2019.
(b) Term loans
From banks
i) Axis Bank, Dubai Foreign currency Term loan -
Secured by first charge on the vessels refinanced under
the loan and a first charge over Designated Earnings
Account, receivables, earnings, claims against third
parties, revenues of the Vessels of whatsoever nature.
The second ECB term loan is secured by first charge on
the stainless steel vessel acquired in Jan, 2018 and pari
passu charge on one marinline coated vessel, further first
charge over designated earnings account, receivables,
earnings, claims against third parties, revenues of the
stainless steel vessel. 19,264.11 21,581.86 4,188.63 2,472.36

192
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

Non-current portion Current maturities


As at As at As at As at
31st Mar., 31st Mar., 31st Mar., 31st Mar.,
Particulars 2019 2018 2019 2018
The foreign currency term loan from Axis Bank, DIFC
Branch, Dubai was obtained in July 2014 at Libor plus a
Margin of 4.15%, which was revised to 3.50% with effect
from 2nd January, 2016 and further revised to 3.00%
with effect from 1st April, 2017. One of the subsidiary
has prepaid an amount of USD 3 million on 29th March
2016. The loan is repayable in 12 consecutive unequal
semi-annual instalments starting at the end of 6 months
from the initial utilisation date i.e. July 2, 2014. The
repayment of instalment follow an increasing pattern
culminating in a bullet repayment instalment of USD
187.28 Lakhs on July 2, 2020.
The second ECB loan was availed from Axis Bank, DIFC
Branch, Dubai in January 2018 at Libor plus a Margin of
2.76%. The loan is repayable in 12 equal semi- annual
instalments starting at the end of 1 year from the initial
utilisation date i.e January 10, 2018. The repayment of
instalment follow a constant pattern culminating in a
bullet repayment instalment of USD 43.16 Lakhs on Jan
10, 2025.
One of the subsidiary of the Group namely Shapoorji
Pallonji Forbes Shipping Limited (‘SPFSL’), is required
to maintain as on the last date of each financial reporting
period, a Fixed Asset Coverage Ratio of atleast 1.25:1.

SPFSL shall ensure that its payment obligations


under the refinancing agreement rank and continue
to rank at least pari passu with the claims of
all of its other unsecured and unsubordinated
creditors, except for the obligations mandatorily
preferred by law applied to companies generally.

SPFSL is required to establish and maintain a


Designated Earning Account and ensure that
all Earnings are paid in respect of each vessel
are paid into the Designated Earning Account.

SPFSL is also required to establish and maintain a Debt


Service Reserve Account, an interest bearing USD -
denominated bank account to be opened with Axis Bank
Ltd., DIFC Branch, Dubai. The account should have an
amount equal to the aggregate of the next immediate
schedule Repayment Instalment to be paid and the next
immediate scheduled interest due and payable which has
been complied with.

193
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

Non-current portion Current maturities


As at As at As at As at
31st Mar., 31st Mar., 31st Mar., 31st Mar.,
Particulars 2019 2018 2019 2018
ii) Federal Bank - Secured by first charge by way of
hypothecation of certain investment properties of the
Company (Refer Note 65). 4,994.11 - 1,000.00 -
[Repayable in 8 quaterly installments, after a moratorium
period of 12 months. First installment is due in November
2019 and last installment is due in August 2021. Rate of
interest is 9.25% p.a. MCLR + 0.5% spread]
iii) Zoroastrian Bank - Secured by an exclusive charge by
way of hypothecation of certain investment properties of
the Company (Refer Note 65). 1,232.10 - 467.90 -
[Repayable in 30 monthly installments after a
moratorium period of 6 months. First installment is due
in July 2019 and last installment is due in January, 2022.
Rate of interest is 9.50% p.a.]
iv) Axis Bank Ltd - Secured by a mortgage over Primary:
Exclusive 1st charge on movable and immovable fixed
assets (tangible and intangible), present and future, of a
subsidiary. Collateral: Extension of pari passu 1st charge
on current assets of one of the subsidiary. - 570.00 570.00 572.00
[Floating rate loans with Axis bank Limited with
remaining maturity period not exceedings 12 months
(Previous Year : 2 years). The interest rate on these loans
is in the range of 10.20% to 10.25% per annum (Previous
Year: 10.00% per annum). The loan is repayable in
quarterly repayments of 14 tranches starting from
December 2016. Maturity of Term Loan - March 2020.]
v) ICICI Bank - Secured against pari passu charge on
tangible assets and brand name/ trade marks (Excluding
vehicles and two wheelers purchased under Employee
Benefit Scheme) of one of the subsidiary. 9,801.71 - - -
[Term Loan from ICICI Bank amounting to INR
100,00.00 Lakhs (Outstanding as on 31.03.2019 INR
100,00.00 Lakhs) carries interest rate of 1 year MCLR
+ Spread. The loan is repayable in 16 equal quartely
instalments starting from 18th June 2021.]
vi) DCB Bank Limited Term Loan - Secured by 1st Pari-
passu charge on all the present and future current assets
of a subsidiary along with Axis Bank Limited. - - - 600.01
[Floating rate loans with remaining maturity period of
Nil months (Previous Year: not exceedings 9 months).
The effective interest rate on these loans for Previous
Year is 11% per annum. The loan is repayable in 18
monthly equal instalments from July 2017. Maturity of
term loan was December - 2018.]
vii) DCB Bank Limited Long Term Working Capital
Loan - Secured by 1st Pari-passu charge on all the
present and future current assets of the subsidiary along
with Axis Bank Limited. The Maturity of term loan -
March - 2021. 333.32 - 166.68 -

194
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

Non-current portion Current maturities


As at As at As at As at
31st Mar., 31st Mar., 31st Mar., 31st Mar.,
Particulars 2019 2018 2019 2018
[Floating rate loans with DCB bank with remaining
maturity periods not exceedings 2 Years. The interest
rate on these loans is in the range of 10.24% to 10.74%
per annum. The loan is repayable in 18 monthly equal
instalments from October 2019].
viii) Foreign Currency External Commercial Borrowings -I
- Secured by first mortgage / pari-passu charge on the
immovable properties of a subsidiary situated at Andhra
Pradesh, Gujarat, Kerala, Madhya Pradesh, Maharashtra,
Odisha, Rajasthan, Tamil Nadu, Uttar Pradesh and West
Bengal secured against pari passu charge over all fixed
assets (excluding movable assets for employee benefits).
Negative lien on all other assets except suitable carve
outs for working capital facilities and pledge over brands
owned by one of the subsidiary. - 1,934.18 1,883.11 3,831.85
[External Commercial Borrowing (ECB) borrowed
from The Hongkong and Shangai Banking Corporation
and Societe Generale Bank, amounting to Euro 290.00
Lakhs (outstanding as on 31st March, 2019 Euro 24.27
Lakhs). The loan is repayable in 11 Equal Semi Annual
instalments of Euro 24.16 Lakhs and last instalment of
Euro 24.27 Lakhs starting from 12th February 2014
carrying interest rate of Euribor + Margin 2.5% p.a. ]
ix) Foreign Currency External Commercial Borrowings-II
- The loan is secured against pari passu charge on
tangible and brand names / trademarks of one of the
subsidiary.

[Foreign Currency External Commercial Borrowings


(ECB) from ICICI Bank UK Plc amounting to EURO
80.00 Lakhs (Previous Year Euro 80.00 Lakhs)
(outstanding as on 31st March, 2019 Euro 46.40 Lakhs)
carrying interest rate of Euribor + Margin (2.0%) The
loan is repayable in 6 half yearly instalments of Euro
11.20 Lakhs and last instalment of Euro 12.80 Lakhs,
beginning from 11th December 2017.] 162.05 3,700.35 3,440.61 1,782.20
35,787.40 35,994.61 15,711.90 11,029.27
B - Unsecured – at amortised cost
(i) Yes Bank Ltd. 900.00 1,500.00 600.00 600.00
[Floating rate loans with Yes bank Limited with
remaining maturity periods 2 years and 5 months
(Previous Year: not exceedings 3 years and 5 months).
The effective interest rate on these loans is in the range
of 10.25% to 10.75% per annum (Previous Year : 9.8%).
The term Loan shall be repayable in 18 equal quarterly
installment of ` 150.00 Lakhs from May 2017. Maturity
of term loan - August - 2021.]

195
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

Non-current portion Current maturities


As at As at As at As at
31st Mar., 31st Mar., 31st Mar., 31st Mar.,
Particulars 2019 2018 2019 2018
(ii) Term Loan from Axis Bank - 12,105.81 - 3,822.89
[The loan is repayable in 3 annual instalments
commencing from the year 2018 as follows : 2018 -
USD 60,00,000, 2019 - USD 60,00,000 and 2020 - USD
1,30,00,000. Loan carries interest rate of LIBOR plus
385 bps per annum.]
(iii) Term Loan from Axis Bank 2,775.17 3,822.11 1,390.14 -
[The loan is repayable in 3 annual instalments of USD
20,00,000 each commencing from the year 2019-20.
Loan carries interest rate of LIBOR plus 375 bps per
annum.]
(iv) Bank Debts 11,919.81 11,461.98 - -
[Multicurrency Term Facility Agreement. The Loan
is repayable in 7 equal instalments, first time in
December 2019, and last time in December 2022.]
(a part of the loan is secured by pledge of shares of Lux
International AG) The loan carries interest rate of 6
month Libor + 2%.
(v) Debentures
a) India Bulls (250 debentures of face value of
` 10,00,000 each) - 2,496.67 2,498.36 -
[Debentures are Unsecured, Redeemable and Non
Convertible. Date of allotment of Debentures : March
20, 2017. One time bullet repayment on March 20, 2020.
The debentures carry interest at 10.38% p.a payable on
quarterly basis.]
b) Axis Bank (350 debentures of face value of
` 10,00,000 each) 3,480.57 3,468.06 - -
[Debentures are Unsecured, Redeemable and Non
Convertible. Date of allotment of Debentures : October
18, 2017. One time bullet repayment on October 18,
2020. The debentures carry interest at 9.90% p.a payable
on quarterly basis. Interest rate has been revised to
10.15% p.a w.e.f. October 27, 2018]
(vi) Liability component of Redeemable Preference Share
Capital (refer Note 48 and 49) 2,988.87 2,682.66 - -
22,064.42 37,537.29 4,488.50 4,422.89
Total (A+B) 57,851.82 73,531.90 20,200.40 15,452.16
Less: Amount disclosed under “Other current financial
liabilities” in Note 20B. - - (20,200.40) (15,452.16)
Total Non-current borrowings 57,851.82 73,531.90 - -

196
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

20. Other financial liabilities 21. Provisions


20A. Non Current ` in Lakhs 21A. Non current ` in Lakhs
As at As at As at As at
31st Mar., 31st Mar., 31st Mar., 31st Mar.,
Particulars 2019 2018 Particulars 2019 2018
a) Security deposits 218.74 468.65 a) Employee benefits
b) Others: - Gratuity (refer Note 43) 150.53 308.90
-Pension liability 4,320.54 4,368.65 Other post retirement
-Liability towards benefits (refer Note 43) 260.04 275.67
employee and other 410.57 584.57
contractual liabilities 54.84 141.96 b) Other provisions
-Other Payables 73.90 92.35 For Warranty (refer Note
42) 229.20 265.29
Total 4,668.02 5,071.61 Other Provisions (refer
Note 42) 409.11 1,515.93
20B. Current ` in Lakhs 638.31 1,781.22
As at As at Total 1,048.88 2,365.79
31st Mar., 31st Mar.,
Particulars 2019 2018 Note: Other provisions comprises provision for contingencies,
a) Current maturities of restructuring and other provisions which represents the present
long-term borrowings 20,200.40 15,452.16 value of the Group’s best estimate of the future outflow of economic
b) Interest accrued but not benefits that will be required for certain indirect tax and legal matters.
due on borrowings 634.71 683.01 The outflow would depend on settlement / conclusion of respective
matters / cessation of expected events with respective authorities.
c) Unpaid dividends ** 17.28 - * The movement of provision for contingencies is depicted under Note
d) Others :- 42.
-Payables on purchase of
fixed assets 166.04 75.85 21B. Current ` in Lakhs
-Security deposits 5,626.59 4,408.00 As at As at
-Liability towards 31st Mar., 31st Mar.,
derivative contracts 310.05 - Particulars 2019 2018
-Liability towards a) Employee benefits
employee and other Compensated absences 1,119.76 831.72
contractual liabilities 8,207.96 8,211.83
Gratuity (refer Note 43) 484.87 310.29
-Dues on account of
Other post retirement
customer rebate schemes
benefits (refer Note 43) 43.48 58.44
and other contractual
liabilities 1,568.65 1,516.32 1,648.11 1,200.45
-Other Accrued b) Other provisions
Liabilities 1,677.50 1,933.26 For Warranty (refer Note
17,556.79 16,145.26 42) 1,071.83 967.66
Total Other Provisions (refer
38,409.18 32,280.43
Note 42) 380.75 175.39
** There are no amounts due and outstanding to be credited to 1,452.58 1,143.05
Investor Education and Protection Fund Total 3,100.69 2,343.50
* Amount is below the rounding off norm adopted by the Group.

197
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

22. Deferred tax 23B. Current ` in Lakhs


As at As at
22A. Deferred tax assets 31st Mar., 31st Mar.,
The following is the analysis of deferred tax assets presented in the Particulars 2019 2018
balance sheet: a) Income received in
` in Lakhs advance 30,274.44 28,121.35
As at As at b) Advances from customers
31st Mar., 31st Mar., (includes ` 25,461.61
Particulars 2019 2018 Lakhs (Previous year `
Deferred Tax Assets (refer 185.45 Lakhs) towards
Note 39) 6,651.77 2,615.04 installments received
Total 6,651.77 2,615.04 from customers towards
real estate development
projects in progress)
22B. Deferred tax liabilities (Refer Note 64) 26,909.22 2,123.01
The following is the analysis of deferred tax (liabilities) presented c) Statutory remittances 1,847.16 2,166.47
in the balance sheet:
d) Others
` in Lakhs -Payable to Employees 1,980.84 2,397.12
As at As at -Contract Liabilities
31st Mar., 31st Mar., (refer Note 1 below) 62.00 -
Particulars 2019 2018
-Refund Liabilities (refer
Deferred tax liabilities (refer Note 2 below) 1,019.68 -
Note 39) (486.47) (353.53)
-Other Payables 511.80 531.96
Total (486.47) (353.53) Total 62,605.14 35,339.91
23. Other liabilities
Notes:
1 Contract liabilities pertains to deferred revenue arising as a
23A. Non-current ` in Lakhs separate performance obligation.
As at As at 2 The Group recognises a refund liability for the amount of
31st Mar., 31st Mar., consideration received when a customer has a right to return
Particulars 2019 2018 products within a given period. Refund liabilities also include
a) Income received in amount recognised for various discounts and incentives payable
advance 10,886.80 10,052.78 to customers. Also refer Note 64.
b) Others
-Payable to Employees 1,149.14 877.87

Total 12,035.94 10,930.65

198
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

24. Current Borrowings ` in Lakhs


As at As at
31st Mar., 31st Mar.,
Particulars 2019 2018
A - Secured - at amortised cost
a) Loans repayable on demand
-from banks
Cash credit facilities/ Buyers Credit 19,947.28 20,008.23
Cash credit facilities amounting to ` 9,995.38 Lakhs (Previous Year ` 15,210.71 Lakhs) is
secured by pari-passu charge on a subsidiary’s current assets, hypothecation of stock-in-trade
and book debts and carries interest at 8.35 % to 13 % p.a. In case of Foreign entities of a
subsidiary, the interest rate for all bank overdrafts were between 1.69% and 12%.
Cash credit facilities amounting ` 4,638.79 Lakhs (Previous Year ` 4,797.51 Lakhs) from Axis
Bank and DCB Bank are secured by pari-passu hypothecation charge on all inventory and
trade receivables of a subsidiary with carrying amount of ` 9,803.61 Lakhs (Previous Year `
8,722.51 Lakhs). Average rate of interest on facilities ranges from 10.20% to 10.74% (Previous
year 10.00% to 11.00%).
Cash credit from consortium of banks amounting to ` 971.05 Lakhs (Previous year Nil) is
secured against pari passu charge by way of hypothecation of all stocks including raw materials,
stock-in-process, finished goods, stores and spares, goods in transit, trade receivables and other
current assets, except receivables of project Vicinia (refer Note 65).
Overdraft facility from Axis Bank ` 4,342.06 Lakhs (Previous year Nil) is secured by first
charge on project Vicinia receivables to the extent pertaining to Forbes & Company Limited
(refer Note 65).
The loan of Lux Hungary is secured by the pledge of total assets in Lux Hungary upto a
maximum amount of ` 3,716.60 Lakhs (Previous year ` 3,716.60 Lakhs).
19,947.28 20,008.23

B - Unsecured - at amortised cost


a) Loans repayable on demand 6,476.82 2,815.38
-from banks
Unsecured short term borrowing from banks carries interest at 7.50 % to 10.50 % p.a.
b) Loans from related parties (refer Note 47) (refer Note 1 and 2 below) 2,473.14 245.85
c) Commercial papers including interest accrued aggregating ` Nil (Previous Year ` 24.86 Lakhs)
[maximum amount outstanding during the year ` 8,000 Lakhs (Previous Year ` 8,000 Lakhs)] - 6,890.84
(Loans are having tenure upto 91 days, interest rate is in the range of 7.80% p.a. to 8.10% p.a.
and settlement through bullet repayment on respective due dates)
8,949.96 9,952.07
Total 28,897.24 29,960.30

Notes:
1. Fixed rate loan with Lucrative Properties Private Limited is repayable on demand. The effective rate of interest is 12.50% p.a (Previous
Year 12.25% p.a).
2. Fixed rate loan with Shapoorji Pallonji and Company Private Limited is repayable on demand. The effective rate of interest ranges from
10.50% p.a to 11.50% p.a.

199
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

25. Trade payables 26. Current tax assets and liabilities


` in Lakhs
25 Current ` in Lakhs As at As at
As at As at 31st Mar., 31st Mar.,
31st Mar., 31st Mar., Particulars 2019 2018
Particulars 2019 2018 Current tax assets (net)
Tax refund receivable 6,131.03 6,987.85
Trade payables
6,131.03 6,987.85
-Others 39,133.97 37,978.15
Current tax liabilities (net)
-Micro and small enterprises 1,895.24 1,931.23 Income tax payable 500.39 706.07
Total 41,029.21 39,909.38 500.39 706.07
Net Asset 5,630.64 6,281.78
The information as required under Micro, Small and Medium
Enterprises Development Act, 2006, has been determined to the Movement during the year
extent such parties have been identified on the basis of information Balance at the beginning of the
available with the Company and relied upon by Auditors, is as year 6,281.78 5,951.15
follows:- Add: Taxes paid (includes
` in Lakhs MAT Credit utilised against
As at As at tax Payable ` 1.74 Lakhs
31st Mar., 31st Mar., (Previous Year` 488.90 Lakhs) 2,634.11 3,932.86
Particulars 2019 2018 Less: Refund received (net of
Principal amount due to taxes paid / adjusted) (648.07) -
suppliers registered under the Less: Current tax payable for
MSMED Act and remaining the year (2,637.18) (3,602.23)
unpaid as at year end 1,760.83 1,780.75 Balance at the year end 5,630.64 6,281.78
Interest due to suppliers
registered under the MSMED 27. Revenue from operations
Act and remaining unpaid as The following is an analysis of the Group’s revenue for the year
at year end 76.79 31.55 ` in Lakhs
Principal amounts paid to Year Ended Year Ended
suppliers registered under 31st Mar., 31st Mar.,
the MSMED Act, beyond the Particulars 2019 2018
appointed day during the year 497.83 168.44 a) Income from real estate
contracts - 9,516.53
Interest paid, other than under
b) Sale of products
Section 16 of MSMED Act,
(including excise duty) 2,00,604.68 1,97,414.31
to suppliers registered under
c) Sale of services
the MSMED Act, beyond the
i) Charter hire income 11,414.04 8,102.49
appointed day during the year - -
ii) Maintenance and
Interest paid, under Section 16 Support Service
of MSMED Act, to suppliers Charges 63,317.45 57,420.42
registered under the MSMED iii) Transaction Charges 243.03 245.66
Act, beyond the appointed day iv) Commission Income 4,043.05 4,215.90
during the year 91.91 - 79,017.57 69,984.47
Interest due and payable d) Other operating revenues
towards suppliers registered i) Rent and amenities 2,025.43 2,038.07
under MSMED Act, for ii) Export Incentives 158.57 48.78
payments already made 26.06 1.88 iii)Others (mainly includes
Further interest remaining due scrap sales, interest
and payable for earlier years 31.56 117.05 on instalments and
income from renting of
products) 3,535.64 3,768.78
5,719.64 5,855.63
Total 2,85,341.89 2,82,770.94

200
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

28. Other income 29. Real estate development costs


` in Lakhs ` in Lakhs
Year Ended Year Ended Year Ended Year Ended
31st Mar., 31st Mar., 31st Mar., 31st Mar.,
Particulars 2019 2018 Particulars 2019 2018
a) Interest Income Real estate development
Interest income earned on costs
financial assets that are i) Material and Contractual
not designated as at fair Payments 4,881.12 3,819.74
value through profit or ii) Fees for technical
loss: services / design and
(i) Bank deposits 142.76 106.63 drawings 100.81 217.89
(ii) Interest income iii) Project Management
from financial Consultancy Fees 451.23 117.68
assets and others at iv) Fees-filing with Statutory
amortised cost 260.82 39.07 Authorities 1,431.71 1,629.01
(iii) Customers and v) Interest on borrowings 507.47 445.38
others 8.43 67.68 vi) Operation and
412.01 213.38 maintenance expenses 182. 57 174.64
b) Dividend Income Total 7,554.91 6,404.34
(i) from long-term
investments 0.04 0.07 30. A. Cost of materials consumed (raw and packing
(ii) from current materials)
investments ` in Lakhs
0.04 0.49
0.08 0.56 Year Ended Year Ended
31st Mar., 31st Mar.,
c) Other Non-Operating
Particulars 2019 2018
Income
Opening Stock of of raw
(i) Credit balances /
materials including packing
excess provision
materials 5,649.77 7,253.73
written back 749.37 71.93
Purchases 77,207.32 66,001.41
(ii) Rent Income 32.65 63.37
82,857.09 73,255.14
(iii) Interest on Income
Tax refund 386.38 46.65 Less: Closing stock of raw
materials including packing
(iv) Miscellaneous
materials 6,926.86 5,649.77
income 1,606.32 1,002.13
75,930.23 67,605.37
2,774.72 1,184.08
75,930.23 67,605.37
d) Other gains and losses
(i) Gain on disposal
of property, plant Consumption is arrived at on the basis of opening stock plus
and equipment 56.30 298.87 purchases less closing stock and includes the adjustments of excess
and shortage as ascertained on physical count.
(ii) Gain on disposal
of current
investments 412.94 218.71
(iii) Gain on disposal
of subidiary 84.56 -
(iv) Net foreign
exchange gains - 1,063.37
(v) Guarantee
Commission 25.42 25.27
579.22 1,606.22
Total 3,766.03 3,004.24

