ANNUAL REPORT 2014-16

BLAZING NEW RECORDS

FOR THREE DECADES
CONTENT

Page Page

Chairman’s Message 1 Board’s Report 13

India’s Most Awarded Tyre Brand 2 Annexures I - IV to the Board’s Report 18

Forbes India Super 50 Company 3 Management Discussion and Analysis 35

New Product Launches 4 Corporate Governance 39

World-class Tyre Care 5 Auditors’ Report 50

Speciality Coatings 6 Balance Sheet 54

APRC/MRF Challenge 2015 7 Statement of Profit and Loss 55

AB de Villiers - MRF Brand Ambassador 8 Cash Flow Statement 56

ICC Global Partnership 9 Notes Forming Part of the Financial 57

Statements
Racing Ahead 10-11 Consolidated Financial Statements 86

Board of Directors 12 Form AOC-1 112

 CHAIRMAN’S MESSAGE

Dear Shareholder,
With the change in our financial year, we have had an extended financial period from October 2014 to
March 2016. This period was indeed challenging with the Automobile sector recording a lacklustre
performance. This was compounded by increased tyre production capacity being added by major players.
This scenario was further aggravated by significant import of Chinese truck radial tyres at prices far below
those of domestic manufacturers thereby impacting the industry.
The Automotive sector is seeing a revival in the last two quarters especially in the heavy commercial segment
and we are hopeful that this trend would continue in the coming year. MRF’s turnover grew to an
unprecedented Rs.22,495 crores for the 18 month period October 2014 - March 2016. MRF’s entrenched
position in the replacement market has been one major reason for our ability to do well even in such
adverse circumstances. MRF’s wide network, brand dominance and product superiority are major reasons for
our continued customer preference in the market. This was recognised by our peers when we were featured on
the Forbes India Super 50 list and the Brandz Top 50 list of India’s most valuable brands.
Now with our global footprint broadening, significant investments continued in brand building through
our sponsorship of the ICC Cricket World Cup fixtures.
Looking ahead, a growing economy coupled with our enhanced and upcoming production capacities should
see us not just safeguard our position but also gain new ground. It is here that our understanding of the
fast changing customer needs and our speed to market in addressing them with nimbleness, that will set us
apart from the others in the coming years.

K. M. Mammen
Chairman & Managing Director

1
INDIA’S MOST AWARDED TYRE
BRAND

India’s preferred tyre brand is also India’s most

awarded tyre brand and has been recognised for
communication excellence and brand value.
INDIAA AWARDS - MRF received the best campaign
award for the 2015 ICC World Cup “There’s a lot
riding on us” campaign.
BRANDZ-Top 50 - MRF was rated as one of India’s 50
most valuable brands.
FORBES INDIA SUPER 50 COMPANY

A focus on growth and innovation coupled with the

resilience to tide over tough times ensured that MRF
featured in the Forbes listing of India’s Super 50
Companies.
 NEW PRODUCT LAUNCHES

Passenger Car Radial:

MRF ZLX tubeless radials are designed for absolute
comfort and are perfect for long drives and
weekend getaways.

Farm Tyres:
MRF Shakti Life Plus tyres are designed for excellent
performance in the field and on the road. Its strong
casing increases the retreadability factor.

OTR:
Musclerok-I, Musclerok G-2 and Musclerok L-3 OTR
tyres are targeted at the port/container freight
stations, road construction and infrastructure
segments.

4
 MRF TireTok is a unique retail concept ouering the complete range of MRF tyres and tubes and a range of services for prem

F Musclezone is a state-of-the-art tyre servicing facility for commercial vehicles ouering services like Wheel Balancing, Nitrogen Filling and many m

MRF Tyredrome, Ernakulam is the ultimate destination

for vehicle care. With an impressive host of services
that range from robotic wheel alignment, diagnostic
wheel balancing and automated car wash with robotic
under chassis washing, MRF Tyredrome services are
tailored to ensure absolute safety and comfort ,
making every drive a dream.
 SPECIALITY COATINGS

MRF Corp Limited has undertaken a number of

projects with our premium products - AquaFresh,
MetalCoat and Acrylic SuperFine in addition to the
popular Wood Coatings range. These products have
found favour for their superior performance
characteristics along with high aesthetic value. The
company has expanded its dealer network by over 400
dealers and added around 30 premium dealers for their
"Colordrome" tinting system to provide over 3000
shades for the AquaFresh range of water-based PU
wall finishes.