201
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

B. Changes in inventories of finished goods, work-in-progress 32. Finance costs


and stock-in-trade. ` in Lakhs
a) Inventories at the end of Year Ended Year Ended
the year: 31st Mar., 31st Mar.,
Year Ended Year Ended Particulars 2019 2018
31st Mar., 31st Mar., (a) Interest Cost
2019 2018 (i) Interest on borrowings 8,272.66 8,709.03
i) Finished goods 8,226.07 6,945.55 Less: Interest capitalized
ii) Work-in-progress 788.97 569.40 during the year (404.54) (592.00)
iii) Stock-in-trade 10,873.96 15,526.70 7,868.12 8,117.03
iv) Spares and accessories 8,296.51 9,110.34 (ii) Interest Expense on
v) Real estate development delayed payment of
work-in-progress 24,304.31 5,586.14 taxes 1.17 0.35
52,489.82 37,738.13 (iii) Notional Interest on
b) Inventories at the Security Deposit - 0.29
beginning of the year: (iv) Other Interest Expense 148.65 59.40
i) Finished goods 6,945.55 7,530.12
(v) Interest on Preference
ii) Work-in-progress 569.40 428.07 Share classified as
iii) Stock-in-trade 15,526.70 12,865.02 borrowing 306.21 287.27
iv) Spares and accessories 9,110.34 10,628.80 (b) Exchange differences
iv) Real estate development regarded as an
work-in-progress 5,586.14 4,804.58 adjustment to borrowing
37,738.13 36,256.59 costs 377.09 727.72
c) Increase in Inventory due (c) Other borrowing costs 236.36 363.90
to adoption of Ind AS 115
Total 8,937.60 9,555.96
(refer Note 64) 11,163.27 -
Net increase (b+c-a) (3,588.42) (1,481.54) The weighted average capitalisation rate on borrowed funds generally
is 10.14% p.a. (Previous Year 13.93% p.a).
31. Employee benefits expense
` in Lakhs 33. Depreciation, amortisation and impairment expense
Year Ended Year Ended ` in Lakhs
31st Mar., 31st Mar., Year Ended Year Ended
Particulars 2019 2018 31st Mar., 31st Mar.,
i) Salaries and Wages 64,154.91 64,368.33 Particulars 2019 2018
ii) Contribution to provident i) Depreciation of
and other funds 2,801.68 2,850.26 property, plant and
iii) Staff Welfare Expenses 1,670.66 1,745.45 equipment (refer Note 5) 6,532.63 5,964.25
Total 68,627.25 68,964.04 ii) Depreciation of
investment properties
(refer Note 6) 63.45 62.40
iii) Amortisation of
intangible assets (refer
Note 8) 1,109.76 1,504.70
iv) Impairment of Goodwill
(refer Note 7) - 174.41
v) Less : Transferred to
Real estate work-in-
progress (1.19) (1.19)
Total 7,704.65 7,704.57

202
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

34. Other expenses


` in Lakhs
Year Ended Year Ended
31st Mar., 31st Mar.,
Particulars 2019 2018
Consumption of stores and spare parts 2,077.38 1,676.74
(Decrease) of excise duty on inventory - (144.39)
Processing charges 3,293.20 2,883.31
Power and fuel 1,281.18 1,224.41
Operating costs for shipping and logistics division
a) Crew and Other Related Expenses 182.04 183.77
b) Others 256.18 503.77
Rent and hire charges 3,077.25 3,298.73
Repairs to :
a) Buildings 289.43 316.14
b) Plant and machinery 687.31 612.68
c) Others 1,115.29 1,033.84
2,092.03 1,962.66
Insurance 787.82 854.03
Rates and taxes 525.48 505.77
Selling expenses, commission and brokerage 13,193.70 11,843.54
Printing and Stationery 451.07 526.31
Communication 1,814.22 1,698.64
Advertisement and sales promotion 5,217.06 5,463.10
Legal and professional charges 4,977.61 3,081.83
Travelling and conveyance 4,364.59 4,155.13
Trade receivables / advances written off 38.38 1,103.43
Less: Provision held 38.38 13.80
- 1,089.63
Provision for doubtful trade receivables 266.78 286.89
Provision for doubtful loans and advances 707.89 23.68
Managed assets service provider’s charges 226.13 425.59
Service Charges 25,849.13 23,066.25
Freight and outward charges 5,597.54 5,124.89
Information Technology Expenses 2,959.61 3,210.01
Conference Expenses 2,095.44 2,554.61
Logistics Charges 2,999.99 2,355.12
Money Transfer Business Expenses 408.04 316.13
Corporate Social Responsibility Expenditure (refer Note 2 below) 160.25 201.54
Net foreign exchange loss 539.75 -
Other Establishment expenses and Miscellaneous expenses 10,209.84 12,504.76
Auditor Remuneration
To Statutory auditors
i) For audit 246.70 246.71
ii) For taxation matters 5.78 5.63
iii) For other services 32.98 44.29
iv) For reimbursement of expenses 7.58 6.40
293.04 303.03
To cost auditors 8.78 6.46
Total 95,913.02 91,185.94

203
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

Note : Included in other expenses are the below:


` in Lakhs
Year Ended Year Ended
31st Mar., 31st Mar.,
Particulars 2019 2018
1. Direct operating expenses arising from investment properties that generated rental income during
the year 173.66 179.04
Direct operating expenses arising from investment properties that did not generate rental income
during the year 17.55 10.63
Total 191.21 189.67

2. Details of Corporate social responsibility expenditure: ` in Lakhs


As per Section 135 of the Act, a Company meeting the applicability threshold, needs to spend atleast
2% of its average net profit for the immediately preceding three financial years on CSR activities. Year Ended Year Ended
The major areas for CSR activities are promoting education facilities. A CSR committee has been 31st Mar., 31st Mar.,
formed by the Company as per the Act 2019 2018
Amount required to be spent as per section 135 of the Act. 164.60 103.71
Amount spent/commitments during the year:
i) Construction/acquisition of an asset 47.25 1.20
ii) Purpose other than (i) above 113.00 200.34
Total 160.25 201.54
Agreements entered for construction/ acquisition of assets 4.75 19.80

35. Exceptional items


` in Lakhs
Year Ended Year Ended
31st Mar., 31st Mar.,
Particulars 2019 2018

a) Expected out flow for disputed matters (refer note 52) (1,055.82) -
b) Gain on transfer of interest (refer Note 56) 84.90 -
Total (970.92) -

36. Income taxes


36.1 Income tax recognised in Statement of Profit and Loss ` in Lakhs
Year ended Year ended
31st Mar., 31st Mar.,
Particulars 2019 2018
Current tax (including MAT credit utilised ` 672.71 Lakhs (Previous year ` Nil)) 2,637.18 3,602.23
Deferred tax (1,188.92) (793.18)
Total income tax expense recognised in the current year 1,448.26 2,809.05
The income tax expense for the year can be reconciled to the accounting profit as follows:
Profit/ (Loss) before tax 1,149.78 (411.83)
Income tax expense calculated at corporate tax rate at 34.94% (Previous Year: 34.608%) 401.73 (142.53)
Effect of amounts which are exempt in calculating taxable income 161.48 409.32
Effect of past losses for which deferred tax assets is recognised in current year - (952.79)
Effect of expenses that are not deductible in determining taxable profit 66.05 57.40
Effect of tax incentives and concessions (88.13) (77.61)
Tax not payable for loss making entities 415.81 968.10
Others (mainly comprises effect of difference in tax rates in subsidiaries, net of impact of elimination
and adjustments on consolidation) 491.32 2,547.16
Income tax expense recognised in consolidated Statement of Profit and Loss 1,448.26 2,809.05

204
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

36.2 Income tax recognised in other comprehensive income (b) The Group as lessee :

Others The Group has taken certain office premises, vehicles,


Deferred tax residential flats and equipment on operating lease basis. Future
minimum lease payable under non-cancellable operating lease
Arising on income and are as follows:
expenses recognised in other
comprehensive income:
As at As at
Year Ended Year Ended
31st Mar., 31st Mar.,
31st Mar., 31st Mar.,
2019 2018
2019 2018
Period ` in Lakhs ` in Lakhs
Re-measurement of defined
benefit obligation 17.55 10.12 Not later than 1 year 765.72 785.67
Equity instruments through Later than 1 year and not later than
other comprehensive income 36.62 (54.31) 5 years 1,395.04 1,767.77
Total income tax expense Later than 5 years 318.99 373.52
recognised in other TOTAL 2,479.75 2,926.96
comprehensive income 54.17 (44.19)
(c) Rent expenses relating to operating leases :
37. Leases
As at As at
(a) Operating lease: Group as lessor 31st Mar., 31st Mar.,
2019 2018
The Group has entered into operating lease arrangements, Particulars ` in Lakhs ` in Lakhs
consisting of surplus space in buildings to others. The Group
Lease payments recognised in the
also gives certain products on operating lease. The normal tenure
consolidated Statement of Profit
of the arrangement is upto five years. The rental income from
and Loss 1,957.35 1,977.66
the assets given on lease of ` 2,025.43 Lakhs (Previous Year
` 2,038.07 Lakhs) has been disclosed as “Rent and amenities”
38. Earnings per share
under Revenue from operations in Note 27 and ` 32.65 Lakhs
The earnings and weighted average number of equity shares used in
(Previous Year ` 63.37 Lakhs) has been disclosed as “Rent
the calculation of earnings per share are as follows.
Income” under Other Income in Note 28 to the Statement of
Profit and Loss.
Year Ended Year Ended
Non-cancellable operating lease receivables 31st Mar., 31st Mar.,
Particulars 2019 2018
As at As at Profit/(Loss) for the year (A) (`
31st Mar., 31st Mar., in Lakhs) (298.48) (3,220.88)
2019 2018 Weighted average number of
Period ` in Lakhs ` in Lakhs equity shares (Net of 1,66,398
Not later than 1 year 297.11 450.15 equity shares held by a subsidiary)
Later than 1 year and not later than (Quantity in Lakhs) (B) 127.32 127.32
5 years 455.01 232.83 Basic/ Diluted Earnings per
Later than 5 years - - share (A/B) (`) (2.34) (25.30)
TOTAL 752.12 682.98 Profit/(Loss) for the year
attributable to owners of the Group
(A) (` in Lakhs) 696.43 (1,944.27)
Weighted average number of
equity shares (Net of 1,66,398
equity shares held by a subsidiary)
(Quantity in Lakhs) (B) 127.32 127.32
Basic/ Diluted earnings per share
attributable to owners of the
Group (A/B) (`) 5.47 (15.27)

205
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

39A. Deferred tax Assets

The following is the movement of deferred tax assets presented in the Balance Sheet:
Current Year (2018-19)
` in Lakhs
MAT
Recognised Recognised Credit
in Statement Foreign Recognised in Other utilised
Opening of Profit and Exchange in Retained Comprehensive against Tax Closing
Particulars balance Loss Adjustment Earnings Income Payable balance
Deferred tax (liabilities)/
assets in relation to:
a) Property, plant and
equipment (681.73) 8.71 - - - - (673.02)
b) Allowance for Doubtful
debts and advances 275.31 15.53 - - - - 290.84
c) Provisions and liabilities
to be allowed on
payment basis 1,431.62 (76.83) - - 36.28 - 1,391.07
d) Voluntary retirement
scheme 76.39 (24.98) - - - - 51.41
e) MAT Credit 1,694.96 (670.97) - - - (1.74) 1,022.25
f) Profits from Real Estate
Business - 1,313.13 - 2,690.18 - - 4,003.31
g) Others (includes tax
losses) 559.50 763.62 (27.74) - 17.89 - 1,313.27
Total 3,356.05 1,328.21 (27.74) 2,690.18 54.17 (1.74) 7,399.13
Previous Year (2017-18)
` in Lakhs
Recognised Recognised MAT Credit
in Statement Foreign in Other utilised
Opening of Profit and Exchange Comprehensive against Tax Closing
Particulars balance Loss Adjustment Others Income Payable balance
Deferred tax (liabilities)/
assets in relation to:
a) Property, plant and
equipment (551.70) (130.03) - - - - (681.73)
b) Allowance for Doubtful
debts and advances 275.00 0.31 - - - - 275.31
c) Provisions and liabilities
to be allowed on
payment basis 1,192.39 294.99 - (11.57) (44.19) - 1,431.62
d) Voluntary retirement
scheme 114.76 (38.37) - - - - 76.39
e) MAT Credit 1,571.07 612.79 - - - (488.90) 1,694.96
f) Profits from Real Estate
Business - - - - - - -
g) Others (includes tax
losses) 609.14 (54.74) 5.11 (0.01) - - 559.50
Total 3,210.66 684.95 5.11 (11.58) (44.19) (488.90) 3,356.05

206
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

39B. Deferred tax Liabilities

The following is the movement of deferred tax liabilities presented in the Balance Sheet:
Current Year (2018-19)
` in Lakhs
Recognised Recognised
in Statement in Other Foreign
Opening of Profit and Comprehensive Exchange Closing
Particulars balance Loss Income Adjustment balance
Deferred tax (liabilities) in relation to:
a) Property, plant and equipment (985.04) (40.44) - - (1,025.48)
b) Others (includes tax losses) (109.50) (98.85) - - (208.35)
Total (1,094.54) (139.29) - - (1,233.83)

Previous Year (2017-18) ` in Lakhs


Recognised Recognised
in Statement in Other Foreign
Opening of Profit and Comprehensive Exchange Closing
Particulars balance Loss Income Adjustment balance
Deferred tax liabilities in relation to:
a) Property, plant and equipment (811.51) (173.53) - - (985.04)
b) Others (includes tax losses) (393.55) 281.76 - 2.29 (109.50)
Total (1,205.06) 108.23 - 2.29 (1,094.54)
Note:
Deferred tax assets and liabilities aggregating to ` 747.35 Lakhs (Previous year ` 741.01 Lakhs) of certain subsidiaries have been offset due to
the netting off provisions applicable in those jurisdictions. Accordingly, the value of deferred tax asset/ liabilities as reflected in the financial
statements would reconcile on a net basis with the amount reflected above.

39C. Unrecognised deductible temporary differences, unused tax losses and unused tax credits
` in Lakhs
As at As at
31st Mar., 31st Mar.,
Particulars 2019 2018
Deductible temporary differences,unused tax losses and unused tax credits for which no deferred tax
assets have been recognized are attributable to the following:
a) Deductible temporary differences (will never expire)
-Unaborbed depreciation 2,828.15 2,238.57
b) Deductible temporary differences (will expire)
-Unused tax losses (for which Deferred Tax Asset has not been recognised) 5,537.09 5,081.47
-Unused tax losses (capital in nature) 2,006.80 2,100.49
10,372.04 9,420.53

Notes :
1 In respect of Lux Group, deferred tax assets amounting to ` 2,856.82 Lakhs (Previous year ` 4,176.22 Lakhs) from tax losses carried
forward are not capitalised as their recoverability is uncertain.
2 In respect of EFL Mauritius Limited, at 31 March 2019, the Company had accumulated tax losses amounting to ` 31.56 Lakhs (Previous
Year ` 26.45 Lakhs) and is therefore not liable to income tax.The accumulated tax losses are available for net off against taxable income
arising in the forthcoming five years only.
3 In respect of Forbes Enviro Solutions Limited, owing to losses in the current year, no provision for current tax has been made. Further,
unrecognised deferred tax on tax losses and unabsorbed depreciation is ` 38.06 Lakhs (Previous year ` 30.90 Lakhs) - Expiry date -
31st March 2027
4 In respect of Forbes Lux International AG, at 31 March 2019, the Company had accumulated tax losses amounting to ` 20,675.76
Lakhs and is therefore not liable to income tax.The accumulated tax losses are available for net off against taxable income arising in the
forthcoming five years only.

207
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

39D. Pursuant to the introduction of Section 115 VA under the dividends or Group’s interests in them if sold outright, would
Income Tax Act 1961, a subsidiary has opted for computation be subject to tax in the hands of the recipient. An assessable
of its income from shipping activities under the Tonnage Tax temporary difference exists, but no deferred tax liability has
Scheme. Thus income from business of operating ships is been recognised as the parent entity is able to control the timing
assessed on the basis of deemed tonnage income of that entity of distributions from these subsidiaries and joint ventures.
and no deffered tax is applicable to such income as there are These subsidiaries are not expected to distribute dividends out
no temporary differences. The temporary difference in respect of their reserves in the foreseeable future. Certain subsidiaries,
of the non-tonnage activities of that entity are not material, in joint ventures and all associates of the group are currently in
view of which deferred taxation has not been accounted for that accumulated deficit, the set-off of those temporary differences
entity. is not available against temporary differences of other entities
in the group. Also, certain entities who have suffered losses
39E. Certain subsidiaries and joint ventures of the group have during the year ended March 31st 2019 which would have
undistributed earnings as at 31st March, 2019 of ` 3,644.51 restrictions for dividend distribution have been excluded from
Lakhs (Previous Year ` 2,630.13 Lakhs) which, if paid out as the aforesaid undistributed earnings calculation.

40 Contingent liabilities:
` in Lakhs
As at As at
31st Mar., 31st Mar.,
2019 2018
(a) Claims against the Group not acknowledged as debts
1 Taxes in dispute:-
(i) Excise demand 4,294.87 4,165.94
(ii) Sales tax 6,361.97 6,116.49
(iii) Income-tax 6,071.63 6,747.33
(iv) Service-tax 3,041.18 2,886.08
(v) Customs duty 100.00 101.00
(vi) Wealth tax 409.86 409.86
2 Labour matters in dispute 19.77 28.52
3 Customer claims 3,169.04 3,165.04
4 Other legal matters * 357.98 93.98
* excludes an amount for eviction suit which was filed against a subsidiary namely, Volkart Fleming Shipping & Services Limited, as
a tenant and a claim for mense profit. The claim amount is not ascertainable.

(b) Share in contingent liability of Joint Ventures and associates:


The Contingent Liabilities as on 31st March, 2019 is ` 182.17 Lakhs (Previous Year ` 199.99 Lakhs).

In respect of one of the Joint Venture, pursuant to recent judgement by Hon’ble Supreme Court dated 28th February, 2019, it was
held that basic wages for the purpose of Provident Fund, to include special allowances which are common for all employees.
However, there is uncertainty with respect to the applicability of the judgement and period from which the same applies.

Owing to the aforesaid uncertainty and pending clarification from the authorities in this regard, the Joint Venture has not recognized any
provision for previous years. Further, management also believes that impact of the same on the company will not be material.

(c) Guarantees given


(i) Surety Bonds given on behalf of Shipping Principals and jointly executed with third parties in - 64.00
favour of customs and other parties (net of provision)
(ii) Guarantee on behalf of related parties 3,107.71 2,906.42
(iii)Bank Guarantees Issued 94.64 100.00

208
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

Notes:
1 In respect of items mentioned above, till the matters are finally decided, the timing of outflow of economic benefits cannot be
ascertained.
2 A subsidiary had entered into an agreement with Nayati Multi Super Speciality for providing the Sanitary House Keeping Services at
their Hospital. There is a dispute regarding non payment from the customer to this entity for an amount of ` 75.46 Lakhs This matter has
been referred for arbitration.
3 The Group is in the process of evaluating the impact of the recent Supreme Court Judgment in case of “Vivekananda Vidyamandir
and Others v/s The Regional Provident Fund Commissioner (II) West Bengal” and the related circular (Circular No. C-I/1(33)2019/
Vivekananda Vidya Mandir/284) dated 20th March, 2019 issued by the Employees’ Provident Fund Organisation in relation to non-
exclusion of certain allowances from the definition of “basic wages” of the relevant employees for the purposes of determining contribution
to provident fund under the Employees’ Provident Funds & Miscellaneous Provisions Act, 1952. In the assessment of the management
which is supported by legal advice, the aforesaid matter is not likely to have a significant impact and accordingly, no provision has been
made in these Financial Statements.

41 Other Commitments

(a) Estimated amount of contracts remaining to be executed on capital account and not provided for ` 2,903.77 Lakhs (Previous Year
` 164.84 Lakhs) (net of advances).
(b) The group has issued performance guarantee of ` 7,369.04 Lakhs (Previous Year ` 6,387.65 Lakhs)

42. Details of Provisions

The Group has made provisions for various contractual obligations and disputed liabilities based on its assessment of the amount it
estimates to incur to meet such obligations, details of which are given below:
` in Lakhs
Reversal
As at (withdrawn As at
31st Mar., as no longer 31st Mar.,
Particulars 2018 Additions Utilization required) 2019
Provision for warranty (refer Note 1 below) 1,232.95 1,184.21 (1,115.16) (0.97) 1,301.03
1,301.62 1,029.94 (933.47) (165.14) 1,232.95
Other Provision (refer Note 2 below) 1,691.32 293.78 (843.81) (351.43) 789.86
2,843.42 285.70 (1,255.52) (182.28) 1,691.32
Total 2,924.27 1,477.99 (1,958.97) (352.40) 2,090.89
Previous Year 4,145.04 1,315.64 (2,188.99) (347.42) 2,924.27

Note:
1. The Group gives warranty on certain products, undertaking to repair or replace the items that fail to perform satisfactorily during the
warranty period. Warranty provisions are made for expected future outflows where no reimbursements are expected and estimated based
on using historical information on the nature of frequency and average cost of warranty claims.