6
 Team MRF created history by winning the prestigious
FIA Asia Pacific Rally Championship (APRC) for the 7th
time. In addition to this, Team MRF also scored an
emphatic victory in the Team Trophy and the
Manufacturers Championship.

event, is India’s fastest racing series featuring the MRF F2000 racing car. The 2015 edition of the MRF Challenge was held in Abu Dhabi, Bahrain and
AB de VILLIERS - MRF BRAND
AMBASSADOR

The world's leading batsman in Tests and ODIs, South Africa's AB de Villiers, was signed on as MRF’s brand ambassador. The popular S
The International Cricket Council (ICC) and MRF announced a four-year partnership with MRF Tyres as a Global Partner for ICC events
Association with the ICC and all its major tournaments presents a great opportunity for brand MRF to reach markets across the world
 RACING AHEAD

3410.27
6790.09

4513.40

3640.90

2853.56
1338.89
1226.80
2293.53

893.65
833.12 1686.44

1357.18
534.66 1116.55
981.91
398.48 820.05
260.96
211.39
99.81

‘06
Sep ‘07 ‘08 ‘09 ‘10 ‘11 ‘12 ‘13 ‘14 ‘16* ‘06 ‘07 ‘08 ‘09 ‘10 ‘11 ‘12 ‘13 ‘14 ‘16*
Sep Sep Sep Sep Sep Sep Sep Sep Mar Sep Sep Sep Sep Sep Sep Sep Sep Sep Mar

10
*For the 18 months period ended 31.03.2016

11
 RACING AHEAD

22495.36 6794.33

4517.64
14640.94

13444.75
13054.03
3645.14

10637.03

2857.80

8080.45
2297.77

6141.94
5715.52 1690.68
5036.75
1361.42
4233.66
1120.79
986.15
824.2
9

‘06 ‘07 ‘08 ‘09 ‘10 ‘11 ‘12 ‘13 ‘14 ‘16* ‘06 ‘07 ‘08 ‘09 ‘10 ‘11 ‘12 ‘13 ‘14 ‘16*
Sep Sep Sep Sep Sep Sep Sep Sep Sep Mar Sep Sep Sep Sep Sep Sep Sep Sep Sep Mar
*For the 18 months period ended 31.03.2016
 BOARD 0F DIRECTORS

K.M. MAMMEN
Chairman & Managing Director

ARUN MAMMEN
Managing Director

RAHUL MAMMEN MAPPILLAI

Whole-time Director

Dr. K. C. MAMMEN
ASHOK JACOB
V. SRIDHAR
VIJAY R. KIRLOSKAR
N. KUMAR
RANJIT I. JESUDASEN Company Secretary
RAVI MANNATH
Dr. SALIM JOSEPH
THOMAS JACOB KURIAN Auditors
SASTRI & SHAH, Chennai
M. MEYYAPPAN M.M. NISSIM & Co., Mumbai
Dr. CIBI MAMMEN
Registered Oflce:
AMBIKA MAMMEN
No.114, Greams Road, Chennai - 600 006.

12
 Ten Year Financial Summary 2014-16 2014 2013 2012 2011 2010 2009 2008 2007 2006
(` Crore) Sales 22495.36 14640.94 13444.75 13054.03 10637.03 8080.45 6141.94 5715.52 5036.75 4233.66
Other Income 210.92 73.47 37.40 39.73 33.14 29.13 34.40 40.83 24.17 27.07
Total Income 22706.28 14714.41 13482.15 13093.76 10670.17 8109.58 6176.34 5756.35 5060.92 4260.73
Profit before Taxation 3410.27 1338.89 1226.80 833.12 893.65 534.66 398.48 211.39 260.96 99.81
Provision for Taxation 1082.55 441.00 424.59 260.76 274.23 180.68 145.45 66.83 89.18 19.90
Profit after Taxation 2327.72 897.89 802.21 572.36 619.42 353.98 253.03 144.56 171.78 79.91
Share Capital 4.24 4.24 4.24 4.24 4.24 4.24 4.24 4.24 4.24 4.24
Reserves 6790.09 4513.40 3640.90 2853.56 2293.53 1686.44 1357.18 1116.55 981.91 820.05
Net Worth 6794.33 4517.64 3645.14 2857.80 2297.77 1690.68 1361.42 1120.79 986.15 824.29
Fixed Assets Gross 9205.63 6954.43 5834.14 5477.16 4874.07 3865.62 3020.57 2866.24 2289.77 1955.99