2. Other provisions include provision for contingencies as disclosed above which represent the Group’s best estimate of the future outflow of
economic benefits that will be required for certain indirect tax, restructuring and legal matters. The outflow would depend on settlement
/ conclusion of respective matters / cessation of expected events with respective authorities.

Figures in italics relate to the previous year.

43. Employee Benefits :

Brief description of the Plans:


The Group has various schemes for long term benefits such as Provident Fund (in case of certain employees), Superannuation, Gratuity,
Employees State Insurance Fund (ESIC), Employees Pension Scheme, Leave Encashment, Pension and Long Term Service Award
and Post Retirement Medical and Non Compete Fees. The Group’s defined contribution plans are Provident Fund (in case of certain
employees), Superannuation, Employees State Insurance Fund and Employees’ Pension Scheme (under the provisions of the Employees’

209
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

Provident Funds and Miscellaneous Provisions Act, 1952). Under the post-retirement medical and non-compete fees,
The Group has no further obligation beyond making the eligible whole-time directors and on their demise, their spouses
contributions to such plans. The Group’s defined benefit plans are entitled to medical benefits subject to certain limits and fixed
include Provident fund (in case of certain employees), Gratuity, monthly payment as non-compete fee. The Group accounts
Post retirement medical and Non Compete fees. for these benefits payable in future based on an independent
external actuarial valuation carried out at the end of the year
The Group provides for gratuity for employees in India as per using the Projected Unit Credit method.
the Payment of Gratuity Act, 1972. Employees who are in
continuous service for a period 5 years are eligible for gratuity. No other post-retirement benefits are provided to these
The amount of gratuity payable on retirement/termination is employees except agreed pension payouts to former Executive
the employees last drawn basic salary per month computed Vice Chairman.
proportionately for 15 days salary multiplied for the number of
years of service. These plans typically expose the Group to actuarial risks such
as: investment risk, interest rate risk, longevity risk and salary
The Group operates a defined benefit gratuity plan for employees risk.
of certain subsidiaries. The gratuity liability is funded and in
Investment risk
some cases, it is unfunded. In case of certain Subsidiaries,
The present value of the defined benefit plan liability is
where the gratuity liability is funded, the Group contributes
calculated using a discount rate which is determined by
to a separate trust administered by the Group towards meeting
reference to market yields at the end of the reporting period on
the Gratuity obligation. The Group’s liability is determined on
government bonds. Plan investment is a mix of investments in
the basis of an actuarial valuation. Remeasurements of the net
government securities, and other debt instruments.
defined benefit liability as per the actuarial valuation report,
which comprise actuarial gains and losses are recognised in Interest risk
OCI. A decrease in the bond interest rate will increase the plan
liability; however, this will be partially offset by an increase in
In case of certain Subsidiaries, the group has obtained insurance the return on the plan’s investments.
policy with the Life Insurance Corporation of India (LIC) and
makes an annual contribution to LIC for amounts notified by Longevity risk
LIC. The group accounts for gratuity benefits payable in future The present value of the defined benefit plan liability is
based on the calculation performed annually by a qualified calculated by reference to the best estimate of the mortality
actuary using the projected unit credit method at the end of the of plan participants both during and after their employment.
year. Actuarial Gains and Losses are recognized in OCI. An increase in the life expectancy of the plan participants will
increase the plan’s liability.
The Group’s Gratuity Plan is administered by an insurer and
the Investments are made in various schemes of the trust. The Salary risk
Group funds the plan on a periodical basis. The present value of the defined benefit plan liability is calculated
by reference to the future salaries of plan participants. As such,
A large portion of assets consists of government and corporate an increase in the salary of the plan participants will increase
bonds, although the Group also invests in equities, cash and the plan’s liability.
mutual funds. The plan asset mix is in compliance with the
requirements of the regulations in case of Provident fund. I. Charge to the Statement of Profit and Loss based on
contributions:
The Group actively monitors how the duration and the expected ` in Lakhs
yield of the investments are matching the expected cash Year Ended Year Ended
outflows arising from the employee benefit obligations, with the 31st Mar., 31st Mar.,
objective that assets of the gratuity / provident fund obligations Particulars 2019 2018
match the benefit payments as they fall due. Employer’s contribution to
Provident Fund 147.08 67.22
The eligible employees of the Group are entitled to receive Employer’s contribution to Pension
post-employment benefits in respect of provident fund, in which Fund 909.47 848.24
both the employees and the Group make monthly contributions Employer’s contribution to
at a specified percentage of the employees’ eligible salary. The Superannuation Fund 202.23 220.85
contributions are made to the Government Family Pension Employer’s contribution to ESIC
Fund / provident fund managed by the trust set up by the Group and other funds 21.95 23.43
which are charged to the statement of profit and loss as incurred. Included in Contribution to Provident and Other Funds (refer Note 31)

210
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

II. Disclosures for defined benefit plans based on actuarial valuation reports as on 31st March, 2019.
A. Change in Defined Benefit Obligation ` in Lakhs
Others (Post
Retirement medical
Gratuity (partly and non compete fees)
Gratuity (funded) Gratuity (non-funded) funded) (non funded)
Year Ended Year Ended Year Ended Year Ended
31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar.,
Particulars 2019 2018 2019 2018 2019 2018 2019 2018
Present Value of Defined Benefit
Obligation as at beginning of
the year 2,359.24 2,716.66 313.06 236.85 - - 334.11 362.05
Amount tranferred to/(from)
Grauity (non funded) - - (137.62) - 137.62 - - -
Interest Cost 178.78 200.31 13.01 15.77 9.12 - 25.61 26.14
Current Service Cost 171.51 189.54 15.43 32.76 29.43 - - -
Past Service Cost - 17.23 - 6.18 - - - -
Liabilities Transferred In/
Acquisition - - (2.24) - - - - -
Benefits Paid (313.46) (761.33) (39.28) (15.00) (15.88) - (41.09) (49.98)
Remeasurement of defined
benefit obligation 37.24 (3.17) 8.34 36.50 38.41 - (15.11) (4.10)
Present Value of Defined Benefit
Obligation as at the end of the
year 2,433.31 2,359.24 170.70 313.06 198.70 - 303.52 334.11

B. Changes in the Fair Value of Assets


` in Lakhs
Others (Post
Retirement medical
Gratuity (Non- Gratuity (partly and non compete fees)
Gratuity (Funded) Funded) funded) (Non funded)
Year Ended Year Ended Year Ended Year Ended
31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar.,
Particulars 2019 2018 2019 2018 2019 2018 2019 2018
Fair Value of Plan Assets as at
beginning of the year 2,055.86 2,451.33 - - - - - -
Return on Plan Assets (excluding
interest income/ expense) 5.88 (1.74) - - - - - -
Interest income 169.40 176.49 - - - - - -
Remeasurement gain - - - - - - - -
Contributions from employer 232.95 191.11 - - 20.00 - - -
Benefits Paid (313.46) (761.33) - - - - - -
Fair Value of Plan Assets as at
the end of the year 2,150.63 2,055.86 - - 20.00 - - -

211
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

C. Amount recognised in the Balance Sheet


` in Lakhs
Others (Post
Retirement medical
Gratuity (Non- Gratuity (partly and non compete fees)
Gratuity (Funded) Funded) funded) (Non funded)
Year Ended Year Ended Year Ended Year Ended
31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar.,
Particulars 2019 2018 2019 2018 2019 2018 2019 2018
Present Value of Defined
Benefit Obligation as at the end
of the year 2,433.31 2,359.24 170.70 313.06 198.70 - 303.52 334.11
Fair Value of Plan Assets as at
end of the year 2,150.63 2,055.86 - - 20.00 - - -
Net Liability recognised in the
Balance Sheet 282.68 303.38 170.70 313.06 178.70 - 303.52 334.11

D. Expenses recognised in Statement of Profit and Loss


` in Lakhs
Others (Post
Retirement medical
Gratuity (Non- Gratuity (partly and non compete fees)
Gratuity (Funded) Funded) funded) (Non funded)
Year Ended Year Ended Year Ended Year Ended
31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar.,
Particulars 2019 2018 2019 2018 2019 2018 2019 2018
Current Service Cost 171.51 189.54 15.43 32.76 29.43 - - -
Past service cost - 17.23 - 6.18 - - - -
Net interest 9.38 23.82 13.01 15.77 9.12 - 25.61 26.14
Return on Plan Assets
(excluding interest income/
interest expense) - (4.41) - - - - - -
Total Expenses / (Income)
recognised in the Statement of
Profit And Loss* 180.89 226.18 28.44 54.71 38.55 - 25.61 26.14

*Included in Salaries and Wages, Contribution to Provident and Other Funds, Gratuity Fund (refer Note 31)

212
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

E. Expenses Recognized in the Other Comprehensive Income (OCI)


` in Lakhs
Others (Post
Retirement medical
Gratuity (Non- Gratuity (partly and non compete fees)
Gratuity (Funded) Funded) funded) (Non funded)
Year Ended Year Ended Year Ended Year Ended
31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar.,
Particulars 2019 2018 2019 2018 2019 2018 2019 2018
Actuarial (Gains)/Losses on
Obligation For the Year - Due
to changes in demographic
assumptions - 22.16 - - - - - -
Actuarial (Gains)/Losses on
Obligation For the Year - Due to
changes in financial assumptions 17.19 (66.04) 2.72 36.09 (0.40) - 2.27 (8.04)
Actuarial (Gains)/Losses on
Obligation For the Year - Due to
experience adjustment 20.05 40.71 5.62 0.41 38.81 - (17.38) 3.94
Actuarial (Gains)/Losses on
Obligation For the Year - Due
to changes in demographic
assumptions - - - - - - - -
Return on Plan Assets,
excluding Interest Income (5.88) 6.16 - - - - - -
Others - - - - - -
Net (Income)/Expense For the
Year Recognized in OCI 31.36 2.99 8.34 36.50 38.41 - (15.11) (4.10)

F. Principal actuarial assumptions used:

Others (Post Retirement medical and non


compete fees)
Gratuity (Funded) (Non funded)
As at As at
Particulars 31st Mar., 2019 31st Mar., 2018 31st Mar., 2019 31st Mar., 2018
Discount Rate (per annum) 6.66% to 7.78% 7.73% to 7.87 % 7.48% to 7.79% 7.65% - 7.86%
Salary escalation rate 3.5% to 7.00% 3.50% to 8.00% 0.00% 0.00%
Rate of employee turnover * 2.00% to 20.00% 2.00% to 20.00% 0.00% 0.00%
Mortality rates Indian Assured lives Indian Assured lives
Mortality (2006-08) Mortality (2006-08)

* In case of a subsidiary namely Forbes Facility Services Private Limited for service of 4 years and below, attrition rate is 60%.

213
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

G. Movements in the present value of defined benefit obligation are as follows:


` in Lakhs
Others (Post Retirement
medical and non
compete fees)
Gratuity (Funded) Gratuity (Unfunded) Gratuity (partly funded) (Non funded)
As at As at As at As at As at As at As at As at
31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar.,
Particulars 2019 2018 2019 2018 2019 2018 2019 2018
Opening Net Liability 303.38 265.33 313.06 236.85 - - 334.11 362.05
Amount tranferred to/
(from) Grauity (non
funded) - - (137.62) - 137.62 -
Liabilities Transferred In/
Acquisition - - (2.24) - - -
Expenses Recognized
in Statement of Profit or
Loss 180.89 226.18 28.44 54.72 38.55 - 25.61 26.14
Expenses Recognized
in OCI 31.36 2.98 8.34 36.50 38.41 - (15.11) (4.10)
(Benefit Paid Directly by
the Employer) - - (39.28) (15.01) (15.88) - (41.09) (49.98)
(Employer’s Contribution) (232.95) (191.11) - - (20.00) - - -
Net Liability/(Asset)
Recognized in the
Balance Sheet 282.68 303.38 170.70 313.06 178.70 - 303.52 334.11

H. Category of Assets
` in Lakhs
As at As at
31st Mar., 2019 31st Mar., 2018
Gratuity Gratuity
Particulars (Funded) (Funded)
Government of India Assets (Central and State) 559.90 393.00
Special Deposits Scheme 41.03 41.03
Debt Instruments 202.74 473.34
Corporate Bonds 373.86 107.21
Cash and Cash Equivalents - -
Insurance fund 717.50 759.01
Asset-Backed Securities - -
Mutual Fund 35.24 32.10
State Government Securities 185.29 233.84
Others 35.07 16.33
Total 2,150.63 2,055.86

214
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

I. Cash Flow Projection: From the Fund


` in Lakhs
Estimated for Estimated for the Estimated for Estimated for the
the year ended year ended the year ended year ended
31st Mar., 2019 31st Mar., 2018 31st Mar., 2019 31st Mar., 2018
Others (Post Retirement medical
Projected Benefits Payable in Future Years From the Date and non compete fees)
of Reporting Gratuity (Non funded)
1st Following Year 385.86 428.92 43.48 58.44
2nd Following Year 182.27 191.45 43.48 58.44
3rd Following Year 206.50 238.25 43.48 58.44
4th Following Year 259.34 197.33 43.48 58.44
5th Following Year 257.53 239.18 43.48 58.44
Sum of Years 6 and above 3,821.02 3,951.11 217.40 292.22

J. Sensitivity Analysis
` in Lakhs
As at As at
Projected Benefits Payable in Future Years From the Date of Reporting 31st Mar., 2019 31st Mar., 2018
Impact of +1% Change in Rate of Discounting (176.35) (169.84)
Impact of -1% Change in Rate of Discounting 161.91 156.21
Impact of +1% Change in Rate of Salary Increase 185.33 177.69
Impact of -1% Change in Rate of Salary Increase (164.30) (158.10)
Impact of +1% Change in Rate of Employee Turnover 55.68 55.24
Impact of -1% Change in Rate of Employee Turnover (63.05) (62.57)

The above sensitivity analyses are based on change in an assumption while holding all other assumptions constant. In practice, this is unlikely
to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to
significant actuarial assumptions the same method (present value of the defined benefit obligation calculated with the projected unit credit
method at the end of the reporting period) has been applied as when calculating the defined benefit liability recognised in the balance sheet.

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.

Some of the Indian subsidiaries operate defined benefit gratuity plan for its employees, which requires contributions to be made to a separately
administered fund or a financial institution. It is governed by the Payment of Gratuity Act, 1972. In the case of the parent company, the fund
has the form of a trust and it is governed by the Board of Trustees. The Board of Trustees is responsible for the administration of the plan assets
including investments of the fund in accordance with the norms prescribed by the Government of India. In case of certain Indian subsidiaries
of the group, the fund is managed by Life Insurance Corporation (LIC) and every year the required contribution amount is paid to LIC.

The aforesaid disclosure have been made to the extent information available in the individual financial statements of the Company and its
subsidiaries. Accordingly, the net liability and expense in respect of gratuity and other post retirement benefits disclosed in Note 21A and Note
21B would not reconcile with the figures disclosed above.

In respect of foreign subsidiaries of the group, retirement benefits are governed and accrued as per local statutes and there are no defined benefit
plans. The amount contributed to the defined contribution plan is charged to the Statement of Profit & Loss on accrual basis. Hence the above
table includes the details of Company’s incorporated in India only.

215
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

K. Provident Fund

The Group has established Provident Fund namely Forbes & Company Ltd. Employees Provident Fund and Eureka Forbes Limited
Employees’ Provident Fund, in respect of eligible employees to which both the employee and employer make contribution equal to 12%
of the employees’ basic salary respectively. The Group’s contribution to the provident fund for eligible employees, are charged to the
Statement of Profit and Loss. In case of any liability arising due to shortfall between the return from its investments and the administered
interest rate, the same is required to be provided for by the Group. In accordance with the recent actuarial valuation, there is no deficiency
in the interest cost as the present value of expected future earnings of the fund is greater than the expected amount to be credited to the
individual members based on the expected guaranteed rate of interest.
` in Lakhs
As at As at
Particulars 31st Mar., 2019 31st Mar., 2018
Employer’s contribution to the provident fund trust 538.89 425.85

The details of Group’s provident fund and planned assets position as at year end and is given below.
` in Lakhs
As at As at
Particulars 31st Mar., 2019 31st Mar., 2018
Present value of Defined Benefit Obligation as at year end 14,469.60 13,278.42
Planned assets as at year end 16,770.31 15,457.58

Assumptions used in determining the present value obligation of the interest rate guarantee are as follows:

As at As at
Particulars 31st Mar., 2019 31st Mar., 2018
Approach used Deterministic Deterministic
Increase in compensation levels 3.5% to 7.00% 3.50% to 8.00%
Discount Rate 6.66% to 7.78% 7.35% to 7.87%
Attrition Rate * 2.00% to 20.00% 2.00% to 20.00%
Weighted Average Yield 8.20% to 8.75% 8.19% to 8.75%
Weighted Average YTM 8.32% to 8.60% 8.48% to 8.60%
Reinvestment Period on Maturity 5 years 5 years
Mortality Rate Indian Assured Indian Assured
Lives Mortality Lives Mortality
(2006-08) (2006-08)
Ultimate Ultimate

* In case of a subsidiary namely Forbes Facility Services Private Limited for service of 4 years and below, attrition rate is 60%.

L. The liability for Compensated absences (Non – Funded) as at year end is ` 1,119.76 Lakhs (Previous year ` 831.72 Lakhs) (refer Note
21B).

The Company provides for encashment of leave or leave with pay subject to certain rules. The employees are entitled to accumulate
leave subject to certain limits for future encashment / availment. The Company makes provision for compensated absences based on an
actuarial valuation carried out at the end of the year using the Projected Unit Credit method. Leave obligations not expected to be settled
in the next 12 months is ` 670.76 Lakhs (Previous year ` 639.50 Lakhs).

216
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

44 Financial Instruments 44.4 Credit risk management

44.1 Capital Management Trade receivables


Trade receivables are generally unsecured and are derived from
The Group manages its capital to ensure that it will be able revenue earned from customers. On account of adoption of Ind
to continue as going concern while maximising the return to AS 109, the Group uses expected credit loss model to assess the
stakeholders through the optimisation of the debt and equity impairment loss or gain. The Group uses a provision matrix and
balance. The capital structure of the Group consists of net debt forward-looking information and an assessment of the credit
(borrowings as detailed in Notes 19, 20B and 24 offset by cash risk over the expected life of the financial asset to compute the
and bank balances) and total equity of the Group. expected credit loss allowance for trade receivables. Historical
experience of collecting receivables of the Group is supported
The Group determines the amount of capital required on the by low level of past default and hence the credit risk is perceived
basis of annual as well as long term operating plans and other to be low.
strategic investment plans. The funding requirements are met
through non convertible debt securities or other long-term / Other financial assets
short-term borrowings. The Group monitors the capital structure The credit risk on liquid funds and derivative financial
on the basis of total debt to equity ratio and maturity profile of instruments is limited because the counterparties are mutual
the overall debt portfolio of the Group. funds and banks with high credit-ratings assigned by credit-
rating agencies.
The capital components of the Group are as given below:
` in Lakhs In addition, the Group is exposed to credit risk in relation to
As at As at the financial guarantees given to banks on behalf of related
31st Mar., 31st Mar., parties of the Group. The Group’s maximum exposure in this
2019 2018 respect is the maximum amount the Group could have to pay if
Total Equity 37,286.55 43,503.62 the guarantee is called on is ` 3,107.71 Lakhs as at 31st Mar.,
2019 (Previous Year ` 2,906.42 Lakhs). Based on expectations
Short Term Borrowings 28,897.24 29,960.30 at the end of the reporting period, the Group considers that it
Long Term Borrowings is more likely that such an amount will not be payable under
(includes accrued the arrangement. However, this estimate is subject to change
interest) 58,486.53 74,214.91 depending on the probability of the counterparty claiming
Current Maturities of under the guarantee which is a function of the likelihood that
Long Term Borrowings 20,200.40 15,452.16 the financial receivables held by the counterparty which are
Total Debt guaranteed suffer credit losses.
1,07,584.17 1,19,627.37
Cash and Cash 44.5 Liquidity Risk
equivalents 7,056.00 13,699.70
Bank balances other than Liquidity Risk refers to insufficiency of funds to meet the
above 433.25 425.06 financial obligations. Liquidity Risk Management implies
Net Debt 1,00,094.92 1,05,502.61 maintenance of sufficient cash and marketable securities and
the availability of funding through an adequate amount of
Debt Equity ratio 2.09 2.05
committed credit lines to meet obligations when due.
Debt Equity Ratio = Long Term Borrowings (including current
maturities) / Total Equity The Group manages liquidity risk by banking facilities and by
continuously monitoring forecast and actual cash flows, and by
44.2 Financial risk management objectives assessing the maturity profiles of financial assets and liabilities.
The Group monitors and manages the financial risks to the The below table sets out details of additional undrawn facilities
operations of the Group. These risks include market risk, credit that the Group has at its disposal to further reduce liquidity risk.
risk and liquidity risk.
The Group has undrawn credit lines available as at the end
44.3 Market Risk of the reporting period of ` 8,911.21 Lakhs (Previous Year
The Group’s activities expose it primarily to the financial risks ` 3,652.49 Lakhs).
of changes in foreign currency exchange rates (refer Note
44.7) and interest rates (refer Note 44.6). The Group enters
into a variety of derivative financial instruments to manage its
exposure to foreign currency risk and interest rate risk.

217
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

` in Lakhs
As at As at
31st Mar., 2019 31st Mar., 2018
- Expiring within one year (Cash Credit/ Overdraft Limits Sanctioned) 8,911.21 3,652.49
8,911.21 3,652.49

The following tables detail the Group’s remaining contractual maturity for its non-derivative financial liabilities with agreed repayment
periods. The tables have been drawn up based on the earliest date on which the Company can be required to pay. The tables include principal
and interest cash flows. The amounts reflected are gross and undiscounted.
` in Lakhs
Maturities of Financial Liabilities as at the Balance Sheet date As at 31st Mar., 2019
5 years and
Upto 1 year 1 to 5 years above
Borrowings (includes interest) 51,714.71 48,657.77 10,212.26
Trade Payables 41,029.21 - -
Other Financial Liabilities 17,264.02 4,668.02 -
1,10,007.94 53,325.79 10,212.26

` in Lakhs
Maturities of Financial Liabilities as at the Balance Sheet date As at 31st Mar., 2018
5 years and
Upto 1 year 1 to 5 years above
Borrowings (includes interest) 48,481.49 70,657.04 5,998.34
Trade Payables 39,909.38 - -
Other Financial Liabilities 16,145.26 5,071.61 -
1,04,536.13 75,728.65 5,998.34

44.6 Interest Rate Risk and Sensitivity Analysis

Interest rate risk results from changes in prevailing market interest rates, which can cause a change in the fair value of fixed-rate
instruments and changes in the interest payments of the variable-rate instruments.

The Group is exposed to interest rate risk because it borrows funds at both fixed and floating interest rates.

The sensitivity analyses below have been determined based on the exposure to interest rates for borrowings at the end of the reporting
period. For floating rate borrowings the analysis is prepared assuming the amount of liability outstanding at the end of the reporting
period was outstanding for the whole year and the rates are reset as per the applicable reset dates. The basis risk between various
benchmarks used to reset the floating rate borrowings has been considered to be insignificant.

If interest rates had been 100 basis points higher/lower and all other variables were held constant, the Group’s

- Profit for the year ended 31st March, 2019 would decrease/increase by ` 748.51 Lakhs respectively. This is mainly attributable to
the Group’s exposure to borrowings at floating interest rates.

- Profit for the year ended 31st March, 2018 would decrease/increase by ` 766.35 Lakhs respectively. This is mainly attributable to
the Group’s exposure to borrowings at floating interest rates.

218
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

44.7 Derivatives Instruments and unhedged Foreign Currency (FC) exposure

The Group is exposed to Currency Risk arising from its trade exposures and capital/loan receipt/payments denominated, in other than the
Functional Currency. The Group has a Foreign Exchange Risk Management policy within which the treasury has to perform and also lays
down the checks and controls to ensure the continuing success of the treasury function. The Group has defined strategies for addressing
the risks for each category of exposures (e.g. for exports , for imports, for loans, etc.). The centralised treasury function aggregates the
foreign exchange exposure and takes prudent measures to hedge the exposure based on prevalent macro-economic conditions.

Particulars of unhedged foreign currency exposures as at the reporting date

As at 31st Mar., 2019 As at 31st Mar., 2018


Advances from customers Advances from customers
and Other Liabilities Trade receivables and Other Liabilities Trade receivables
FC (Amount FC (Amount FC (Amount FC (Amount
Currencies in Lakhs) ` in Lakhs in Lakhs) ` in Lakhs in Lakhs) ` in Lakhs in Lakhs) ` in Lakhs
USD 0.13 9.34 62.87 4,365.96 0.20 13.00 24.96 1,619.95
GBP - - 0.98 89.00 - - 1.11 101.08
EUR 46.64 3,634.00 0.75 58.59 71.03 5,672.61 1.77 141.76

As at 31st Mar., 2019 As at 31st Mar., 2018


Security Deposits Security Deposits
FC (Amount in FC (Amount in
Currencies Lakhs) ` in Lakhs Lakhs) ` in Lakhs
USD 10.58 734.72 10.27 667.22

As at 31st Mar., 2019 As at 31st Mar., 2018


Advances to vendors and Advances to vendors and
Other Advances Trade payables Other Advances Trade payables
FC (Amount FC (Amount FC (Amount FC (Amount
Currencies in Lakhs) ` in Lakhs in Lakhs) ` in Lakhs in Lakhs) ` in Lakhs in Lakhs) ` in Lakhs
USD 14.08 977.67 41.46 2,879.23 2.46 163.30 42.96 2,799.99
EUR 247.12 19,252.84 7.73 602.22 0.40 31.97 6.58 527.28
CHF - - 0.01 0.96 - - 0.17 11.31
GBP - - -* - - - -* 0.08
CNY 0.43 4.45 - - - - - -
AUD - - 0.10 5.12 - - -* 0.14
THB - - - - 0.93 1.94 - -

* Amount is below rounding off norm adopted by the Group.

219
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

44.7 Derivatives Instruments and unhedged Foreign Currency (FC) exposure

As at As at
31st Mar., 2019 31st Mar., 2018
Loan from Banks Loan from Banks
FC (Amount in FC (Amount in
Currencies Lakhs) ` In Lakhs Lakhs) ` In Lakhs
USD 339.31 23,563.81 372.98 24,224.18
EURO 73.99 5,764.16 116.91 9,337.09

As at As at
31st Mar., 2019 31st Mar., 2018
Interest Accrued on Borrowings Interest Accrued on Borrowings
FC (Amount in FC (Amount in
Currencies Lakhs) ` In Lakhs Lakhs) ` In Lakhs
USD 4.73 328.67 4.30 279.23

As at As at
31st Mar., 2019 31st Mar., 2018
Current Account Balances Current Account Balances
FC (Amount in FC (Amount in
Currencies Lakhs) ` In Lakhs Lakhs) ` In Lakhs
USD 33.84 2,350.11 26.61 1,728.13
EURO 0.07 5.67 - -

Of the above, the Group is mainly exposed to USD, GBP and EUR. Hence the following table analyses the Group’s Sensitivity to a 5%
increase and a 5% decrease in the exchange rates of these currencies against INR.

As on 31st March, 2019


Impact on Profit
Total Assets in or Loss for the
Increase/ FC Total Liabilities year
Currencies Decrease (in Lakhs) in FC (in Lakhs) (` in Lakhs)
USD Increase by 5% 121.37 385.64 (946.66)
USD Decrease by 5% 121.37 385.64 946.66
GBP Increase by 5% 0.98 - 4.45
GBP Decrease by 5% 0.98 - (4.45)
EUR Increase by 5% 247.95 128.36 329.97
EUR Decrease by 5% 247.95 128.36 (329.97)

220
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

44.7 Derivatives Instruments and unhedged Foreign Currency (FC) exposure

As on 31st March, 2018


Impact on Profit
Total Assets in or Loss for the
Increase/ FC Total Liabilities year
Currencies Decrease (in Lakhs) in FC (in Lakhs) (` in Lakhs)
USD Increase by 5% 63.42 420.43 (1,159.94)
USD Decrease by 5% 63.42 420.43 1,159.94
GBP Increase by 5% 1.11 - 5.05
GBP Decrease by 5% 1.11 - (5.05)
EUR Increase by 5% 2.17 194.52 (768.17)
EUR Decrease by 5% 2.17 194.52 768.17

Derivatives Financial Instruments


The Group has entered into foreign currency options to cover its exchange rate risks pertaining to its foreign currency borrowings.

The following table details the significant derivative financial instruments outstanding at the end of the reporting period.

As at As at
Derivative Financial Instruments 31st Mar., 2019 31st Mar., 2018
Foreign Currency Options Notional Value Notional Value
Euro in Lakhs Euro in Lakhs
11.20 -
Fair Value Fair Value
` in Lakhs ` in Lakhs
(11.09) -
Cross Currency Interest Rate Swap Notional Value Notional Value
Euro in Lakhs Euro in Lakhs
156.69 -
Fair Value Fair Value
` in Lakhs ` in Lakhs
(298.96) -

221
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

44.8 Fair Value Disclosures


` in Lakhs
As at 31st Mar., 2019 As at 31st Mar., 2018
Amortised Amortised
a) Categories of Financial Instruments: FVTPL** FVOCI*** Cost FVTPL** FVOCI*** Cost
Financial Assets
Investments * 2.56 219.21 3.92 77.85 271.58 3.91
Loans - - 3,655.26 - - 3,751.52
Cash and Bank Balances - - 7,489.25 - - 14,124.76
Trade Receivables - - 51,811.28 - - 46,486.38
Other Financial Assets - - 4,586.83 - - 8,222.51
2.56 219.21 67,546.54 77.85 271.58 72,589.08
Financial liabilities
Borrowings - - 86,749.06 - - 1,03,492.20
Trade Payables - - 41,029.21 - - 39,909.38
Other Financial Liabilities 310.05 - 42,767.15 - - 37,352.04
310.05 - 1,70,545.42 - - 1,80,753.62

* Excludes investment in equity shares of Joint ventures amounting to ` 7,850.20 lakhs (Previous Year ` 7,676.73 lakhs) accounted using
equity method.
** Mandatorily measured at fair value in accordance with Ind AS 109.
***Investments in equity instruments designated as such upon intial recognition in accordance with paragraph 5.7.5 of Ind AS 109.

These investments in equity instruments are not held for trading. Instead, they are held for medium or long term strategic purpose. Upon the
application of IND AS 109, the Group has chosen to designate these investment in equity instruments at FVTOCI as it is belived that this
provides a more meaningful presentation for medium or long term strategic investment that reflecting changes in fair value immediately in
profit and loss account.

b) Fair Value Hierarchy and Method of Valuation

Except as detailed in the following table, the Group considers that the carrying amounts of financial instruments recognised in the
financial statements approximate their fair values.
` in Lakhs
As at 31st Mar., 2019
Carrying
Financial Assets value Level 1 Level 2 Level 3 Total
Measured at FVTPL
Investments
Investments in Equity Instruments 0.68 - - 0.68 0.68
Investments in Debentures - - - - -
Investments in Mutual Funds 1.88 1.88 - - 1.88
Measured at FVOCI
Investments
Investments in Equity Instruments 219.21 - - 219.21 219.21

As at 31st Mar., 2019


Carrying
Financial Liabilities value Level 1 Level 2 Level 3 Total
Other Financial Liabilities
Derivatives accounted at FVTPL 310.05 - 310.05 - 310.05

222
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

44.8 Fair value Disclosures


` in Lakhs
As at 31st Mar., 2018
Carrying
Financial Assets value Level 1 Level 2 Level 3 Total
Measured at FVTPL
Investments
Investments in Equity Instruments 18.13 17.48 - 0.65 18.13
Investments in Debentures 57.81 - - 57.81 57.81
Investments in Mutual Funds 1.91 1.91 - - 1.91
Measured at FVOCI
Investments
Investments in Equity Instruments 271.58 3.22 - 268.36 271.58

Note:
There are no transfers between level 1, level 2 and level 3 during the year.

c) Fair value measurements using significant unobservable inputs (level 3)

The following table presents the changes in level 3 items for the period ended 31st March, 2019 and 31st March, 2018.
` in Lakhs
Total
As at 31st March, 2017 235.76
Fair value gain/ (loss) recognised in the Statement of Profit and Loss 17.81
Fair value gain/ (loss) recognised in Other Comprehensive Income 95.76
Purchases made during the year 40.00
Sales made during the year (62.51)
As at 31st March, 2018 326.82
Fair value gain/ (loss) recognised in the Statement of Profit and Loss (17.81)
Fair value gain/ (loss) recognised in Other Comprehensive Income (89.16)
Purchases made during the year 0.03
Sales made during the year -
As at 31st March, 2019 219.88

Other comprehensive income for the year, includes the gain of Nil (Previous Year gain of ` 67.72 Lakhs) on disposal of investment classified
as fair value through OCI and the fair value of these investment on the date of sale was Nil. The board of directors decides on purchase/sales
based on internal stratergies.

Description of significant unobservable inputs to valuations for level 3 items


Significant unobservable Inputs Relationship of unobservable Inputs to fair value
Long term revenue growth rates taking into accounts managements A slight increase in the long term revenue growth rates used in
experience and knowledge of market conditions of the specific isolation would result in increase in fair value
industries
Long term pre tax operating margin taking into account managements A significant increase in the long term pre tax operating margin used
experience and knowledge if market conditions of the specific in isolation would result in increase in fair value
industries
Weighted average cost of capital (WACC), determined using a Capital A slight increase in the WACC used in isolation would result in
Asset pricing Model decrease in Fair value

223
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

d) Valuation Process

The main level 3 inputs used for unlisted equity securities, preference shares and debentures are as follows:

1) the use of quoted market prices or dealer quotes for similar instruments.

2) All of the resulting fair value estimates are included in level 1 except for unlisted equity securities where the fair values have been
determined based on present values and the discount rates used were adjusted for counterparty or own credit risk.

3) The Fair value of financial Instrument that are not traded in an active market is determined using valuation technique. The Group
uses its judgement to select a variety of methods and make assumptions that are mainly based on market conditions existing at the
end of each reporting period.

e) Fair value of financial assets and financial liabilities that are not measured at fair value (but fair value disclosures are required)

The Group consider that the carrying amounts of financial assets and financial liabilities recognised in Note (a) above approximate their
fair values.

45. Segment reporting

The Chief Operating Decision maker of the Group examines Group’s performance both from a product and from a geographic perspective.
From a product perspective, the management has identified five reportable segments at group level.

The Group has identified business segments as its primary segment and geographical segment as its secondary segment. Business
segments are primarily “Health, Hygiene, Safety Products and its services”, “Engineering”, “Real estate”, “IT Enabled Services and
Products” and “Shipping and Logistics Services” segment. The Group caters to the needs of the domestic and export markets.

Segment revenue, segment results, segment assets and segment liabilities include the respective amounts identifiable to each of the
segments as also amounts allocated on a reasonable basis.

Details of product categories included in each segment comprises:

Health, Hygiene, Safety Products and its services includes manufacturing, selling, renting and servicing of vacuum cleaners, water filter
cum purifiers, water and waste water treatment plant, trading in electronic air cleaning systems, small household appliances, digital
security system and fire extinguisher etc.

Engineering Segment includes manufacture/ trading in Precision Cutting Tools, Spring Lock Washers and Marking Systems.

Real Estate includes income from renting out investment properties and revenue from real estate development project.

IT Enabled Services and Products includes trading of Note courting machines, electronic cash register, point of sale machine, manufacturing
of different types of kiosks, Forbes Xpress consisting of sale of mobile recharge, bill payments and money transfer, transaction network
and services comprising of maintenance, servicing and support services for kiosks and other devices.

Shipping and Logistics Services segment carries on business of ship owners, charterers etc

Unallocable Corporate Assets mainly comprises of investments, tax receivables and other unallocable assets.

Unallocable Liabilities comprise borrowings, provisions and other unallocable liabilities.

224
(a) Information about primary business segments for the year:
` in Lakhs
Health, Hygiene, Safety IT Enabled Services and Shipping and Logistics
Products and its services Engineering Real estate Products Services
31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar.,
Particulars 2019 2018 2019 2018 2019 2018 2019 2018 2019 2018
Segment Revenue 2,38,807.58 2,31,744.44 20,912.42 18,596.85 1,822.51 11,165.81 12,385.34 13,161.35 11,414.04 8,102.49
Inter segment revenue 34.98 27.01 - - 96.74 81.11 - - - -
Revenue from operations 2,38,842.56 2,31,771.45 20,912.42 18,596.85 1,919.25 11,246.92 12,385.34 13,161.35 11,414.04 8,102.49
Segment Results 5,753.44 2,940.38 2,672.45 2,356.63 332.67 4,556.67 4,837.77 101.20 207.23 24.41
Segment Results - after exceptional items 5,753.44 2,940.38 2,672.45 2,356.63 332.67 4,556.67 4,837.77 101.20 207.23 24.41
Add: Unallocated income (net of unallocated expenses)
Add: Share of profit of joint ventures
Add: Exceptional items other than related to segments (net)
Profit before tax and finance costs
Less: Finance costs
Profit /(Loss) before tax
Provision for taxation:
Tax expense (current & deferred)
Profit /(Loss) for the year
Capital employed
Segment assets 1,59,071.23 1,66,477.86 14,063.63 11,967.94 28,454.24 14,105.12 22,384.53 20,324.14 40,425.01 42,205.76
Unallocated corporate assets
Total assets 1,59,071.23 1,66,477.86 14,063.63 11,967.94 28,454.24 14,105.12 22,384.53 20,324.14 40,425.01 42,205.76
Segment liabilities 1,50,043.76 1,59,259.44 4,297.31 4,394.88 32,664.43 8,537.10 3,464.38 2,955.65 27,420.47 27,245.67
Unallocated corporate liabilities
Total liabilities 1,50,043.76 1,59,259.44 4,297.31 4,394.88 32,664.43 8,537.10 3,464.38 2,955.65 27,420.47 27,245.67
Capital employed 9,027.47 7,218.42 9,766.32 7,573.06 (4,210.19) 5,568.02 18,920.15 17,368.49 13,004.54 14,960.09
Cost incurred to acquire segment assets including
adjustments on account of capital work-in-progress 2,541.23 3,193.13 1,268.95 1,248.42 96.18 77.55 1,357.96 2,069.75 412.94 9,696.37
Unallocated cost incurred to acquire assets including
adjustments on account of capital work-in-progress
Total capital expenditure 2,541.23 3,193.13 1,268.95 1,248.42 96.18 77.55 1,357.96 2,069.75 412.94 9,696.37
Segment depreciation / amortisation/ impairment 2,891.69 3,718.03 676.98 531.48 225.07 227.54 737.79 755.71 3,109.66 2,229.08
Unallocated corporate depreciation / amortisation/
impairment
Total depreciation / amortisation/ impairment 2,891.69 3,718.03 676.98 531.48 225.07 227.54 737.79 755.71 3,109.66 2,229.08
Non-cash segment expenses other than depreciation 764.65 1,346.97 78.41 12.24 - 2.47 91.38 30.99 - -
Unallocated non-cash expenses other than depreciation
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

Total non-cash expenses other than depreciation 764.65 1,346.97 78.41 12.24 - 2.47 91.38 30.99 - -
ANNUAL REPORT 2018 - 19

225
(a) Information about primary business segments for the year:

226
` in Lakhs
Others Total Elimination Total
31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar.,
Particulars 2019 2018 2019 2018 2019 2018 2019 2018
Segment Revenue - - 2,85,341.89 2,82,770.94 - - 2,85,341.89 2,82,770.94
Inter segment revenue 33.15 102.30 164.87 210.42 (164.87) (210.42) - -
Revenue from operations 33.15 102.30 2,85,506.76 2,82,981.36 (164.87) (210.42) 2,85,341.89 2,82,770.94
Segment Results (30.84) (95.09) 13,772.72 9,884.20
Segment Results - after exceptional items (30.84) (95.09) 13,772.72 9,884.20 - - 13,772.72 9,884.20
Add: Unallocated income (net of unallocated expenses) (3,435.72) (1,680.73)
Add: Share of profit of joint ventures 721.30 940.66
Add: Exceptional items other than related to segments (net) (970.92) -
Profit before tax and finance costs 10,087.38 9,144.13
Less: Finance costs 8,937.60 9,555.96
Profit /(Loss) before tax 1,149.78 (411.83)
Provision for taxation:
Tax expense (current & deferred) 1,448.26 2,809.05
Profit /(Loss) for the year (298.48) (3,220.88)
Capital employed
Segment assets 16.02 24.84 2,64,414.66 2,55,105.66 2,64,414.66 2,55,105.66
Unallocated corporate assets 23,504.87 21,191.03
Total assets 16.02 24.84 2,64,414.66 2,55,105.66 2,87,919.53 2,76,296.69
Segment liabilities 2.34 4.56 2,17,892.69 2,02,397.30 2,17,892.69 2,02,397.30
Unallocated corporate liabilities 32,740.29 30,395.77
Total liabilities 2.34 4.56 2,17,892.69 2,02,397.30 2,50,632.98 2,32,793.07
Capital employed 13.68 20.28 46,521.97 52,708.36 37,286.55 43,503.62
Cost incurred to acquire segment assets including adjustments
on account of capital work-in-progress - - 5,677.26 16,285.22 5,677.26 16,285.22
Unallocated cost incurred to acquire assets including adjustments on
account of capital work-in-progress 87.52 1,099.43
Total capital expenditure - - 5,677.26 16,285.22 5,764.78 17,384.65
Segment depreciation / amortisation/ impairment - - 7,641.19 7,461.84 7,641.19 7,461.84
Unallocated corporate depreciation / amortisation/ impairment 63.46 242.73
Total depreciation / amortisation/ impairment - - 7,641.19 7,461.84 7,704.65 7,704.57
Non-cash segment expenses other than depreciation - - 934.44 1,392.67 934.44 1,392.67
Unallocated non-cash expenses other than depreciation 40.23 7.53
Total non-cash expenses other than depreciation - - 934.44 1,392.67 974.67 1,400.20

(b) Geographical information Within India Outside India Total


31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar., 31st Mar.,
2019 2018 2019 2018 2019 2018
Revenue 2,32,500.92 2,32,636.43 52,840.97 50,134.51 2,85,341.89 2,82,770.94
Non-Current Asset (excluding financial assets and tax assets) 40,293.56 23,140.59 88,216.71 1,04,365.11 1,28,510.27 1,27,505.70
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

Cost incurred to acquire segment assets including adjustments on account of 5,764.78 17,384.65 - - 5,764.78 17,384.65
capital work-in-progress
(c) Information about major customer
No single customer contributed 10% or more to the group’s revenue for the year ended 31st March, 2019 and 31st March, 2018.
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