BOARD’S REPORT
Performance Overview
Your Directors have pleasure in presenting to you the Fifty Fifth
During the 18 months period ended 31st March, 2016, your
Annual Report and the Audited Financial Statements for the 18
Company’s total income increased to ` 22,706 crore from ` 14,714
months period ended 31st March, 2016.
crore in the previous 12 months period ended 30th September,2014.
As per section 2(41) of the Companies Act, 2013, all Companies are Across the board, there was an overall increase in production in all
required to have a uniform financial year ending 31st March of every segments adding up to a 9% increase in total tyre production. During
year. This requirement is to be complied within two years from the the period under review, the price of natural rubber and the fuel
commencement of the Companies Act, 2013. Therefore, the Board price have softened, resulting in lower raw material cost. Reduction
of Directors have extended the financial year that commenced on in material cost has been passed on to customers by way of selling
1st October 2014 to an eighteen months period ending 31st March, price reduction. This has finally resulted in lower top line growth.
2016 and the same has been approved by the Registrar of This apart, your Company could achieve improved results due to the
Companies, Chennai. Consequently,this Report which is attached to various initiatives taken to improve its operating efficiencies and
the financial statements is for a period of 18 months i.e., 1st also through the cost reduction measures undertaken over a period
October, 2014 to 31st March, 2016. Hence, the figures for the period of time.
under review are not comparable with the previous financial year
The Company’s exports stood at ` 1,856 crore for the 18 months
ended 30th September, 2014.
period ended 31st March, 2016 as against ` 1,332 crore for the 12
Financial Results (` months period ended 30th September, 2014.
Crore)
1st October, 2014 As required under Regulation 34 of the SEBI (Listing Obligations and
to 31st March, 1st October, 2013
Disclosure Requirements) Regulations, 2015, the management discussion
2016 to 30th September,
and analysis report is attached and forms part of this Annual Report.
[18 months period] 2014
[12 months
period]
Total Income 22706 14714 Dividend
Profit before tax 3410 1339 Two interim dividends of ` 3 each per share (30% each) for the 18
 months
Provision for taxation 1082 441 period ended 31st March, 2016 were declared by the Board of
Directors
Net Profit 2328 898 on 27th July,2015 and on 29th October,2015. The Board of Directors
is
now pleased to recommend a final dividend of ` 94 per share (940%)
Performance of Subsidiaries
on the paid up equity share capital of the Company, for
consideration and approval of the shareholders at the annual general The consolidated financial statements of the Company and its
meeting. With this, the total dividend for the entire 18 months subsidiaries, prepared in accordance with the Companies Act, 2013
period works out to ` 100 per share (1000%). The total amount of and applicable accounting standards form part of the Annual Report.
dividends aggregates to ` 42.41 Crore. The consolidated financial statements include the financial results of
its subsidiary companies.
The Directors recommend that after making provision for taxation,
debenture redemption reserve and proposed dividend, an amount Pursuant to the provisions of section 136 of the Companies Act,
of ` 2,284.62 Crore be transferred to general reserve. With this, the 2013, the financial statements, consolidated financial statements
Company’s Reserves and Surplus stands at ` 6,790.09 Crore. alongwith the relevant documents and audited accounts of
subsidiaries are available on the website of the Company.
Industrial Relations
A statement in Form AOC-1 containing the salient features of the
Overall, the industrial relations in all our manufacturing units had financial statements of the Company’s subsidiaries is attached with
been harmonious as well as cordial, except in Thiruvottiyur unit the financial statements. The statement also provides details of
wherein long- term wage settlement is pending. Efforts are being performance and financial position of the subsidiaries.
made to resolve the issue. Both production & productivity were
Directors’ Responsibility Statement
maintained at the desired satisfactory levels throughout the period
under review. As required under section 134(3)(c) of the Companies Act, 2013, your
Directors state that:
Prospects for the Current Year
a) In the preparation of the annual accounts, the applicable
Two successive monsoon failures has hit the automobile industry Accounting Standards have been followed and that there are no
quite hard in 2015-16, but Indian industry’s tenacity has seen off this material departures;
sluggish phase with optimism and a modest level of success despite
b) They have, in selection of the accounting policies, consulted the
the agrarian distress that characterized the period. Further, hopes of
statutory auditors and applied them consistently, making
recovery in the tyre industry are tied to a resurgence of growth in
judgments and estimates that are reasonable and prudent so as
the overall economy. The positive sentiment shown by the
to give a true and fair view of the state of affairs of the company
manufacturing sector in recent months will definitely have an impact
at the end of the financial year and of the profit and loss of the
on the demand in the tyre industry, both for the Original Equipment
Company for that period;
Manufacturer [OEM] and the Replacement markets. The increased
capacity built up by the various industry players will see heated c) Proper and sufficient care has been taken for the maintenance
competition with severe price discounting being the norm and it is of adequate accounting records in accordance with the
critical to protect your Company’s turf in the commercial tyres and provisions of the Act for safeguarding the assets of the
the two wheeler segments which will be under severe pressure. Company and for preventing and detecting fraud and other
irregularities;
A normal monsoon is predicted for the new season and it is believed
d) Annual accounts have been prepared on a going concern basis;
this will help the farm sector to show stronger performance in the
coming year, with an attendant spike in rural demand that will, e) Internal financial controls had been laid down and followed by
hopefully, help drive an all-round recovery in the next fiscal. With the company and such internal financial controls are adequate
the above, your Company hopes to record satisfactory results on and were operating effectively; and
account of MRF’s high brand preference and trust reposed by f) Proper systems to ensure compliance with the provisions of all
customers in MRF products.

14
applicable laws have been devised and such systems
were adequate and operating effectively.

1
Risk Management
The Companies Act, 2013 and the SEBI (Listing Obligations and
The Company has developed and implemented a risk management Disclosure Requirements) Regulations, 2015 prescribe gender diversity
policy for the Company including identification therein of elements in the Board. Accordingly, the Board has appointed Dr. (Mrs) Cibi
of risk, if any, which in the opinion of the Board may threaten the Mammen and Mrs. Ambika Mammen as additional directors of the
existence of the Company. The Board and the Audit Committee Company with effect from 12th February, 2015 and 23rd April, 2015,
periodically undertake a review of the major risks affecting the respectively and they will hold office till the ensuing annual general
Company’s business and also the policies/measures evolved to meeting. Notices along with the requisite deposit in terms of section
mitigate these risks. 160 of the Companies Act, 2013, have been received from members
proposing their candidature for the office of director, liable to retire
Adequacy of Internal Financial Control
by rotation, at the forthcoming annual general meeting of the
Your Company has in place, adequate internal financial controls with Company.
reference to financial statements, commensurate with the nature and
As required by section 152 of the Companies Act, 2013, Mr. Rahul
size of its business operations.
Mammen Mappillai, Whole-time Director of the Company, retires by
Conservation of Energy, Technology Absorption and Foreign Exchange rotation at the ensuing annual general meeting and is eligible for re-
Earnings and Outgo appointment.
Information as required to be given under section 134(3)(m) read The notice convening the annual general meeting includes the
with rule 8(3) of the Companies (Accounts) Rules, 2014 is provided in proposal for appointment/re-appointment of the above Directors.
Annexure I, forming part of this Report. The Company has received declarations of independence from all
Corporate Social Responsibility the Independent Directors confirming that they meet the criteria of
independence as prescribed under section 149(6) of the Companies
As required under section 135 of the Companies Act, 2013, the CSR Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements)
Policy was formulated by the CSR Committee and thereafter Regulations, 2015.
approved by the Board. CSR Policy is available on the Company’s
website http://www. mrftyres.com/downloads/download.php? Performance evaluation of the Board, its Committees and Directors
filename=csr-Policy.pdf. The Board of Directors has made a formal annual evaluation of its
own performance and that of its committees pursuant to the
The details of the CSR initiatives undertaken during the 18 months
provisions of the Companies Act, 2013. The evaluation was done
period ended 31st March, 2016 and other details required to be given
based on the evaluation criteria formulated by nomination and
under section 135 of the Companies Act, 2013 read with rule 8(1) of
remuneration committee which includes criteria such as fulfilment of
the Companies (Corporate Social Responsibility Policy) Rules, 2014
specific functions prescribed by the regulatory framework, adequacy
are given in Annexure II forming part of this Report. of board meetings, attendance and effectiveness of the deliberations
Board etc.,