46. Additional information, as required under Schedule III to the Companies Act, 2013, of enterprises consolidated as Subsidiary/
Associates / Joint Ventures
Current Year
Particulars
Net Assets, i.e., total assets Share in other comprehensive Share in total comprehensive
minus total liabilities Share in profit/(loss) income income
As % of
consolidated
As % of As % of other As % of total
consolidated Amount consolidated Amount comprehensive Amount comprehensive Amount
Name of the Company net assets ` in Lakhs profit or loss ` in Lakhs income ` in Lakhs income ` in Lakhs
Parent
Forbes & Company Limited 62.79 23,411.71 (344.00) 1,027.19 0.22 0.64 (95,554.32) 1,027.83
Subsidiaries
Indian
1 Eureka Forbes Limited 55.69 20,764.00 10,173.11 (30,364.60) (21.86) (65.02) 2,828,951.80 (30,429.62)
2 Forbes Facility Services
Private Limited 2.66 990.50 (203.55) 607.55 (9.15) (27.22) (53,951.56) 580.33
3 Aquadiagnostics Water
Research & Technology
Center Limited - - 3.67 (10.94) - - 1,017.06 (10.94)
4 Forbes Enviro Solutions
Limited 0.17 65.25 23.30 (69.55) 0.66 1.96 6,283.64 (67.59)
5 Euro Forbes Financial
Services Limited 0.01 2.41 0.02 (0.05) - 4.65 (0.05)
6 Volkart Fleming Shipping &
Services Limited 1.54 573.84 (11.54) 34.43 - - (3,200.86) 34.43
7 Forbes Campbell Finance
Limited 13.24 4,935.55 11.98 (35.75) (502.18) (1,493.51) 142,170.78 (1,529.26)
8 Forbes Campbell Services
Limited 0.05 18.61 (0.58) 1.72 - - (159.90) 1.72
9 Forbes Technosys Limited 6.86 2,558.95 (3.64) 10.86 (2.56) (7.60) (303.07) 3.26
10 Shapoorji Pallonji Forbes
Shipping Limited 38.76 14,453.75 396.47 (1,183.38) - - 110,015.34 (1,183.38)
11 Campbell Properties &
Hospitality Services Limited 0.49 180.89 0.18 (0.53) - - 49.27 (0.53)
12 Aquaignis Technologies
Private Limited 0.92 344.89 13.28 (39.65) (0.25) (0.74) 3,754.94 (40.39)
Foreign
1 EFL Mauritius Limited 45.87 17,102.24 2.95 (8.81) 230.57 685.72 (62,930.32) 676.91
2 Euro Forbes Limited, Dubai (14.06) (5,240.98) 6,602.78 (19,707.90) (50.14) (149.12) 1,846,048.44 (19,857.02)
3 Forbes Lux FZCO (17.66) (6,585.75) 259.03 (773.16) (3.79) (11.28) 72,927.07 (784.44)
4 Lux International AG
(LIAG) Group (10.04) (3,745.20) 550.87 (1,644.22) 105.59 314.04 123,662.90 (1,330.18)
5 Forbes Lux International
AG (FLIAG) Group 56.94 21,231.07 120.63 (360.07) (608.41) (1,809.43) 201,692.00 (2,169.50)
Joint Ventures
Indian
1 Forbes Bumi Armada Limited 1.75 651.68 (38.20) 114.01 - (0.01) (10,598.51) 114.00
2 Forbes Concept Hospitality
Services Private Limited 0.02 6.33 0.12 (0.36) - - 33.47 (0.36)
3 Forbes Aquatech Limited 2.21 822.96 (50.65) 151.18 - - (14,054.76) 151.18
4 Infinite Water Solutions
Private Limited 5.97 2,224.51 (109.48) 326.78 - - (30,379.77) 326.78
Foreign
1 AMC Cookware
(Proprietary) Limited 11.12 4,146.26 (130.69) 390.07 - - (36,263.65) 390.07
Adjustment/ elimimation on
consolidation (194.59) (72,549.82) (17,499.34) 52,231.61 959.96 2,855.00 (5,121,239.10) 55,086.61
Non-controlling Interest in
all subsidiaries 29.29 10,922.90 333.28 (994.91) 1.34 3.97 92,124.46 (990.94)
Total 100.00 37,286.55 100.00 (298.48) 100.00 297.40 100.00 (1.08)
* Percentage is below the rounding off norm adopted by Group.

227
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

Previous Year
Particulars
Net Assets, i.e., total assets Share in other comprehensive Share in total comprehensive
minus total liabilities Share in profit/(loss) income income
As % of
consolidated
As % of As % of other As % of total
consolidated Amount consolidated Amount comprehensive Amount comprehensive Amount
Name of the Company net assets ` in Lakhs profit or loss ` in Lakhs income ` in Lakhs income ` in Lakhs
Parent
Forbes & Company
Limited 64.03 27,855.75 (126.98) 4,090.01 0.10 2.74 (815.48) 4,092.75
Subsidiaries
Indian
1 Eureka Forbes Limited 112.06 48,749.70 418.21 (13,470.01) 1.54 41.90 2,675.55 (13,428.11)
2 Forbes Facility Services
Private Limited 0.94 410.18 (3.28) 105.51 (0.72) (19.46) (17.15) 86.05
3 Aquadiagnostics Water
Research & Technology
Center Limited 0.34 147.90 (0.29) 9.22 (0.01) (0.31) (1.77) 8.91
4 Forbes Enviro Solutions
Limited 0.31 132.84 4.13 (132.91) 0.11 2.91 25.90 (130.00)
5 Euro Forbes Financial
Services Limited 0.01 2.46 0.01 (0.28) - - 0.05 (0.28)
6 Volkart Fleming
Shipping & Services
Limited 1.24 539.41 (1.24) 39.97 - - (7.96) 39.97
7 Forbes Campbell
Finance Limited 14.86 6,464.80 0.81 (26.06) 81.36 2,212.10 (435.57) 2,186.04
8 Forbes Campbell
Services Limited 0.04 16.88 (0.14) 4.61 - - (0.92) 4.61
9 Forbes Technosys Limited 3.66 1,591.44 38.28 (1,233.02) (0.27) (7.44) 247.16 (1,240.46)
10 Shapoorji Pallonji
Forbes Shipping Limited 35.94 15,637.13 49.05 (1,579.74) - - 314.76 (1,579.74)
11 Campbell Properties
& Hospitality Services
Limited 0.42 181.41 (0.01) 0.20 - - (0.04) 0.20
Foreign
1 EFL Mauritius Limited 37.76 16,425.33 0.25 (8.20) (343.12) (9,329.34) 1,860.50 (9,337.54)
2 Euro Forbes Limited,
Dubai 7.97 3,465.14 18.35 (591.10) (9.27) (251.99) 167.99 (843.09)
3 Forbes Lux FZCO 4.28 1,862.39 23.30 (750.58) (6.26) (170.11) 183.45 (920.69)
4 Lux International AG
(LIAG) Group (14.09) (6,129.59) 204.07 (6,572.90) 37.89 1,030.26 1,104.37 (5,542.64)
5 Forbes Lux International
AG (FLIAG) Group 53.79 23,400.58 458.83 (14,778.45) 9.09 247.07 2,895.38 (14,531.38)
Joint Ventures
Indian
1 Forbes Bumi Armada
Limited 1.24 537.68 (1.78) 57.19 -* 0.02 (11.40) 57.21
2 Forbes Concept
Hospitality Services
Private Limited 0.02 6.69 (0.01) 0.29 - - (0.06) 0.29
3 Forbes Aquatech Limited 1.64 713.37 (3.12) 100.57 - - (20.04) 100.57
4 Infinite Water Solutions
Private Limited 4.46 1,940.07 (9.55) 307.61 - - (61.29) 307.61
5 Aquaignis Technologies
Private Limited 0.44 192.64 (0.23) 7.38 - - (1.47) 7.38
Foreign
1 AMC Cookware
(Proprietary) Limited 9.83 4,276.66 (14.52) 467.62 - - (93.17) 467.62
Adjustment/ elimination
on consolidation (268.60) (1,16,839.93) (993.78) 32,008.80 330.91 8,997.30 (8,170.45) 41,006.10
Non-controlling Interest
in all subsidiaries 27.41 11,922.69 39.64 (1,276.61) (1.35) (36.65) 261.66 (1,313.26)
Total 100.00 43,503.62 100.00 (3,220.88) 100.00 2,719.00 100.00 (501.88)

228
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

47. Related Party Disclosures

Name of the Related Parties and Description of Relationship:

(A) Holding Company

Shapoorji Pallonji & Company Private Limited

(B) Fellow Subsidiaries :(where there are transactions)

Afcons Infrastructure Limited


Armada Madura EPC Limited
Transtonnelstroy Afcons Joint Venture
Eureka Forbes Institute of Environment (Trust)
Forvol International Services Limited
Jaykali Developer Private Limited
Forbes Edumetry Limited
Gokak Textiles Limited
Gossip Properties Private Limited
M/s G.S. Enterprise
Joyville Shapoorji Housing Private Limited
Lucrative Properties Private Limited
Relationship Properties Private Limited
Samalpatti Power Company Private Limited
SD Corporation Private Limited
Shapoorji Pallonji Infrastructure Capital Company Private Limited
Shapoorji Pallonji Engineering and Construction Private Limited
Shapoorji Infrastructure Private Limited
Shapoorji Pallonji Finance Private Limited
Shapoorji Pallonji Oil & Gas Private Limited
M/s Sterling Motors
Sterling and Wilson Private Limited
SP Fabricators Private Limited
SP Armada Oil Exploration Private Limited
Paikar Real Estates Private Limited
Shapoorji Pallonji Rural Solutions Private Limited
United Motors (India) Private Limited

(C) Associate Companies:(where there are transactions)

Neuvo Consultancy Services Private Limited


Euro P2P Direct (Thailand) Co. Limited

(D) Joint Ventures :(where there are transactions)

Aquaignis Technologies Private Limited (Joint Venture of Eureka Forbes Limited)


Forbes Aquatech Limited (Joint venture of Eureka Forbes Limited)
Infinite Water Solutions Private Limited (Joint venture of Eureka Forbes Limited)

(E) Joint Ventures of Holding Company / Fellow Subsidiaries :(where there are transactions)

Shapoorji Pallonji Bumi Armada Offshore Limited


(formerly known as Forbes Bumi Armada Offshore Limited)
HPCL Shapoorji Energy Private Limited

229
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

(F) Key Management Personnel :

1 Managing Director of Forbes & Company Limited, Mr. M. C. Tahilyani


2 Executive Vice Chairman of Eureka Forbes Limited, Mr. S.L. Goklaney (Upto 30th Sep., 2017)
3 Managing Director and CEO of Eureka Forbes Limited, Mr Marzin R. Shroff (w.e.f. 27th Jun., 2017)

Non Executive Directors


Shapoor P.Mistry Chairman
Jai L. Mavani Non-Executive Director
Kaiwan D. Kalyaniwalla Independent Director
D. Sivanandhan Independent Director
Aslesha Gowariker Independent Director (w.e.f. 30.06.2016 upto 06.12.2018)
Rani Jadhav Independent Director (w.e.f. 01.09.2018)

(G) Post employment benefit plan

Forbes & Company Limited Employees Provident Fund


Eureka Forbes Limited Employees Gratuity Fund
Eureka Forbes Limited Employees Provident Fund
Eureka Forbes Limited Managing Staff Superannuation Scheme

230
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

47. Related party disclosures (contd.)


Current Year
(b) transactions/ balances with above mentioned related parties
` In Lakhs
Parties in Parties in Parties in Parties in Parties in Parties in
A above B above C above D above E above F above Total
Balances
1 Trade Payables 998.70 34.38 434.24 5,769.94 - - 7,237.26
2 Advances received from customer - 2,024.69 - - - - 2,024.69
3 Interest accrued 246.16 68.35 - - - - 314.51
4 Trade Receivables 774.28 282.49 4,987.04 2.85 36.74 - 6,083.40
5 Contractually reimbursable expense - 79.08 - - - - 79.08
6 Preference Shares classified as compound financial
instrument 1,000.00 - - - - - 1,000.00
7 Long Term Loans and Advances - 39.54 - - - - 39.54
8 Provision for Doubtful Loans and Advances - 39.54 1,613.93 - - - 1,653.47
9 Provision for Doubtful Trade Receivables - 10.18 2,640.06 - - - 2,650.24
10 Unbilled Revenue - - - - - - -
11 Deposits Payable 2,125.00 249.25 - - 23.79 - 2,398.04
12 Other Payables 123.83 - - 7.48 - - 131.31
13 Deposits Receivable - - - - - - -
14 Inter-corporate deposits receivable - - - - - - -
15 Investment in Debentures - - - - - - -
16 Guarantees Given - - - - 3,107.71 - 3,107.71
17 Guarantees Taken 3,472.30 - - - - - 3,472.30
18 Advance for Supply of Goods and Services 76.58 60.04 2,587.68 - - - 2,724.30
Transactions
Purchases / Services
19 Purchase of Goods and Materials - - - 7,278.02 - - 7,278.02
20 Receiving of Services 8.10 0.61 - - - - 8.71
21 Fixed Assets - - - - - - -
22 Real Estate Developement Expenses 4,637.90 - 242.03 - - - 4,879.93
Sales / Services
23 Goods and Materials 421.15 147.30 1,307.94 202.43 - - 2,078.82
24 Services Rendered 1,056.82 961.79 - 11.56 126.76 - 2,156.93
25 Fixed Assets / Investments/ Business - 15,500.00 - - - - 15,500.00
26 Sales of Flats - - - - - - -
Expenses
27 Rent 0.89 - - - - - 0.89
28 Repairs and Other Expenses 226.92 5.45 - 53.96 - - 286.33
29 CSR Contribution - 113.00 - - - - 113.00
30 Travelling and conveyance expenses - 201.93 - - - - 201.93
31 Management Fees 57.54 - - - - - 57.54
32 Legal and professional charges 113.69 - - - - - 113.69
33 Transportation, freight, handling and other charges - - - - - - -
34 Recovery of Expenses - - - - - - -
35 Dividend Paid 233.98 - - - - - 233.98
36 Interest Paid 103.29 219.38 - - - - 322.67
37 Project Management Consultancy Expense - - 380.10 - - - 380.10
38 Brokerage and Commission Charges - - 162.90 - - - 162.90
39 Provision for doubtful loans and advances/Trade
receivable - 1.28 - - - - 1.28
40 Remuneration - - - - - 497.12 497.12

231
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

47. Related party disclosures (contd.)


Current Year
(b) transactions/ balances with above mentioned related parties
` In Lakhs
Parties in Parties in Parties in Parties in Parties in Parties in
A above B above C above D above E above F above Total
41 Miscellaneous expenses 0.26 61.73 - - - 47.40 109.39
42 Selling & Distribution Expenses - - 25.15 - - - 25.15
Income
43 Rent and Other Service Charges 17.93 160.06 - 38.49 104.52 - 321.00
44 Dividend - - - - - - -
45 Interest Received - - - - - - -
46 Profit on sale / Diminution in the value of Investments
/ Sale of Assets - - - - - - -
47 Profit on sale of Business - 84.90 - - - - 84.90
48 Guarantee Commission - 25.42 - - - - 25.42
49 Miscellaneous Income 3.05 1.70 - - - - 4.75
Other Receipts
50 Other Reimbursements (Receipts) - 23.51 - - - - 23.51
51 Other Reimbursements (Payments) - 253.32 576.72 - - - 830.04
Finance
52 Inter-corporate deposits given - - - - - - -
53 Inter-corporate deposits taken 2,180.00 - - - - - 2,180.00
54 Repayment of Deposits Taken 55.00 - - - - - 55.00
55 Deposit Given - - - - - - -
56 Repayment of Deposits Given - - - - - - -
57 Purchase of Subscriptions to Investments - - - - - - -
58 Redemption of Investment - - - - - - -
59 Repayment of Capital on Reduction of Equity Share
Capital - - - - - - -
60 Cancellation of Equity Share on account of Capital
Reduction - - - - - - -
61 Advances received from customers - 323.87 - - - - 323.87
62 Given on behalf of a Subsidiary - - - - - - -
63 Given on behalf of the Company by Holding Company - - - - - - -
64 Advance given during the year - 1.28 - - - - 1.28
65 Advances refunded to customer - 185.52 - - - - 185.52

For details of investments in associates and joint ventures refer Notes 9A and 9B

Terms and conditions:-


a) All outstanding balances are unsecured and are repayable as per terms of credit and settlement occurs in cash.
b) All related party transactions entered during the year were in ordinary course of business and on arms length basis.
c) The Group has not recorded any impairment of receivables related to amounts owed by related parties except as stated above.

232
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD
47. Related party disclosures (contd.)
Current Year
(b) transactions/ balances with above mentioned related parties
` in Lakhs
A B B B B B B B B B B B B B B B B
Shapoorji
Samal- Pallonji Shapoorji
Shapoorji Trans- Eureka Lucra- Rela- patti Infra- Pallonji
Pallonji tonnel- Forbes Forvol Jaykali Gossip Joyville tive tionship Power structure Engg &
and Armada stroy Institute Forbes Interna- Devel- Prop- Shapoorji Prop- Prop- Com- SD Cor- Capital Con-
Company Afcons In- Madura Afcons of Envi- Edu- tional opers Gokak erties Housing erties erties pany poration Company struction
Private frastructure EPC Joint ronment metry Services Private Textiles Private Private Private Private Private Private Private Private
Limited Limited Limited Venture (Trust) Limited Limited Limited Limited Limited Limited Limited Limited Limited Limited Limited Limited
Balances
1 Trade Payables 998.70 - - - - - *** - - - - - - - *** - -
2 Advances received from customer - - - - - - - - - - - - - - - - -
3 Interest accrued 246.16 - - - - - - - - - - 68.35 - - - - -
4 Trade Receivables 774.28 *** - - *** - *** - *** - *** - *** *** *** *** -
5 Contractually reimbursable expense - - - - - - *** - *** - - - - - - - -
6 Preference Shares classified as
compound financial instrument 1,000.00 - - - - - - - - - - - - - - - -
7 Long Term Loans and Advances - - - - - 39.54 - - - - - - - - - - -
8 Provision for Doubtful Loans and
Advances - - - - - *** - - - - - - - - - - -
9 Provision for Doubtful Trade
Receivables - - - - - - - - - - - - - - - - -
10 Unbilled Revenue - - - - - - - - - - - - - - - - -
11 Deposits Payable 2,125.00 - - - - - - - - - - *** - - - *** -
12 Other Payables 123.83 - - - - - - - - - - - - - - - -
13 Deposits Receivable - - - - - - - - - - - - - - - - -
14 Inter-corporate deposits receivable - - - - - - - - - - - - - - - - -
15 Investment in Debentures - - - - - - - - - - - - - - - - -
16 Guarantees Given - - - - - - - - - - - - - - - - -
17 Guarantees Taken 3,472.30 - - - - - - - - - - - - - - - -
18 Advance for Supply of Goods and
Services *** - - - - - *** - - - - - - - - - -
Transactions
Purchases / Services
19 Purchase of Goods and Materials - - - - - - - - - - - - - - - - -
20 Receiving of Services 8.10 - - - - - *** - - - - - - - - - -
21 Fixed Assets - - - - - - - - - - - - - - - - -
22 Real Estate Developement Expenses 4,637.90 - - - - - - - - - - - - - - - -
Sales / Services
23 Goods and Materials 421.15 *** - *** *** - - *** - *** *** - *** - *** *** ***
24 Services Rendered 1,056.82 527.84 *** *** *** - *** - - - *** - *** *** *** *** -
25 Fixed Assets / Investments/ Business - - - - - - - - - - - - - - - - -
26 Sales of Flats - - - - - - - - - - - - - - - - -
Expenses
27 Rent 0.89 - - - - - - - - - - - - - - - -
28 Repairs and Other Expenses 226.92 - - - - - - - - - - - - - *** - -
29 CSR Contribution - - - - 113.00 - - - - - - - - - - - -
30 Travelling and conveyance expenses - - - - - - 201.93 - - - - - - - - - -
31 Management Fees 57.54 - - - - - - - - - - - - - - - -
32 Legal and professional charges 113.69 - - - - - - - - - - - - - - - -
ANNUAL REPORT 2018 - 19

233
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

234
47. Related party disclosures (contd.)
Current Year
(b) transactions/ balances with above mentioned related parties
` in Lakhs
A B B B B B B B B B B B B B B B B
Shapoorji
Samal- Pallonji Shapoorji
Shapoorji Trans- Eureka Lucra- Rela- patti Infra- Pallonji
Pallonji tonnel- Forbes Forvol Jaykali Gossip Joyville tive tionship Power structure Engg &
and Armada stroy Institute Forbes Interna- Devel- Prop- Shapoorji Prop- Prop- Com- SD Cor- Capital Con-
Company Afcons In- Madura Afcons of Envi- Edu- tional opers Gokak erties Housing erties erties pany poration Company struction
Private frastructure EPC Joint ronment metry Services Private Textiles Private Private Private Private Private Private Private Private
Limited Limited Limited Venture (Trust) Limited Limited Limited Limited Limited Limited Limited Limited Limited Limited Limited Limited
33 Transportation, freight, handling
and other charges - - - - - - - - - - - - - - - - -
34 Recovery of Expenses - - - - - - - - - - - - - - - - -
35 Dividend Paid 233.98 - - - - - - - - - - - - - - - -
36 Interest Paid 103.29 - - - - - - - - - - *** - - - - -
37 Project Management Consultancy
Expense - - - - - - - - - - - - - - - - -
38 Brokerage and Commission Charges - - - - - - - - - - - - - - - - -
39 Provision for doubtful loans and
advances / Trade receivable - - - - - 1.28 - - - - - - - - - - -
40 Remuneration - - - - - - - - - - - - - - - - -
41 Miscellaneous expenses *** - - - - - 60.55 - *** - - - - - - - -
42 Selling & Distribution Expenses - - - - - - - - - - - - - - - - -
Income
43 Rent and Other Service Charges *** 39.60 - - - - *** - *** - - - - - - *** -
44 Dividend - - - - - - - - - - - - - - - - -
45 Interest Received - - - - - - - - - - - - - - - - -
46 Profit on sale / Diminution in the
value of Investments / Sale of Assets - - - - - - - - - - - - - - - - -
47 Profit on sale of Business - - - - - - - - - - - - - - - - -
48 Guarantee Commission - - - - - - - - - - - - - - - - -
49 Miscellaneous Income 3.05 - - - - - - - *** - - 1.69 - - - - -
Other Receipts
50 Other Reimbursements (Receipts) - 16.17 - - - - *** - - - - - - - - - -
51 Other Reimbursements (Payments) - - - - - - - - - - - - - - - - -
Finance
52 Inter-corporate deposits given - - - - - - - - - - - - - - - - -
53 Inter-corporate deposits taken 2,180.00 - - - - - - - - - - - - - - - -
54 Repayment of Deposits Taken 55.00 - - - - - - - - - - - - - - - -
55 Deposit Given - - - - - - - - - - - - - - - - -
56 Repayment of Deposits Given - - - - - - - - - - - - - - - - -
57 Purchase of Subscriptions to
Investments - - - - - - - - - - - - - - - - -
58 Redemption of Investment - - - - - - - - - - - - - - - - -
59 Repayment of Capital on
Reduction of Equity Share Capital - - - - - - - - - - - - - - - - -
60 Cancellation of Equity Share on
account of Capital Reduction - - - - - - - - - - - - - - - - -
61 Advances received from customers - - - - - - - - - - - - - - - - -
62 Given on behalf of a Subsidiary - - - - - - - - - - - - - - - - -
63 Given on behalf of the Company
by Holding Company - - - - - - - - - - - - - - - - -
64 Advance given during the year - - - - - 1.28 - - - - - - - - - - -
65 Advances refunded to customer - - - - - - - - - - - 185.52 - - - - -
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD
47. Related party disclosures (contd.)
Current Year
(b) transactions/ balances with above mentioned related parties
` in Lakhs
B B B B B B B B C C D D E E F F F
Infinite
SP Water
Shap- Arma- Solutions
poorji da Oil Forbes Pri-
Infra- Ex- Neuvo Aquatech vateLim- Man-
struc- Shapoorji plo- Con- Euro P2P Limited ited Shapoorji aging
ture Shapoorji Pallonji Sterling ration Paikar United sul- Direct ( Joint (Joint HPCL Pallonji Direc- Managing
Pri- Pallonji Oil & and Pri- Real Motors tancy (Thai- venture venture Shapoorji Bumi tor, Mr. Director Mr.
vate Finance Gas Wilson vate Estates (India) Service land) of Eureka of Eureka Energy Armada M. C. Marzin R.
Limit- Private Private Sterling Private Limit- Private Private Lim- Co.Lim- Forbes Forbes Private Offshore Tahily- Shapoor Shroff (wef
ed Limited Limited Motors Limited ed Limited Limited ited ited Limited) Limited) Limited Limited ani P Mistry 27.06.2017)
Balances
1 Trade Payables - - - - - - - - *** - 1,421.10 4,348.84 - - - - -
2 Advances received from customer - - - - - - - 2,024.69 - - - - - - - - -
3 Interest accrued - - - - - - - - - - - - - - - - -
4 Trade Receivables - *** *** - *** - *** - - 4,987.04 *** *** *** *** - - -
5 Contractually reimbursable expense - - 71.34 - - - - - - - - - - - - - -
6 Preference Shares classified as
compound financial instrument - - - - - - - - - - - - - - - - -
7 Long Term Loans and Advances - - - - - - - - - - - - - - - - -
8 Provision for Doubtful Loans and
Advances - - - - - - - - - 1,613.93 - - - - - - -
9 Provision for Doubtful Trade
Receivables - - - - *** - - - - 2,640.06 - - - - - - -
10 Unbilled Revenue - - - - - - - - - - - - - - - - -
11 Deposits Payable - - *** - - - - - - - - - *** - - - -
12 Other Payables - - - - - - - - - - - *** - - - - -
13 Deposits Receivable - - - - - - - - - - - - - - - - -
14 Inter-corporate deposits receivable - - - - - - - - - - - - - - - - -
15 Investment in Debentures - - - - - - - - - - - - - - - - -
16 Guarantees Given - - - - - - - - - - - - - 3,107.71 - - -
17 Guarantees Taken - - - - - - - - - - - - - - - - -
18 Advance Received for Supply of
Goods and Services - - *** - - - - - - 2,587.68 - - - - - - -
Transactions
Purchases / Services
19 Purchase of Goods and Materials - - - - - - - - - - 2,457.08 4,820.95 - - - - -
20 Receiving of Services - - - - - - - - - - - - - - - - -
21 Fixed Assets - - - - - - - - - - - - - - - - -
22 Real Estate Developement Expenses - - - - - - - - *** - - - - - - - -
Sales / Services
23 Goods and Materials *** - *** *** *** - - - - 1,307.94 *** *** - - - - -
24 Services Rendered - *** *** - *** *** - - - - *** *** *** *** - - -
25 Fixed Assets / Investments/
Business - - - - - - 15,500.00 - - - - - - - - - -
26 Sales of Flats - - - - - - - - - - - - - - - - -
ANNUAL REPORT 2018 - 19

Expenses

235
27 Rent - - - - - - - - - - - - - - - - -
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

236
47. Related party disclosures (contd.)
Current Year
(b) transactions/ balances with above mentioned related parties
` in Lakhs
B B B B B B B B C C D D E E F F F
Infinite
SP Water
Shap- Arma- Solutions
poorji da Oil Forbes Pri-
Infra- Ex- Neuvo Aquatech vateLim- Man-
struc- Shapoorji plo- Con- Euro P2P Limited ited Shapoorji aging
ture Shapoorji Pallonji Sterling ration Paikar United sul- Direct ( Joint (Joint HPCL Pallonji Direc- Managing
Pri- Pallonji Oil & and Pri- Real Motors tancy (Thai- venture venture Shapoorji Bumi tor, Mr. Director Mr.
vate Finance Gas Wilson vate Estates (India) Service land) of Eureka of Eureka Energy Armada M. C. Marzin R.
Limit- Private Private Sterling Private Limit- Private Private Lim- Co.Lim- Forbes Forbes Private Offshore Tahily- Shapoor Shroff (wef
ed Limited Limited Motors Limited ed Limited Limited ited ited Limited) Limited) Limited Limited ani P Mistry 27.06.2017)
28 Repairs and Other Expenses - - - - - - - - - - 53.96 - - - - - -
29 CSR Contribution - - - - - - - - - - - - - - - - -
30 Travelling and conveyance
expenses - - - - - - - - - - - - - - - - -
31 Management Fees - - - - - - - - - - - - - - - - -
32 Legal and professional charges - - - - - - - - - - - - - - - - -
33 Transportation, freight, handling
and other charges - - - - - - - - - - - - - - - - -
34 Recovery of Expenses - - - - - - - - - - - - - - - - -
35 Dividend Paid - - - - - - - - - - - - - - - - -
36 Interest Paid - - - - - - - - - - - - - - - - -
37 Project Management Consultancy
Expense - - - - - - - - 380.10 - - - - - - - -
38 Brokerage and Commission
Charges - - - - - - - - 162.90 - - - - - - - -
39 Provision for doubtful loans and
advances / Trade receivable - - - - - - - - - - - - - - - - -
40 Remuneration - - - - - - - - - - - - - - 225.01 - 272.11
41 Miscellaneous expenses - - - - *** - - - - - - - - - *** 13.30 -
42 Selling & Distribution Expenses - - - - - - - - - 25.15 - - - - - - -
Income
43 Rent and Other Service Charges - - 105.00 - - - - - - - *** 32.65 100.31 *** - - -
44 Dividend - - - - - - - - - - - - - - - - -
45 Interest Received - - - - - - - - - - - - - - - - -
46 Profit on sale / Diminution in
the value of Investments / Sale
of Assets - - - - - - - - - - - - - - - - -
47 Profit on sale of Business - - - - - - 84.90 - - - - - - - - - -
48 Guarantee Commission - - 25.42 - - - - - - - - - - - - - -
49 Miscellaneous Income - - - - - - - - - - - - - - - - -
Other Receipts
50 Other Reimbursements
(Receipts) - - - - - - 5.28 - - - - - - - - - -
51 Other Reimbursements
(Payments) - - - - - - 253.32 - 576.72 - - - - - - - -
Finance
52 Inter-corporate deposits given - - - - - - - - - - - - - - - - -
53 Inter-corporate deposits taken - - - - - - - - - - - - - - - - -
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD
47. Related party disclosures (contd.)
Current Year
(b) transactions/ balances with above mentioned related parties
` in Lakhs
B B B B B B B B C C D D E E F F F
Infinite
SP Water
Shap- Arma- Solutions
poorji da Oil Forbes Pri-
Infra- Ex- Neuvo Aquatech vateLim- Man-
struc- Shapoorji plo- Con- Euro P2P Limited ited Shapoorji aging
ture Shapoorji Pallonji Sterling ration Paikar United sul- Direct ( Joint (Joint HPCL Pallonji Direc- Managing
Pri- Pallonji Oil & and Pri- Real Motors tancy (Thai- venture venture Shapoorji Bumi tor, Mr. Director Mr.
vate Finance Gas Wilson vate Estates (India) Service land) of Eureka of Eureka Energy Armada M. C. Marzin R.
Limit- Private Private Sterling Private Limit- Private Private Lim- Co.Lim- Forbes Forbes Private Offshore Tahily- Shapoor Shroff (wef
ed Limited Limited Motors Limited ed Limited Limited ited ited Limited) Limited) Limited Limited ani P Mistry 27.06.2017)
54 Repayment of Deposits Taken - - - - - - - - - - - - - - - - -
55 Deposit Given - - - - - - - - - - - - - - - - -
56 Repayment of Deposits Given - - - - - - - - - - - - - - - - -
57 Purchase of Subscriptions to
Investments - - - - - - - - - - - - - - - - -
58 Redemption of Investment - - - - - - - - - - - - - - - - -
59 Repayment of Capital on
Reduction of Equity Share
Capital - - - - - - - - - - - - - - - - -
60 Cancellation of Equity Share on
account of Capital Reduction - - - - - - - - - - - - - - - - -
61 Advances received from
customers - - - - - - - 323.87 - - - - - - - - -
62 Given on behalf of a Subsidiary - - - - - - - - - - - - - - - - -
63 Given on behalf of the Company
by Holding Company - - - - - - - - - - - - - - - - -
64 Advance given during the year - - - - - - - - - - - - - - - - -
65 Advances refunded to customer - - - - - - - - - - - - - - - - -
ANNUAL REPORT 2018 - 19

237
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

47. Related party disclosures (contd.)


Previous Year
(b) transactions/ balances with above mentioned related parties
` In Lakhs
Parties in A Parties in B Parties in C Parties in D Parties in E Parties in F
above above above above above above Total
Balances
1 Trade Payables 432.23 8.11 211.64 4,121.52 - - 4,773.50
2 Advances received from customer - 122.12 - 0.59 - - 122.71
3 Interest accrued 1,014.73 45.85 - - - - 1,060.58
4 Trade Receivables 246.74 480.63 - 1.53 17.37 - 746.27
5 Contractually reimbursable expense 73.17 76.98 - - - - 150.15
6 Preference Shares classified as compound
financial instrument 1,000.00 - - - - - 1,000.00
7 Long Term Loans and Advances - - - - - - -
8 Provision for Doubtful Loans and
Advances - - - - - - -
9 Provision for Doubtful Trade Receivables - 10.18 - - - - 10.18
10 Unbilled Revenue - 456.35 - - - - 456.35
11 Deposits Payable - 249.25 - 7.51 23.79 - 280.55
12 Other Payables 66.29 - - - - - 66.29
13 Deposits Receivable - - - - - - -
14 Inter-corporate deposits receivable - - - - - - -
15 Investment in Debentures - - - - - - -
16 Guarantees Given - - - - 2,906.42 - 2,906.42
17 Guarantees Taken 3,247.40 - - - - - 3,247.40
Transactions
Purchases / Services
18 Purchase of Goods and Materials - - 187.28 8,615.13 - - 8,802.41
19 Receiving of Services 38.92 5.58 - - - - 44.50
20 Fixed Assets 0.50 - - - - - 0.50
Sales / Services
21 Goods and Materials 355.11 143.69 - 382.96 - - 881.76
22 Services Rendered 211.67 1,819.99 - 18.42 133.19 - 2,183.27
23 Fixed Assets / Investments - - - - - - -
24 Sales of Flats - - - - - - -
Expenses
25 Rent 2.90 - - - - 2.75 5.65
26 Repairs and Other Expenses - - - - - - -
27 CSR Contribution - 200.22 - - - - 200.22
28 Travelling and conveyance expenses - 192.18 - - - - 192.18
29 Management Fees 51.01 - - - - - 51.01
30 Legal and professional charges 88.64 - - - - - 88.64
31 Transportation, freight, handling and
other charges - - - - - - -
32 Recovery of Expenses 720.91 - - - - - 720.91
33 Dividend Paid 233.98 - - - - - 233.98
34 Interest Paid 26.95 198.05 - - - - 225.00
35 Real estate development expenses 3,576.07 - 296.13 - - - 3,872.20

238
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

47. Related party disclosures (contd.)


Previous Year
(b) transactions/ balances with above mentioned related parties
` In Lakhs
Parties in A Parties in B Parties in C Parties in D Parties in E Parties in F
above above above above above above Total
36 Brokerage and Commission Charges - - 126.91 - - - 126.91
37 Provision for doubtful loans and advance
/ Trade receivable - - - - - - -
38 Trade receivables / advances written off /
Loss on Capital reduction - - - - - - -
39 Remuneration - - - - - 474.28 474.28
40 Miscellaneous expenses 2.24 6.33 - 15.35 - - 23.92
Income
41 Rent and Other Service Charges 31.12 173.78 - 63.37 95.17 - 363.44
42 Dividend - - - 50.00 - - 50.00
43 Interest Received - - - - - - -
44 Profit on sale / Diminution in the value of
Investments / Sale of Assets 0.50 - - - - - 0.50
45 Guarantee Commission - 25.27 - - - - 25.27
46 Miscellaneous Income 2.02 0.04 - 4.38 - - 6.44
Other Receipts
47 Other Reimbursements - 25.06 109.62 72.14 - - 206.82
Finance
48 Inter-corporate deposits given - - - - - - -
49 Inter-corporate deposits taken 30.00 - - - - - 30.00
50 Repayment of Deposits Taken 30.00 - - - - - 30.00
51 Advances received from customers - 1,295.77 - - - - 1,295.77

For details of investments in associates and joint ventures refer Notes 9A and 9B

Terms and conditions:-


a) All outstanding balances are unsecured and are repayable as per terms of credit and settlement occurs in cash.
b) All related party transactions entered during the year were in ordinary course of business and on arms length basis.
c) The Group has not recorded any impairment of receivables related to amounts owed by related parties except as stated above.

239
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

240
47. Related party disclosures (contd.)
Previous Year
(b) transactions/ balances with above mentioned related parties
` in Lakhs
A B B B B B B B B B
Shapoorji Eureka
Pallonji and Forbes Forvol Lucrative Relationship
Company Afcons Transtonnelstroy Institute of International Gokak Joyville Properties Properties
Private Infrastructure Afcons Joint Environment Services Textiles G.S. Shapoorji Private Private
Limited Limited Venture (Trust) Limited Limited Enterprise Housing Limited Limited
Balances
1 Trade Payables *** - - - *** - - - - -
2 Advances received from customer - - - - - - - - 97.71 -
3 Interest accrued 1,014.73 - - - - - - - *** -
4 Trade Receivables 246.74 159.55 - - *** *** 176.54 *** - ***
5 Contractually reimbursable expense 73.17 - - - 27.30 *** - - - -
6 Preference Shares classified as compound
financial instrument 1,000.00 - - - - - - - - -
7 Long Term Loans and Advances - - - - - - - - - -
8 Provision for Doubtful Loans and
Advances - - - - - - - - - -
9 Provision for Doubtful Trade Receivables - - - - - - - - - -
10 Unbilled Revenue - - - - - - - - 421.17 -
11 Deposits Payable - - - - - - - - 200.00 -
12 Other Payables 66.29 - - - - - - - - -
13 Deposits Receivable - - - - - - - - - -
14 Inter-corporate deposits receivable - - - - - - - - - -
15 Investment in Debentures - - - - - - - - - -
16 Guarantees Given - - - - - - - - - -
17 Guarantees Taken 3,247.40 - - - - - - - - -
Transactions
Purchases / Services
18 Purchase of Goods and Materials - - - - - - - - - -
19 Receiving of Services 38.92 - - - 5.58 - - - - -
20 Fixed Assets 0.50 - - - - - - - - -
Sales / Services
21 Goods and Materials 355.11 *** *** - - - - *** - ***
22 Services Rendered *** 568.88 *** - - - - *** 509.27 ***
23 Fixed Assets / Investments - - - - - - - - - -
24 Sales of Flats - - - - - - - - - -
Expenses
25 Rent 2.90 - - - - - - - - -
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

47. Related party disclosures (contd.)


Previous Year
(b) transactions/ balances with above mentioned related parties
` in Lakhs
A B B B B B B B B B
Shapoorji Eureka
Pallonji and Forbes Forvol Lucrative Relationship
Company Afcons Transtonnelstroy Institute of International Gokak Joyville Properties Properties
Private Infrastructure Afcons Joint Environment Services Textiles G.S. Shapoorji Private Private
Limited Limited Venture (Trust) Limited Limited Enterprise Housing Limited Limited
26 Repairs and Other Expenses - - - - - - - - - -
27 CSR Contribution - - - 200.22 - - - - - -
28 Travelling and conveyance expenses - - - - 192.18 - - - - -
29 Management Fees 51.01 - - - - - - - - -
30 Legal and professional charges 88.64 - - - - - - - - -
31 Transportation, freight, handling and
other charges - - - - - - - - - -
32 Recovery of Expenses 720.91 - - - - - - - - -
33 Dividend Paid 233.98 - - - - - - - - -
34 Interest Paid 26.95 - - - - - 173.56 - 24.50 -
35 Real estate development expenses 3,576.07 - - - - - - - - -
36 Brokerage and Commission Charges - - - - - - - - - -
37 Provision for doubtful loans and advances
/ Trade receivable - - - - - - - - - -
38 Trade receivables / advances written off /
Loss on Capital reduction - - - - - - - - - -
39 Remuneration - - - - - - - - - -
40 Miscellaneous expenses *** - - - - *** - - - -
Income
41 Rent and Other Service Charges *** 59.40 - - *** *** - - - -
42 Dividend - - - - - - - - - -
43 Interest Received - - - - - - - - - -
44 Profit on sale / Diminution in the value of
Investments / Sale of Assets 0.50 - - - - - - - - -
45 Guarantee Commission - - - - - - - - - -
46 Miscellaneous Income 2.02 - - - - *** - - - -
Other Receipts
47 Other Reimbursements - 23.59 - - *** - - - - 23.59
Finance
48 Inter-corporate deposits given - - - - - - - - - -
49 Inter-corporate deposits taken 30.00 - - - - - - - - -
50 Repayment of Deposits Taken 30.00 - - - - - - - - -
51 Advances received from customers - - - - - - - - 185.52 -
ANNUAL REPORT 2018 - 19

241
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

242
47. Related party disclosures (contd.)
Previous Year
(b) transactions/ balances with above mentioned related parties
` in Lakhs
B B B B B B B B B
Shapoorji
Pallonji
Infrastructure Shapoorji Shapoorji
Samalpatti Capital Shapoorji Pallonji Oil & Sterling and Pallonji Rural United Motors
Power Company SD Corporation Company Pallonji Finance Gas Private Wilson Private SP Fabricators Solutions (India) Private
Private Limited Private Limited Private Limited Private Limited Limited Limited Private Limited Private Limited Limited
Balances
1 Trade Payables - *** - - - - - *** -
2 Advances received from customer - - - - *** - - - 24.37
3 Interest accrued - - - - - - - - -
4 Trade Receivables *** 81.86 *** *** *** *** - *** -
5 Contractually reimbursable expense - - - - 42.65 - - - -
6 Preference Shares classified as
compound financial instrument - - - - - - - - -
7 Long Term Loans and Advances - - - - - - - - -
8 Provision for Doubtful Loans and
Advances - - - - - - - - -
9 Provision for Doubtful Trade
Receivables - - - - - 10.18 - - -
10 Unbilled Revenue - - - - - - - - ***
11 Deposits Payable - - *** - 48.25 - - - -
12 Other Payables - - - - - - - - -
13 Deposits Receivable - - - - - - - - -
14 Inter-corporate deposits receivable - - - - - - - - -
15 Investment in Debentures - - - - - - - - -
16 Guarantees Given - - - - - - - - -
17 Guarantees Taken - - - - - - - - -
Transactions
Purchases / Services
18 Purchase of Goods and Materials - - - - - - - - -
19 Receiving of Services - - - - - - - - -
20 Fixed Assets - - - - - - - - -
Sales / Services
21 Goods and Materials - *** - - *** *** - *** -
22 Services Rendered - *** *** *** *** *** - - 501.97
23 Fixed Assets / Investments - - - - - - - - -
24 Sales of Flats - - - - - - - - -
Expenses
25 Rent - - - - - - - - -
26 Repairs and Other Expenses - - - - - - - - -
27 CSR Contribution - - - - - - - - -
28 Travelling and conveyance expenses - - - - - - - - -
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

47. Related party disclosures (contd.)


Previous Year
(b) transactions/ balances with above mentioned related parties
` in Lakhs
B B B B B B B B B
Shapoorji
Pallonji
Infrastructure Shapoorji Shapoorji
Samalpatti Capital Shapoorji Pallonji Oil & Sterling and Pallonji Rural United Motors
Power Company SD Corporation Company Pallonji Finance Gas Private Wilson Private SP Fabricators Solutions (India) Private
Private Limited Private Limited Private Limited Private Limited Limited Limited Private Limited Private Limited Limited
29 Management Fees - - - - - - - - -
30 Legal and professional charges - - - - - - - - -
31 Transportation, freight, handling and
other charges - - - - - - - - -
32 Recovery of Expenses - - - - - - - - -
33 Dividend Paid - - - - - - - - -
34 Interest Paid - - - - - - - - -
35 Real estate development expenses - - - - - - - - -
36 Brokerage and Commission Charges - - - - - - - - -
37 Provision for doubtful loans and
advances / Trade receivable - - - - - - - - -
38 Trade receivables / advances written
off / Loss on Capital reduction - - - - - - - - -
39 Remuneration - - - - - - - - -
40 Miscellaneous expenses - 6.10 - - - - - - -
Income
41 Rent and Other Service Charges - - *** - 96.91 - *** - -
42 Dividend - - - - - - - - -
43 Interest Received - - - - - - - - -
44 Profit on sale / Diminution in the
value of Investments / Sale of Assets - - - - - - - - -
45 Guarantee Commission - - - - 25.27 - - - -
46 Miscellaneous Income - - - *** *** - - - -
Other Receipts
47 Other Reimbursements - - *** - - - - - -
Finance
48 Inter-corporate deposits given - - - - - - - - -
49 Inter-corporate deposits taken - - - - - - - - -
50 Repayment of Deposits Taken - - - - - - - - -
51 Advances received from customers - - - - - - - - 1,110.25
ANNUAL REPORT 2018 - 19