Mr. K M Philip, Whole-time Director of the Company stepped down The Board and the nomination and remuneration committee also
from the Board of the Company with effect from 31st March, 2015 on carried out an evaluation of the performance of the individual
account of his advancing age. Mr. K M Philip has been on the Board directors (excluding the director who was evaluated) based on their
of MRF from its inception in 1961. The Board places on record its attendance, participation in deliberations, understanding the
sincere appreciation and gratitude to Mr. K M Philip for the valuable Company’s business and that of the industry and in guiding the
services rendered by him during his tenure on the Board and in his Company in decisions affecting the business and additionally in case
of independent directors based on the roles and responsibilities as
capacity as the Whole-time Director of the Company.
specified in Schedule IV of the Companies Act, 2013.
Corporate Governance compliance with the requirements of the Act.
In accordance with Regulation 34 of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, a Report on Corporate
Governance along with the Auditors’ Certificate confirming
compliance is attached and forms part of this Annual Report.
The information pertaining to the number of Board meetings held,
the constitution of the Audit Committee, Remuneration Policy of the
Company, criteria under section 178(3) of the Companies Act, 2013,
Related Party Transactions and the Vigil Mechanism under the
various provisions of the Companies Act, 2013, have been disclosed
in the Corporate Governance Report which forms part of this report.
Particulars of Employees
The disclosures pertaining to remuneration and other details of
directors and employees as required under section 197(12) of the
Companies Act, 2013 read with rule 5 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules,
2014 have been provided in the appendix forming part of this report.
Having regard to the provisions of section 136(1) read with its
relevant provisions of the Companies Act, 2013, the Annual Report
excluding the aforesaid information is being sent to the members of
the Company. The said information is available for inspection at the
Registered Office of the Company during working hours and any
member interested in obtaining such information may write to the
Company Secretary and the same will be furnished to the members.
The Company has put in place a formal policy in line with The Sexual
Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013. During the 18 months period under review, the
Company has not received any complaint under the Act.
Deposits
Your Company accepted deposits for an amount of ` 5.68 crore
during the 18 months period ended 31st March, 2016. Four deposits
aggregating
` 0.12 crore remain unclaimed as at the close of the 18 months
period ended 31st March, 2016.
There were no defaults in respect of repayment of any deposits or
payment of interest thereon during the 18 months period under
review. The Company has not accepted any deposits which are not in
Awards received during the period of the 56th annual general meeting of the Company.
Your Company won the Forbes Super 50 Company Award Cost Audit
and the Brandz Top 50 Award for being one of the
The Board of Directors, on the recommendation of the Audit
country’s most valuable brands, and has also been
Committee, has approved the re-appointment of Mr. C Govindan
awarded the “Top Export Award” by the Chemical And
Kutty, Cost
Allied Products Export Promotion Council, India (CAPEXIL)
and “Highest Export Award” by the All India Rubber
Industries Association for 2015-2016.
Auditors
As per the Companies Act, 2013, auditors are permitted to
hold office for a maximum period of 10 years continuously.
The law provides time of three years to comply with the
new requirements. Messrs. Sastri & Shah, Chennai and M M
Nissim & Co., Mumbai have been the Joint Statutory
Auditors of the Company for more than 10 years. In order
to comply with the requirements of law, Messrs. M M
Nissim & Co., Chartered Accountants, Mumbai, have
informed the Company that they do not wish to seek re-
appointment at the forthcoming annual general meeting.
The Board of Directors, on the recommendations of the
Audit Committee, at the meeting held on 3rd May, 2016,
have decided to recommend to the shareholders, the
appointment of Messrs. SCA AND ASSOCIATES, Mumbai
(Firm Regn. No. 101174W), as the Statutory Auditors of the
Company for a period of 5 years from the conclusion of the
Fifty Fifth annual general meeting until the conclusion of
the Sixtieth annual general meeting of the Company,
subject to ratification annually by shareholders, if
required by law. Messrs. SCA AND ASSOCIATES have given
their consent to act as Joint Statutory Auditors and have
also confirmed that their appointment, if made, shall be
in accordance with the provisions of the Companies Act,
2013.
The Board has also decided to recommend re-appointment
of Messrs. Sastri and Shah, Chennai (Firm Regn. No.
003643S), the other joint Statutory Auditor, who retire at
the conclusion of the forthcoming 55th annual general
meeting for a further period of one year till the conclusion
Accountant, as Cost Auditor of the Company for the financial year
During the period under review, there were no material and
ending 31st March, 2017, under section 148 of the Companies Act,
significant orders passed by the regulators or courts or tribunals
2013, and recommends ratification of his remuneration by the
impacting the going concern status and the Company’s operations in
shareholders at the ensuing annual general meeting.
future.
Secretarial Audit
Details of loans, guarantees and investments covered by the
Pursuant to provisions of section 204 of the Companies Act, 2013 provisions of section 186 of the Companies Act, 2013 are given in
read with Rule 9 of the Companies (Appointment and Remuneration Note 27 of the Notes to the financial statements.
of Managerial Personnel) Rules, 2014, your Company engaged the
Appreciation
services of Mr. K Elangovan, Elangovan Associates, Company
Secretaries, Chennai to conduct the Secretarial Audit of the Your Directors place on record their appreciation of the invaluable
Company for the 18 months period ended 31st March, 2016. The contribution made by the Company’s employees which made it
Secretarial Audit Report (in Form MR-3) is attached as Annexure-III, possible for the Company to achieve these results. They would also
to this Report. The Secretarial Auditor’s Report to the shareholders like to take this opportunity to thank customers, dealers, suppliers,
does not contain any qualification. bankers, financial institutions, business associates and valued
shareholders for their continued support and encouragement.
Voluntary Delisting of Company’s Equity Shares from the Madras
Stock Exchange Limited
Consequent to the decision taken by Madras Stock Exchange for On behalf of the Board of Directors,
voluntary de-recognition and exit as a Stock Exchange, the equity
shares of the Company have been removed from the list of Listed Chennai K M MAMMEN
Securities of Madras Stock Exchange with effect from 04th February, 3rd May, 2016 Chairman & Managing Director
2015.
Extract of Annual Return
An extract of Annual Return in Form MGT-9 as on 31st March, 2016 is
attached as Annexure-IV to this Report.
Extension of Annual General Meeting
Consequent to the approval granted by the Registrar of Companies,
Chennai for extending the financial year of the Company to 31st
March, 2016, Registrar of Companies has vide order dated 20th
November, 2015, granted extension of time for conduct of the annual
general meeting of the Company by 3 months.
Other Matters
There are no material changes and commitments affecting the
financial position of the Company between the 18 months period
ended 31st March, 2016 and the date of this Report.
ANNEXURE I TO THE BOARD’S REPORT
c) Usage of energy efficient screw type compressors
A. CONSERVATION OF ENERGY with heat recovery has improved the specific power
In our endeavour to conserve energy, we have a continual consumption in compressed air generation.
program to reduce specific consumption of fuel and power. (ii) Steps taken by the Company for utilizing alternative
Benchmarking of best performance of previous year is done and source of energy:
same is used for setting targets. Energy management systems are
In order to reduce its carbon footprint your Company is
being introduced in plants. Focus on renewable energy and
continuously exploring and using alternate or renewable
alternate sources of energy are being explored.
sources of power:
(i) The steps taken or impact on energy conservation:
a) Power purchase from open access using power
Steam consumption optimization by reducing steam loss in exchanges.
distribution is a focus area. The following measures have
b) Feasibility studies are being done to increase
been implemented to reduce specific steam consumption:
generation for captive wind mills.
a) Use of advanced condition monitoring tools for
c) Usage of Skylight in structures to reduce day time
Steam distribution systems has been implemented at
lighting power consumption.
all manufacturing facilities to identify area of
improvement in insulation. Evaluation and use of d) Solar Photovoltaic Cells based street lighting has
better insulation materials/methods are carried out to been used in some manufacturing facilities.
minimize heat loss in insulation. (iii) Capital Investment on energy conservation projects:
b) Energy Management system (ENMS) installed to Investments have been carried for implementing energy
monitor & benchmark of steam consumption at sub- conservation proposal which have significant long-term
plant and equipment level. This is used to study impact wherein the technology change is required.
impact of energy conservation measures such as
change in curing specifications, improvement of Capital projects to ensure fuel and power savings has
insulation or traps & utilization of presses. been implemented as listed below:

c) Improvements on steam generations systems such as a) Minimization of boiler blow down loss through use of
preheating of air for combustion and increase feed reverse osmosis treatment for boiler feed water.
water temperature in boilers from waste heat b) Variable frequency drive from hot water system pumps
recovery have been implemented to improve in tyre curing.
efficiencies in steam generation. c) Installation of energy efficient screw type air
Power consumption reduction is monitored by major compressors.
equipment wise and area wise. The following measures d) Waste heat recovery from air compressor for boiler
were implemented to reduce specific power consumption: feed water preheating.
a) LED/Induction lamp fittings are being used at plants.
Other ongoing energy conservation proposals are as
b) Usage of VFD drives in auxiliary equipment in follows:
significant power consumption area such as rubber
i) Rationalization of steam piping size to reduce
mixing and extrusion.
steam loss in distribution.
 ii) Nitrogen purging to eliminate steam usage for
c) New product development:
condensate evacuation in tyre curing.
Development of new design and usage of advanced
iii) Reduction of compressed air usage in mixing
materials has resulted in development of new
through hydraulic ram.
product to meet the stringent customer
B. TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATIONS requirements.
1. Efforts made towards technology absorption, adaptation d) Import substitution:
and innovation. Usage of indigenous materials and process
a) Evaluation of new generation materials: equipments have helped in replacing imported
New generation materials are evaluated and materials and resulted in substantial cost savings.
adapted in our formulations to achieve special 3. Details of imported technology (Imported during last 3
properties to meet the specific requirements of the years
customers. reckoned from the begining of the financial year): N.A.
b) New product development: 4. Expenditure incurred on Research and Development:
(` in Crore)
New products are developed to meet stringent 1 October, 2014 to
st
1st October,
requirement of various customers by introducing 2013 31st March, 2016 to 30th September,
new designs and new materials. 2014 [18 months period] [12 months
c) New process development: R&D period]
Expenses