243
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

244
47. Related party disclosures (contd.)
Previous Year
(b) transactions/ balances with above mentioned related parties
` in Lakhs
C D D D E E F F F
Executive Vice
Shapoorji Chairman, Managing
Neuvo Aquaignis Forbes Infinite Water Pallonji Bumi Managing Mr. S. L. Director Mr.
Consultancy Technologies Aquatech Solutions HPCL Shapoorji Armada Director, Mr. M. Goklaney (upto Marzin R. Shroff
Service Limited Private Limited Limited Private Limited Energy Pvt Ltd Offshore Limited C. Tahilyani 30.09.2017) (wef 27.06.2017)
Balances
1 Trade Payables *** *** 1,223.40 2,829.89 - - - - -
2 Advances received from customer - - - *** - - - - -
3 Interest accrued - - - - - - - - -
4 Trade Receivables - *** *** *** *** *** - - -
5 Contractually reimbursable expense - - - - - - - - -
6 Preference Shares classified as
compound financial instrument - - - - - - - - -
7 Long Term Loans and Advances - - - - - - - - -
8 Provision for Doubtful Loans and
Advances - - - - - - - - -
9 Provision for Doubtful Trade
Receivables - - - - - - - - -
10 Unbilled Revenue - - - - - - - - -
11 Deposits Payable - - - *** *** - - - -
12 Other Payables - - - - - - - - -
13 Deposits Receivable - - - - - - - - -
14 Inter-corporate deposits receivable - - - - - - - - -
15 Investment in Debentures - - - - - - - - -
16 Guarantees Given - - - - - 2,906.42 - - -
17 Guarantees Taken - - - - - - - - -
Transactions
Purchases / Services
18 Purchase of Goods and Materials *** *** 2,778.47 5,140.24 - - - - -
19 Receiving of Services - - - - - - - - -
20 Fixed Assets - - - - - - - - -
Sales / Services
21 Goods and Materials - *** 370.93 *** - - - - -
22 Services Rendered - *** *** *** *** *** - - -
23 Fixed Assets / Investments - - - - - - - - -
24 Sales of Flats - - - - - - - - -
Expenses
25 Rent - - - - - - - 2.75 -
26 Repairs and Other Expenses - - - - - - - - -
27 CSR Contribution - - - - - - - - -
28 Travelling and conveyance expenses - - - - - - - - -
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

47. Related party disclosures (contd.)


Previous Year
(b) transactions/ balances with above mentioned related parties
` in Lakhs
C D D D E E F F F
Executive Vice
Shapoorji Chairman, Managing
Neuvo Aquaignis Forbes Infinite Water Pallonji Bumi Managing Mr. S. L. Director Mr.
Consultancy Technologies Aquatech Solutions HPCL Shapoorji Armada Director, Mr. M. Goklaney (upto Marzin R. Shroff
Service Limited Private Limited Limited Private Limited Energy Pvt Ltd Offshore Limited C. Tahilyani 30.09.2017) (wef 27.06.2017)
29 Management Fees - - - - - - - - -
30 Legal and professional charges - - - - - - - - -
31 Transportation, freight, handling and
other charges - - - - - - - - -
32 Recovery of Expenses - - - - - - - - -
33 Dividend Paid - - - - - - - - -
34 Interest Paid - - - - - - - - -
35 Real estate development expenses *** - - - - - - - -
36 Brokerage and Commission Charges 126.91 - - - - - - - -
37 Provision for doubtful loans and
advances / Trade receivable - - - - - - - - -
38 Trade receivables / advances written
off / Loss on Capital reduction - - - - - - - - -
39 Remuneration - - - - - - 203.33 164.52 106.43
40 Miscellaneous expenses - *** 15.20 - - - - - -
Income
41 Rent and Other Service Charges - *** - *** 95.17 - - - -
42 Dividend - - 50.00 - - - - - -
43 Interest Received - - - - - - - - -
44 Profit on sale / Diminution in the
value of Investments / Sale of Assets - - - - - - - - -
45 Guarantee Commission - - - - - - - - -
46 Miscellaneous Income - 0.75 3.52 - - - - - -
Other Receipts
47 Other Reimbursements 109.62 *** 26.35 32.70 - - - - -
Finance
48 Inter-corporate deposits given - - - - - - - - -
49 Inter-corporate deposits taken - - - - - - - - -
50 Repayment of Deposits Taken - - - - - - - - -
51 Advances received from customers - - - - - - - - -
ANNUAL REPORT 2018 - 19

245
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

47. Related party disclosures (contd.) 48 Forbes Technosys Limited (FTL), a wholly owned subsidiary,
had issued 1,00,00,000, 0.1 % Cumulative Non Convertible
Parties in F : Redeemable Participating Preference Shares of ` 10 each in
Key Managerial Personnel Remuneration an earlier year outside the Group . The Preference Shares shall
` In Lakhs be redeemable at par upon the expiry of 20 Years from date of
Year ended Year ended allotment. The Preference Shares shall have right to dividend
31st Mar., 31st Mar., with Equity shareholders up to 8% after dividend of 0.1% has
Particulars 2019 2018 been paid to Equity shareholders and has voting right only for
Short-term employee benefits 479.44 349.97 matters which directly affects the rights attached to Preference
Post-employment benefits 4.59 4.44 shares. Details of the same are as below:
` In Lakhs
Long-term employee benefits 13.09 119.87
As at As at
497.12 474.28
31st Mar., 31st Mar.,
Directors Sitting Fees: Particulars 2019 2018
` In Lakhs Proceeds from issue 1,000.00 1,000.00
Year ended Year ended Liability component at the date of
31st Mar., 31st Mar., issue 105.58 105.58
Name 2019 2018 Equity Component 894.42 894.42
Liability Component (included
Kaiwan D. Kalyaniwalla 9.00 6.00
in “Non-current borrowing”
D. Sivanandhan 8.00 6.50
(refer Note 19) 105.58 105.58
Aslesha Gowariker 1.00 3.00 Interest accrued as at the beginning
Shapoor P. Mistry 13.30 9.40 of the year 147.30 120.37
Jai L. Mavani 3.50 3.60 Interest charged calculated at an
M. C. Tahilyani 10.60 7.60 effective interest rate 14.64 26.93
Rani Jadhav 2.00 - Interest paid - -
Total 47.40 36.10 Interest accrued as at the end
of the year (included in “Non-
Parties in G: current borrowing” (refer Note
Contribution to Post Employment Benefit Plan: 19) 161.94 147.30
` In Lakhs
49 Shapoorji Pallonji Forbes Shipping Limited (SPFSL), had
Year ended Year ended
issued 0%, 92,700,000 Redeemable Preference Shares of ` 10
31st Mar., 31st Mar.,
each to the promoters on right basis in 2009 and 2010. Since no
Particulars 2019 2018
terms for redemption have been specified for these shares, they
Forbes & Company Limited will be redeemed at par not later than 20 years from the date of
Employees Provident Fund 90.27 84.52 issue as per the provisions of section 55 of the Companies Act,
Eureka Forbes Limited 2013 (erstwhile section 80 of the Companies Act, 1956).
Employees Gratuity Fund 157.66 139.44
Eureka Forbes Limited Date of Number Date of Redemption
Employees Provident Fund 206.09 181.41 Allotment of Shares redemption terms
Eureka Forbes Limited allotted (Not later
Managing Staff than)
Superannuation Scheme 127.72 123.45 12-Aug-09 1,86,00,000 12-Aug-29 Redeemable at par
581.74 528.82 06-Nov-09 2,40,00,000 06-Nov-29 Redeemable at par
22-Mar-10 3,16,50,000 22-Mar-30 Redeemable at par
02-Jul-10 1,84,50,000 02-Jul-30 Redeemable at par
9,27,00,000

The said shares shall in the event of winding up, be entitled


to rank as regards repayment of capital, in priority to equity
shares but shall not be entitled to any further participation in
profits or assets. The voting rights of the shareholders shall be in
accordance with the provisions of section 47 of the Companies
Act, 2013 (erstwhile section 87 of the Companies Act, 1956).

246
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

As the redeemable preference shares were issued at zero coupon, ` in Lakhs


the same have been recognised at fair value being the present Shapoorji Pallonji Forbes
value of all future cash flows discounted using the prevailing Shipping Limited
rate of interest for a similar instrument, namely 12%, with a Summarised Statement of Profit 31st March, 31st March,
similar credit rating. The difference between the fair value of and Loss 2019 2018
the said financial instrument as on the issue date and its fair 11,750.38
Total Revenue 8,227.41
value adjusted for amortisation of interest cost upto the date of
Profit/(Loss) after tax for the year (1,183.38) (1,579.74)
transition have been recognised in Other Equity as on the date
of transition. Other Comprehensive Income / - -
` In Lakhs (Loss)
Total Comprehensive Income (1,183.38) (1,579.74)
As at As at
Profit/ (Loss) allocated to Non- (887.54) (1,184.81)
31st Mar., 31st Mar.,
Controlling Interest
Particulars 2019 2018
Proceeds of issue 9,270.00 9,270.00 ` in Lakhs
Liability component at the
Shapoorji Pallonji Forbes
date of issue 959.50 959.50
Shipping Limited
Equity Component
Summarised Statement of Cash 31st March, 31st March,
(Classified as Non-
Flow 2019 2018
Controlling Interest) 8,310.50 8,310.50
Cash flow from operating activities 5,277.73 1,393.43
Liability Component
(included in “Non-current Cash flow from investing activities (1,130.65) (6,813.12)
borrowing” (refer Note 19) 959.50 959.50 Cash flow from financing activities (4,046.24) 4,321.06
Interest accrued as at the Net increase/ (decrease) in cash
beginning of the year 1,470.28 1,209.94 and cash equivalents 100.84 (1,098.63)
Interest charged calculated at
51 As per Indian Accounting Standard 18 and Schedule III of
an effective interest rate 291.57 260.34
the Companies Act, 2013, Revenue from Operations for the
Interest paid - -
period July 1, 2017 to March 31, 2018 does not include Goods
Interest accrued as at the and Service Tax (GST), however Revenue from Operations
end of the year (included in till the period ended June 30, 2017 includes Excise Duty. In
“Non-current borrowing” view of the aforesaid restructuring of indirect taxes, Revenue
(Refer Note 19) 1,761.85 1,470.28 from Operations for the year ended March 31, 2018 are not
comparable with previous year.
50 Non-controlling interests
52 The Group had received ` 1,017.04 Lakhs in the year ended
Set out below is summarised financial information for
31st March, 2016 from the Hon’ble Debt Recovery Tribunal,
subsidiaries that has non-controlling interests that are material
Mumbai towards principal and interest towards loan given to
to the Group. The amounts disclosed below are before
Coromandel Garments Limited (presently under liquidation).
intercompany eliminations:
` in Lakhs
The Group had made a provision of ` 364.99 Lakhs in earlier
Shapoorji Pallonji Forbes years which was reversed on receipt of ` 1,017.04 Lakhs from
Shipping Limited Coromandel Garments Limited and accounted the balance as
31st March, 31st March, interest income during the year ended 31st March, 2016. The
Summarised Balance Sheet 2019 2018 Management, based on the belief that it was a remote future
Current Assets 1,897.40 1,790.58 possibility that ` 1,017.04 Lakhs would become refundable
Current Liabilities 5,430.66 3,231.77 upon the final outcome of this matter, accounted for the receipt
Net Current Assets (3,533.26) (1,441.19) as explained above.
Non-Current Assets 40,887.82 41,906.09
In July 2018, in a separate proceeding the Hon’ble High Court,
Non-Current Liabilities 22,900.81 24,827.77
Mumbai directed the Group to refund the aforesaid amount of `
Net Non-Current Assets 17,987.01 17,078.32
1,017.04 Lakhs with interest. Consequently, the Group refunded
Net Assets 14,453.75 15,637.13 ` 1,055.82 Lakhs [including interest calculated from the date of
Accumulated Non-Controlling the order till the date of payment aggregating ` 38.79 Lakhs]
Interest 10,840.31 11,727.85 and recorded this as an exceptional expense. The Group has
subsequently been directed by the Hon’ble High Court to pay

247
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

interest from the date the amount was received by the Group, The movement in the goodwill is as follows -
which has been appealed against by the Group. ` in Lakhs
Balance as on 1st April 2017 43,935.01
The Group has separately filed its Affidavit of Claim for Effect of Foreign Exchange Differences 3,092.00
` 325.00 Lakhs along with interest at the bank rate with the Additional goodwill on account of business 889.59
Official Liquidator. However, since this filing was beyond the combination
time period of filing affidavit, the Group was directed by the
Less : Impairment (174.41)
Official Liquidator to file for condonation of delay with the
High Court. The Hon’ble High Court vide Order dated 8th Balance as on 31st March 2018 47,742.19
April, 2019 condoned the delay in filing of the claim before Effect of Foreign Exchange Differences 2,088.17
the Official Liquidator and directed the Official Liquidator to Additional goodwill on account of business 9.67
adjudicate the claim within a period of six months. combination (refer note 67)
Less : Impairment -
53 During the year, the Group has not defaulted in payment of Balance as on 31st March 2019 49,840.03
its interest and principal that are due on borrowings. There
were breaches in maintaining some of the financial ratios. The Group believes that any reasonably possible change in the
Outstanding amount as at the year-end in respect of such key assumptions on which the recoverable amount is based
borrowings amounted to ` 21,570.89 lakhs (Previous Year ` would not cause the aggregate carrying amount to exceed the
26,532.67 lakhs) . As at the financial year-end and till the date of aggregate recoverable amount of the cash generating unit.
approval of the financial statements by the Board of Directors,
the lender has not demanded for any accelerated repayment of Key Assumptions used in the calculation of impairment
borrowings and the terms of borrowings were not changed. testing are as follows -

54 Goodwill on consolidation As at As at
31st Mar., 31st Mar.,
Goodwill arising on consolidation is attributed to the acquisition 2019 2018
of Lux International AG, which is the cash generating unit Average net sales growth rate
(CGU) for this goodwill, being the difference between the for the 5 year period - Core
consideration paid and the net asset value of the acquired business 10% 10%
company. Goodwill pertaining to the CGU is as follows - Discount rate Average of all
geographies 8% to 13% 8.9% to 13.02%
` in Lakhs
As at As at Discount Rates - Management estimates discount rates that
31st Mar., 31st Mar., reflect the current market assessments of the risk specific to the
2019 2018 geography of the CGU taking into consideration the time value
Goodwill on consolidation 49,840.03 47,742.19 of money and risks. The discount rates are derived from the
weighted average cost of capital (WACC).
The main operations of the CGU is spread across Europe and
parts of Latin America. The carrying amount of the goodwill has Growth rates - Management determines the growth rate based
been tested for impairment based on the business projections on the past performance of the CGU in the respective geography
of each geography where the operations are based and cash and its expectations on the market development.
flows arising out of the projections covering a 5 year period.
The Company believes this to be the most appropriate timescale
for reviewing and considering annual performance before
discounting the cashflows and arriving at the terminal value.

248
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

55 Details of costs and revenue in respect of Project in progress for real estate development project (which the Company got
the year ended 31st March 2018: through restitution), by way of slump sale on an as-is-where-
Methods used to determine the project revenue : Percentage is basis as a going concern for an aggregate consideration of
Completion Method ` 15,500.00 Lakhs. The board of directors and shareholders’
Methods used to determine the stage of completion : The approved this transaction with PREPL on 27th February, 2019
proportion that Project costs incurred for work performed and 29th March, 2019 respectively. As per the terms of BTA,
upto the balance sheet date bear to the estimated total project the Company did not have ability to control or rights to variable
costs. returns over VRIL’s interest in the Project Vicinia which the
` in Lakhs Company got pursuant to the arbitration award.
2017-18
Project revenue recognised during the year 9,516.53 Subsequently, on receipt of the consideration from PREPL, the
Company made payment of ` 15,300.00 Lakhs to VRIL on 2nd
Aggregate of Project cost incurred upto the 11,163.27
March, 2019 as per terms stated in the arbitration award and
reporting date
consequently, VRIL’s interest in the development agreement
Profit recognised upto reporting date 7,000.86
was transferred to PREPL.
Advance received for projects in progress 185.45
as at the reporting date (net of revenue The Company and PREPL are each independently entitled to
recognised) 50% of the saleable area, 50% of the rights in the permissible
Amount of work in progress and the value of 5,586.14 Floor Space Index and for their own individual development
inventories as at the reporting date and consequent sale of their respective individual flats for the
Unbilled revenue 4,544.71 specified land being developed.

(Unbilled revenue represents future instalment receivable from Pursuant to the aforesaid transaction, the Company incurred
customers based on revenue recognised till Balance Sheet legal and administrative costs aggregating ` 115.10 Lakhs which
date) have been netted off against the gain on the aforesaid transfer
and reflected the net gain on this transaction, aggregating
56 The real estate development operations under “Project Vicinia” ` 84.90 Lakhs as an exceptional item during the year ended
was being executed at a plot of land situated at Chandivali, 31st March, 2019.
Mumbai as per the terms of the development agreement
between the Company and Videocon Realty and Infrastructure 57 Svadeshi Mills is not considered as a related party of the Group
Limited (”VRIL”) forming part of the consent terms filed as per Note 3.1.1. Secured Loans include interest free loans,
with the Hon’ble Bombay High Court in 2011 for the then relating to which full provision exists in books of accounts,
existing dispute. Subject to compliance with the terms of the aggregating ` 4,391.78 Lakhs as at 31st March, 2019 (31st
said development agreement, VRIL was entitled to 50% of the March, 2018 ` 4,391.78 Lakhs) granted to The Svadeshi Mills
saleable area and 50% of the rights in the permissible Floor Company Limited. The Company, being a secured creditor,
Space Index in Project Vicinia. with adjudicated dues by the Official Liquidator, expects to
receive the dues when the matter is ultimately disposed off.
During the current year, considering delays in making critical
payments by VRIL, to protect the interests of all stakeholders 58 During previous year the Group has changed its estimate for
including the Company and purchasers of individual flats, the determining the residual value for ships from 5% of original
Company terminated the aforesaid development agreement. cost to scrap rate per light displacement tonnage of the ships.
Consequently the matter was referred to arbitration and vide The change in estimate has been made to ensure realistic
the arbitration award dated 25th February, 2019 the Company reflection of residual value based on market and industry
was directed to pay an amount of ` 15,300.00 Lakhs to VRIL specific conditions. On account of this change, depreciation
for restitution and that on payment of aforesaid amount, VRIL on ships is lower for the year by `190.00 lakhs. Further, this
would have no interest, rights, title or any claim in respect of change would also have an impact in future years.
Project Vicinia.
59 The Board of Directors of the Company has recommended a
Additionally, the Company entered into a Business Transfer dividend of ` 2.50 (25%) per equity share for the year ended
Agreement (“BTA”) with Paikar Real Estates Private Limited 31st March, 2019 and an additional Special Centenary Year
(hereinafter known as “PREPL”), (a fellow subsidiary) dated Dividend of ` 2.50 (25%) per equity share. There is no other
27th February, 2019 to transfer 50% interest in the aforesaid material subsequent event occurred after Balance Sheet date.

249
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

60 The financial statements were approved by the Board of Directors of the Group at their meeting held on 30th May, 2019.