New process techniques are adapted to reduce sources has helped in reducing the cost. Improvements
energy consumption, increase productivity and to achieved in power & fuel consumption, higher machine
improve consistency of the process. utilization and reduction in waste loss have yielded cost
d) Modernization of machinery: reduction.

Modernization of machinery is done to achieve

higher level of accuracy and to improve
productivity. Manufacturing process is being
automated to reduce manual intervention and to
improve quality.
2. Benefits derived as a result of the above efforts.
a) Product improvement:
Development of new formulation, new designs and new
process techniques has improved the product
performance.
b) Cost reduction:
Usage of advanced raw materials and new material
(a) Capital 6.34 5.44
(b) Recurring 48.55 28.64
Total 54.89 34.08
C. FOREIGN EXCHANGE EARNINGS & OUTGO
(` in Crore)
1st
Octo
ber,
2014
to
31st
Marc
h,
2016
[18 months period]
Foreign Exchange Earnings:
FOB Value of Exports 1,666.49
Freight & Insurance 20.67
Dividend 0.05
Others 2.99
1,690.20
Foreign Exchange Outgo: 4,992.73

On behalf of the Board of Directors,

Chennai K M MAMMEN
3rd May, 2016 Chairman & Managing Director
ANNEXURE II TO THE BOARD’S REPORT
ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY (CSR) ACTIVITES
1. A brief outline of the Company’s CSR policy, including overview of projects or programs proposed to be undertaken and a reference to the web-
link to the CSR policy and projects or programs:
The CSR activities carried out by the Company are in accordance with the CSR Policy, as formulated by the CSR Committee and approved by the
Board. Our broad objectives, as stated in our CSR Policy, includes supporting causes concerning healthcare, education, rural development, skill
development and sports training. The CSR policy is available in the Company’s website and Web-link is: http:
//www.mrftyres.com/download.php?filename=csr- policy.pdf.
2. The Composition of the CSR
Committee: Mr. K M Mammen –
Chairman
Mr. Arun Mammen – Member
Mr. Rahul Mammen Mappillai –
Member Mr. Ranjit I Jesudasen –
Member
3. Average net profit of the Company for last three financial years : ` 1127.26 Crore.
4. Prescribed CSR Expenditure (two per cent of the average net profit of the last three financial years): ` 22.55 Crore.
5. Details of CSR spent during the 18 months period ended 31/03/2016:
(a) Total amount spent for the 18 months period ended 31/03/2016 : ` 9.09 Crore.
(b) Amount unspent, if any; : ` 13.46 Crore.
(c) Manner in which the amount spent during the 18 months period ended 31/03/2016 is detailed below:
(` in Crore)
S. CSR Project or activity Sector in which Projects or programs Amount Amount spent on the Cumulative Amount spent:
No identified the project is (1) Local area or other outlay project or programs expenditure Direct or through
covered (budget) Sub heads: upto the implementing agency
(2) Specify the state
and district where project or (1)Direct expenditure reporting
programs on project or period
projects or programs was
undertaken wise programs
(2)Overheads
1 Providing training to fast Sports Chennai (Tamil Nadu) 7.28 4.76 4.76 Direct - 4.76
bowlers.
2 Training for under priveleged Vocational Skills Chennai (Tamil Nadu) 1.80 1.65 1.65 Direct - 1.65
youngsters to become
commercial vehicle drivers.
 (` in Crore)
S. CSR Project or activity Sector in which Projects or programs Amount Amount spent on the Cumulative Amount spent:
No identified the project is (1) Local area or other outlay project or programs expenditure Direct or through
covered (budget) Sub heads: upto the implementing agency
(2) Specify the state
and district where project or (1)Direct expenditure reporting
programs on project or period
projects or programs was
undertaken wise programs
(2)Overheads
3 Promote health care activities Promoting health Chennai (Tamil Nadu) 1.00 1.00 1.00 Through implementing
including health care for care including agency – 1.00
children and also organize preventive health MIOT International
preventive health care care Hospital Limited
programmes such as free
medical consultation camps
and conduct health check ups
for various categories of
people.
4 Organize preventive health Promoting health Chennai (Tamil Nadu) 0.50 0.50 0.50 Through implementing
care programmes such as care including agency – 0.50
conducting medical camps preventive health Madras Medical Mission
and conduct of health check care & Promotion
ups. Construction of hostel of Education
building for health care
students etc.,
5 Renovation of pre-school class Promotion of Chennai (Tamil Nadu) 0.50 0.50 0.50 Through implementing
rooms in the existing school education agency – 0.50
building at Sishya School, KIT Thomas Educational
Chennai. Society