61. The aggregate amount of Assets, Liabilities, Income and Expenses related to the Group’s interests in the Joint Ventures

Group’s Share
Assets Liabilities Income Expenses
Sl. Country of Year / Period % ` in ` in ` in ` in
No Name of the Company Incorporation Ended on Holding Lakhs Lakhs Lakhs Lakhs
1 Forbes Concept Hospitality
Services Private Limited India 31st March, 2019 50% 8.61 2.28 1.42 1.78
31st March, 2018 50% 7.44 0.75 0.41 0.13
2 Forbes Aquatech Limited India 31st March, 2019 50% 1,068.38 245.42 1,247.09 1,095.91
31st March, 2018 50% 1,023.19 308.89 1,395.82 1,191.79
3 Infinite Water Solutions Private
Limited India 31st March, 2019 50% 2,724.47 499.96 2,442.13 2,115.35
31st March, 2018 50% 2,306.57 366.50 2,608.77 2,174.49
4 Forbes G4S Solutions Private
Limited India 31st March, 2019 - - - - -
31st March, 2018 50% - 2.57 - 0.11
5 Aquaignis Technologies Private
Limited India 31st March, 2019 - - - - -
31st March, 2018 50% 238.27 45.63 364.09 356.98
6 AMC Cookware (Proprietary) 31st December,
Limited South Africa 2018 50% 6,179.46 2,033.20 5,361.76 4,971.69
31st December,
2017 50% 6,360.17 2,083.51 5,366.74 4,637.86
7 Forbes Bumi Armada Limited India 31st March, 2019 51% 1,299.39 647.71 2,808.33 2,677.30
31st March, 2018 51% 1,178.32 640.64 2,807.31 2,691.91

250
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

62. Net debt reconciliation 63. Offsetting financial assets and financial liabilities
` in Lakhs
31st Mar., 31st Mar., Gross
2019 2018 amounts Net amounts
Short Term Borrowings (28,897.24) (29,960.30) set off in presented
Long Term Borrowings (includes Gross the Balance in Balance
accrued interest) (58,486.53) (74,214.91) amounts Sheet Sheet
Current Maturities of Long Term (Net
Borrowings (20,200.40) (15,452.16) (Financial (Financial Financial
Total debt (1,07,584.17) (1,19,627.37) Assets Liabilities Assets
-Trade - Rebates/ - Trade
Cash and Cash equivalents 7,056.00 13,699.70
Receivables) Discounts) Receivables)
Net debt (1,00,528.17) (1,05,927.67)
31st March, 2019 52,274.05 462.77 51,811.28
` in Lakhs Total 52,274.05 462.77 51,811.28
31st March, 2018 46,800.74 314.36 46,486.38
Other assets Debt
Total 46,800.74 314.36 46,486.38
Cash
and cash
The Group gives rebates/ discounts for certain segment. Under
equivalents Total Debt Total
the terms of contract, the amounts payable by the Group are offset
Net debt as at 1st
against receivables from customers and only the net amount is settled
April, 2018 13,699.70 (1,19,627.37) (1,05,927.67)
(i.e. after adjustment towards rebates/ discounts). The relevant
Cash flows (6,643.70) 13,799.31 7,155.61 amounts have therefore been presented net in the Balance Sheet.
Foreign exchange
adjustments - (1,614.36) (1,614.36) 64. Changes in Accounting Policies
Interest expense - (8,937.60) (8,937.60)
Interest paid - 8,795.85 8,795.85 I lnd AS 115 ‘Revenue from Contracts with Customers’ is a
Net debt as at 31st new accounting standard notified by the Ministry of Corporate
March, 2019 7,056.00 (1,07,584.17) (1,00,528.17) Affairs (MCA) on 28th March, 2018 and is effective from
accounting period beginning on or after 1st April, 2018 and
` in Lakhs replaces the existing revenue recognition standards.
Other assets Debt
Cash (i) According to IND AS 115, revenue is measured at the amount
and cash of consideration the Group expects to receive in exchange for
equivalents Total Debt Total the goods or services when control of the goods or services
Net debt as at 1st and the benefits obtainable from them are transferred to the
April, 2017 19,034.81 (1,17,025.20) (97,990.39) customer. Revenue is recognised using the following five step
model specified in IND AS 115:
Cash flows (5,334.83) (129.12) (5,463.95)
Foreign exchange Step 1: Identify contracts with customers
adjustments (0.28) (2,019.50) (2,019.78) Step 2: Identify performance obligations contained in the
Interest expense - (9,555.96) (9,555.96) contracts
Interest paid - 9,102.41 9,102.41 Step 3: Determine the transaction price
Net debt as at 31st Step 4: Allocate the transaction price to the performance
March, 2018 13,699.70 (1,19,627.37) (1,05,927.67) obligations
Step 5: Recognize revenue when the performance obligation
is satisfied

The Group applied Ind AS 115 for the first time using the
modified retrospective method of adoption with the date of
initial application of 1st April, 2018. Under this method, revenue
is measured as the amount of consideration the Company
expects to receive in exchange for the goods or services when
control of the goods or services and the benefits obtainable from
them are transferred to the customer. Control can be transferred

251
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

at a certain point in time or over a period of time. The Group (ii) The following table presents the amounts by which each
has recognised the cumulative effect of initially applying Ind financial statement line item is affected in the current year
AS 115 as an adjustment to the opening balances of retained ended 31st March, 2019 by the application of Ind AS 115 as
earnings as at 1st April, 2018. The comparative information for compared with the previous revenue recognition requirements.
the previous year has not been restated. Line items that were not affected by the changes have not been
included. As a result, the sub-totals and totals disclosed cannot
Entities applying the modified retrospective method can elect be recalculated from the numbers provided.
to apply the revenue standard only to contracts that are not (` in Lakhs)
completed as at the date of initial application (that is, they would 31st March,
ignore the effects of applying the revenue standard to contracts 2019 without 31st March,
that were completed prior to the date of initial application). The Balance Sheet adoption of Increase/ 2019 as
Company has elected to apply the standard to all contracts as (Extract) Ind AS 115 Decrease reported
at 1st April, 2018. The impact on the Group’s retained earnings Non-Current
due to adoption of Ind AS 115 as at 1st April, 2018 is as follows: Assets
Deferred Tax Asset
(` in Lakhs)
(net) 3,439.04 3,212.73 6,651.77
1st April, Income Tax Asset
Particulars 2018 (net) 6,030.24 100.79 6,131.03
Retained Earnings (as previously reported) (21,735.47) Total Non-
Reversal of net profit on real estate projects under Current Assets 1,58,134.54 3,313.52 1,61,448.06
development (comprising income from real estate
contracts aggregating ` 1,89,36.56 Lakhs net of real Current Assets
estate development costs aggregating ` 1,11,63.27
Inventories 42,814.55 16,838.77 59,653.32
Lakhs) (7,773.29)
Trade Receivables 47,039.08 (528.23) 46,510.85
Increase in Deferred Tax Assets on account of
reversal of net profit on real estate projects under Other Financial
development 2,690.18 Assets 4,690.59 (3,557.89) 1,132.70
Reversal of revenue and the corresponding costs Other Current
based on completion of performace obligation and Assets 11,265.16 85.05 11,350.21
the transfer of control to the customers (78.56) Total Current
Adjustment to retained earnings from adoption of Assets 1,13,633.77 12,837.70 1,26,471.47
Ind AS 115 (5,161.67)
Retained Earnings (revised) post adoption of Total Assets 2,71,768.31 16,151.22 2,87,919.53
Ind AS 115 (26,897.14)
Current
Liabilities
Other Financial
Liabilities 39,343.81 (934.63) 38,409.18
Other Current
Liabilities 37,257.70 25,347.44 62,605.14
Current Tax
Liabilities 1,197.82 (697.43) 500.39
Total Current
Liabilities 1,50,826.47 23,715.38 1,74,541.85

Total Liabilities 2,26,917.60 23,715.38 2,50,632.98

Net Assets 44,850.71 (7,564.16) 37,286.55

Other Equity 32,637.95 (7,564.16) 25,073.79


Total Equity 44,850.71 (7,564.16) 37,286.55

252
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

Statement of Profit and Loss (extract) for the year ended Note on Accounting for Real Estate Transactions for recognising
31st March, 2019 revenue from projects, based on estimation of the outcome of
(` in Lakhs) the project when the relevant conditions are completed [refer
31st March, Note 2.19 in significant accounting policies].
2019 without 31st March,
adoption of Increase/ 2019 as With the application of Ind AS 115, the focus for revenue
Particulars Ind AS 115 Decrease reported recognition has shifted from risks and rewards to transfer of
Revenue from control. Control is said to be transferred at a point in time in
Operations 2,95,222.73 (9,880.84) 2,85,341.89 respect of real estate development projects as the Group does
Total Income 2,98,988.76 (9,880.84) 2,89,107.92 not fulfill any of the criteria for satisfaction of performance
obligation and revenue recognition over time as explained in
note 2.19.
Changes in
inventories of Consequently, effective 1st April, 2018 as per requirements of
finished goods, Ind AS 115, the Group would recognise revenue at a point in
work-in-progress time for real estate development projects when the performance
and stock-in-trade 2,128.27 (5,716.69) (3,588.42) obligation has been completed and the transfer of control
Other expenses 96,360.83 (447.81) 95,913.02 to the customer takes places as against revenue recognition
Total Expenses 2,93,873.02 (6,164.50) 2,87,708.52 as per percentage of completion method as explained above.
Accordingly, net impact on opening retained earnings
Profit before aggregating ` 5,083.11 Lakhs (comprising reversal of income
exceptional items, from real estate contracts aggregating `18,936.56 Lakhs,
Share of net profit partially offset by real estate development costs aggregating
of investment `11,163.27 Lakhs and deferred tax asset aggregating `2,690.18
accounted for Lakhs) has been adjusted above as on 31st March, 2018.
using equity Additionally, all real estate developments costs incurred till date
method and tax 5,115.70 (3,716.30) 1,399.40 aggregating `24,304.31 Lakhs (costs incurred till 31st March,
2018 aggregates `16,749.40 Lakhs) have been inventorised as
Profit Before Tax 4,866.08 (3,716.30) 1,149.78 real estate work-in-progress as on 31st March, 2019 instead of
Income Tax `7,945.23 Lakhs as per earlier policy. Consequently, the increase
Expense (Current in inventories as on 31st March, 2019 aggregating `16,359.08
Tax and Deferred Lakhs has been reflected in the extract of Balance Sheet and
Tax including Statement of Profit and Loss above. All instalment payments
MAT) 2,762.07 (1,313.81) 1,448.26 received from the customers till date aggregating `25,461.61
Profit for the year 2,104.01 (2,402.49) (298.48) Lakhs (installments received till 31st March, 2018 aggregates
`14,577.30 Lakhs) have been accounted for as advances
from customers as on 31st March, 2019 instead of `1,195.83
Total
Lakhs as per the earlier policy. Consequently, the increase in
Comprehensive
advances from customers as on 31st March, 2019 aggregating
Income for the
` 24,265.78 Lakhs has been reflected in the extract of Balance
year 2,401.41 (2,402.49) (1.08)
Sheet and Statement of Profit and Loss above. Also, unbilled
revenue as on 31st March, 2019 aggregating `3,557.89 Lakhs
Earnings per has been ajdusted from advances received from customers.
equity share
attributable to the The Group has disclosed contract liabilities towards advances
Owners (Basic from customers in note 23B.
and Diluted) 24.34 (18.87) 5.47
b Accounting for discounts and incentives
a Revenue from Real estate development activities
Under the previous revenue recognition standards, volume
In respect of property development projects undertaken by discount, rebates and incentives given to customers were
the Group, as per the earlier accounting standard, the Group recognised as sales and promotion expense amounting to `
followed percentage of completion method as per the Guidance 447.81 Lakhs and other direct expenses amounting to ` 189.00

253
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

Lakhs and recognised under Other Financial Liabilities at year II Remaining performance obligation towards rendering of
end. Under Ind AS 115, revenue for the year ended March 31, maintenance contracts as the year end is recognized as “Income
2019 has been adjusted for the value of such items amounting received in advance” and presented in “Other liabilities”.
to ` 637.81 Lakhs and the same has been recorded as refund This obligation pertains to maintenance services that would
Liabilities under Other Current Liabilities. be carried out over the contract period for which company
has received the advance. The service period ranges from 1
c Accounting for refunds year to 4 years. Management believes that 73% pertaining to
remaining obligation as of the year ended 31 March 2019 will
Under the previous revenue recognition standards, provision be recognised as revenue during the next financial year, 23%
for returns would be measured on a net basis at the margin on will be recognized as revenue in FY 2020-21 and 4% will be
sale. Under Ind AS 115, revenue for the year ended March 31, recognised in FY 2021-22.
2019 has been adjusted for expected value of returns and cost
of sales has been adjusted for the value of corresponding goods Reconciliation of Revenue Recognised with contract price
expected to be returned. Accordingly, under Ind AS 115, a refund (` in Lakhs)
liability for the expected refunds to customers is recognised
For the year For the year
as adjustment to revenue in Other Current Liabilities. At the
ended March ended March
same time the Group has a right to recover the product from the
Particulars 31, 2019 31, 2018
customer when the customer exercises his right of return and
hence an asset and a corresponding adjustment to changes in Contract Price *# 1,88,093.33 1,82,030.87
inventories of finished goods.To reflect this change in policy, Less: Adjustments for:
the Group has recognised `1,019.68 lakhs towards volume Refund Liabilites Promotion Items 447.81 -
discount, rebates and incentives given to customers as other Refund Liabilities - Sales Return 189.00 -
current liabilities and ` 85.05 lakhs as other current assets. estimate
Performance Liabilities 62.00 -
d Performance obligation towards installation services Add: Unperformed performance 41,111.60 37,944.94
obligation at the end the period
Under Ind AS115, installation service is determined as a Less: Unperformed performance (37,944.94) (34,488.46)
separate performance obligation and recognised as and when obligation at the beginning of the
services are performed. Accordingly, unperformed service as period
at the reporting date is deferred and presented as contractual Revenue from continuing 1,84,227.86 1,78,574.39
liability under other current liabilities. To reflect this change operations
in policy, the Group has recognised ` 61.00 Lakhs as impact
to the opening retained earnings. As at the year end, revenue * Net of Taxes
towards installation services not recognised aggregate to ` # To the extent information available from the subsidiaries
62.00 Lakhs.

e Sale of Goods

Under Ind AS 115, revenue from sale of goods is recognised


at a point of time when control of the products being sold has
transferred to the customer upon delivery. This change in policy
has resulted in a net revenue reversal of ` 362.85 Lakhs and a
decrease in trade receivables of ` 528.23 Lakhs. Consequently,
direct expenses has also decreased by ` 331.87 Lakhs and
inventory has increased by ` 479.69 Lakhs.

254
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

65. Assets pledged as security


The carrying amounts of assets pledged as security for current and non-current borrowings are:

As at 31st As at 31st
Particulars Notes Mar., 2019 Mar., 2018
Current
Financial Assets
Trade receivables 10B 44,773.00 33,486.60
Cash and cash equivalents 14A 1,251.65 209.60
Bank balances other than above 14B 392.32 232.38
Loans 11B 23.07 -
Other financial assets 12B 465.39 175.28
Other current assets 15B 5,199.23 4,105.54
52,104.66 38,209.40
Non-financial assets

Inventories 13 30,691.49 29,163.75


Total current assets pledged as security 82,796.15 67,373.15

Non-current
Leasehold Land 5 51.10 51.37
Freehold Land 5 315.21 315.21
Buildings 5 6,708.21 6,963.95
Plant and Equipment (Owned) 5 2,652.01 2,053.65
Shipping Vessels 5 35,071.62 37,766.19
Furniture and Fixtures 5 30.37 40.62
Data Processing Equipments (Owned) 5 70.92 200.70
Data Processing Equipments (On Lease) 5 139.22 183.83
Office Equipments 5 13.81 19.59
Other Fixed Assets * 5 5,083.65 3,232.02
Investment Properties 6 216.16 227.24
Intangible assets under development 8,300.47 9,254.06
Other Intangible assets 8 3,637.03 1,899.95
Total non-currents assets pledged as security 62,289.78 62,208.38
Total assets pledged as security 1,45,085.93 1,29,581.53

* Other fixed assets includes movable assets for employee benefit which has not been pledged.

255
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

66. Disposal of a subsidiary

During the current year, the Group divested its 100 % stake in Aquadiagnostics Water Research & Technology Centre Limited (AWRTCL)
on 25th June 2018 to a third party. The group discontinued the operations of AWRTCL on 25th June 2018 and AWRTCL ceased to be a
subsidiary of the Group effective that date.

Upon, the divestment as mentioned above the undertaking of AWRTCL has been transferred to a third party.

Further the net assets held by Eureka Forbes Limited in AWRTCL amounting to ` 300.00 lakhs has been set off against the consideration
received and loss arising out of this transaction has been recorded in the books during the year ended 31st March, 2019.

Proportion of voting Consideration


equity interests received
Particulars Principal activity Date of acquisition acquired (%) ` in Lakhs
During 2018-19
Aquadiagnostics Water Research & Laboratory and 25th June 2018 100% 221.52
Technology Centre Limited Research center
Total 100% 221.52

Assets and liabilities de-recognised at the date of divestment 25th June 2018 :
(` in Lakhs)
Particulars Aquadiagnostics
Water Research &
Technology Centre
Limited
Assets
Total Non Current Assets 82.09

Total Current Assets 62.33


Total Assets 144.42

Liabilities
Total Current Liabilities 7.46

Net Assets derecognised 136.96

Gain / (loss) on Disposal


Consideration received 221.52
Net Assets derecognised (136.96)

Gain / (loss) on Disposal recorded in the books 84.56

Net Cash inflow arising on disposal


(` in Lakhs)
Cash consideration received 221.52
Cash and cash equivalents disposed off (37.11)
Net cash inflow 184.41

256
ANNUAL REPORT 2018 - 19

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2019 CONTD

67. Business Combination

During the current year, the company acquired balance 50 % stake in a joint venture Aquaignis Technologies Private Limited on 13th June
2018. Aquaignis became a subsidiary effective that date.
Proportion of voting Consideration
equity interests received
Particulars Principal activity Date of divestment acquired (%) ` in Lakhs
Aquaignis Technologies Private Limited Manufacturing 13th June 2018 50% 198.18
Fair value of assests recognised at the date of 415.76
acquisition 13th June 2018
Fair Value of previously Held Equity interest 207.88
in Aquaignis Technologies Private Limited
Cash Consideration 198.18
Total Consideration 406.06
Goodwill 9.70
Contingent Liabilities assumed on acquisition NIL
Non Controlling Interest Not Applicable
Net Cash inflow arising on disposal
Cash consideration paid 198.18
Cash and cash equivalents acquired 3.18
Net cash outflow 195.00

68. Forbes Technosys Limited (FTL), a subsidiary has earned a net profit of ` 3.26 Lakhs during the current year against the previous year
net loss of ` 1,240.46 Lakhs and its current liabilities exceeded current assets by ` 4,937.76 Lakhs as at 31st March, 2019. FTL has
accumulated losses of ` 8,244.89 Lakhs and the entity’s net worth has been substantially eroded as at 31st March, 2019. The setback
in recent past was temporary due to muted demand and stress in some of the key sectors that FTL has been traditionally dependent on,
such as banking and telecom, subdued demand from banking sector. Heightened competition and entry of several local players in the
e-payments space put pressures on margin as well. The Management believes that with new initiatives, product rationalization buoyed by
consistent increasing demand observed in sectors other than BFSI, this entity is well poised to reap in the benefits.

Considering the improvements in demand and recent initiatives e.g. cost rationalization, new technology upgrades, and investments into
new range of products, the management is of the view that the aforesaid situation was temporary in nature and is confident of inherent
value and future prospects of this entity. The overall scenario looks positive and stable and the recent trends noticed in 2018-19 (e.g. cost
rationalization, product portfolio diversification strategies etc.) are expected to continue in foreseeable future which would aid business
recoupment. Accordingly, the financials of FTL have been prepared on going concern basis.

69. Previous year figures have been regrouped/ reclassified, wherever necessary to conform to current year classification.

In terms of our report of even date


For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors
Firm Registration No. 012754N/N500016
Chartered Accountants M. C. TAHILYANI
Managing Director
Sarah George NIRMAL JAGAWAT DIN : 1423084
Partner Chief Financial Officer
Membership Number: 045255
PANKAJ KHATTAR JAI L. MAVANI
Company Secretary Director
Membership No : F5300 DIN : 5260191
Place: Mumbai Place: Mumbai
Date: 30th May, 2019 Date: 30th May, 2019

257
Forbes & Company Limited
CIN: L17110MH1919PLC000628
Registered Office: Forbes’ Building, Charanjit Rai Marg, Fort, Mumbai 400 001
Phone: +91 22 6135 8900 Fax: +91 22 6135 8901 E-mail: [email protected] Website: www.forbes.co.in

PROXY FORM
(Pursuant to Section 105(6) of the Companies Act, 2013 and Rule 19(3) of the Companies
(Management and Administration) Rules, 2014)

Name of the Member(s) :


Registered Address :
Email ID :
Folio No./Client ID :
DP ID :

I/We, being member(s) of ______________shares of Forbes & Company Limited, hereby appoint:

1. Name : ________________________________________________________________________________________________
Address : ________________________________________________________________________________________________
E-mail ID : ________________________________________________________________________________________________
Signature : ________________________________________________________ or failing him

2. Name : ________________________________________________________________________________________________
Address : ________________________________________________________________________________________________
E-mail ID : ________________________________________________________________________________________________
Signature : ________________________________________________________ or failing him

3. Name : ________________________________________________________________________________________________
Address : ________________________________________________________________________________________________
E-mail ID : ________________________________________________________________________________________________
Signature : ________________________________________________________________________________________________

as my/our proxy to attend and vote (on a poll) for me/us and on my /our behalf at 100th Annual General Meeting of the Company, to be
held at Indian Merchants’ Chambers, Walchand Hirachand Hall, IMC Building, 4th Floor, IMC Marg, Churchgate, Mumbai 400 020 on
Monday, August 26, 2019 at 4.00 p.m. and at any adjournment thereof in respect of such resolutions as are indicated below:

1. To consider and adopt:


a) the Audited Financial Statements of the Company for the Financial Year ended March 31, 2019 together with the Report of the
Board of Directors and the Auditors thereon; and
b) the Audited Consolidated Financial Statements of the Company for the Financial Year ended March 31, 2019.
2. To declare dividend of ` 2.50 (25%) per equity share for the Financial Year ended March 31, 2019 and Special Centenary Year Dividend
of ` 2.50 (25%) per equity share total amounting to ` 5.00 per equity share.
3. To appoint a Director in place of Mr. Shapoor P. Mistry (DIN: 00010114), who retires by rotation and being eligible, seeks re-appointment.
4. Ratification of the remuneration to be paid to M/s. Kishore Bhatia & Associates (Firm Registration No. 00294) for the Financial Year
2019-20.
Affix
Revenue
Signed this ______________ day of ___________ 2019 Stamp
Signature of the shareholder: ________________________

Signature of Proxy Holder(s): ________________________

Note: This form of proxy in order to be effective should be duly completed and deposited at the Registered Office of the Company, not
less than 48 hours before the commencement of the Meeting.

259
9300 copies of Annual Report for Financial Year 2018-19 were printed on recycled papers
Material Handling Solutions- Manipulator Industrial Automation: Control Panel Building

Four wheeler Vehicle Identi cation


Services Management Kiosk Passbook Printing Kiosk Passbook Printing Kiosk
Number marking by Laser

Chemical Tanker - Saranga Bank Account Opening Kiosk


Project Vicinia (MahaRERA Registration No. P51800002564)

Artist's impression. Not an actual image of site photograph for purposes of advertisement for sale

FORBES & COMPANY LIMITED


CIN : L17110MH1919PLC000628
Registered Ofce : Forbes’ Building, Charanjit Rai Marg, Fort, Mumbai - 400 001.
Tel.: +91 22 6135 8900 • Fax : +91 22 6135 8901 • Website : www.forbes.co.in

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