6 Support Complicated Major Promoting health Chennai (Tamil Nadu) 0.50 0.50 0.50 Through implementing
Eye Surgeries (Both pre- care including agency – 0.50
operative and post-operative preventive health Contribution to the
care) to be performed on poor care corpus of “Free eye
and indigent persons. surgeries and running
hospital” project of
Sankara Nethralaya, a
unit of Medical
Research Foundation.
 (` in Crore)
S. CSR Project or activity Sector in which Projects or programs Amount Amount spent on the Cumulative Amount spent:
No identified the project is (1) Local area or other outlay project or programs expenditure Direct or through
covered (budget) Sub heads: upto the implementing agency
(2) Specify the state
and district where project or (1)Direct expenditure reporting
programs on project or period
projects or programs was
undertaken wise programs
(2)Overheads
7 Reconstructive Surgery which Promoting health Chittoor (Andhra Pradesh) 0.038 0.038 0.038 Through implementing
includes Pre and post-operative care including agency - 0.038
care for people affected by preventive health Swiss Emmaus Leprosy
leprosy. care Work India
8 Construction of new school Promotion of Harbour (Goa) 0.25 0.10 0.10 Through implementing
building near our Goa Factory. education agency - 0.10
Shree Susenashram
Vidyalaya
9 Completion of Panchayath Rural development Goa 0.13 - - Direct (Expenditure will
building of Usgao Panchayat at projects be incurred in 2016-
near to our Goa Factory. 2017
10 Donation of ambulance vehicle Promoting health Medak (Telangana) 0.04 0.04 0.04 Direct - 0.04
to Government Area Hospital care
near our factory at Medak,
Telengana.
6. Reasons for not spending the amount during the 18 months period ended 31.03.2016:
Much prior to the coming into force of the provisions of CSR under the Companies Act, 2013, the Company has been engaging in socially
relevant projects viz, MRF Pace Foundation (which provides training for promising youngsters to become pace bowlers of a national and
international standard) and MRF Institute of Driver Development (which trains under privileged youngsters to become competent drivers).While
these ongoing projects were continued under the new regulatory frame work, the Company took time to identify other new CSR projects for
implementation. The Company was able to finalise the new CSR projects and firm up the implementation mechanism by July / August of 2015.
Despite the initial delays encountered, the Company could successfully implement a number of projects as per the focus areas identified and
spent a total sum of
` 9.09 crore. Being the first accounting period of the implementation of the CSR under the provisions of the Companies, 2013, and with the
experience gained during the above period, the Company will take necessary steps to carry out the projects already taken up as well as new
projects that may be identified for implementation during the coming years.
7. The CSR Committee confirms that the implementation and monitoring of the CSR Policy is in compliance with the CSR objectives and Policy of your
Company.

Chennai Arun Mammen K M Mammen

3rd May, 2016 Managing Director Chairman & Managing Director
and Chairman of CSR
Committee
ANNEXURE III TO THE BOARD’S REPORT regulations made thereunder to the extent of Foreign Direct Investment,
Overseas Direct Investment and external commercial borrowings;
FORM NO. MR - 3
SECRETARIAL AUDIT REPORT
FOR THE 18 MONTHS PERIOD ENDED 31ST MARCH, 2016
(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,
The Members,
MRF LIMITED, Chennai - 600 006.
I have conducted the secretarial audit of the compliance of
applicable statutory provisions and the adherence to good corporate
practices by MRF LIMITED (CIN: L25111TN1960PLC004306)
(hereinafter called the Company). Secretarial Audit was conducted
in a manner that provided me a reasonable basis for evaluating the
corporate conducts/statutory compliances and expressing my opinion
thereon.
Based on my verification of the MRF LIMITED‘s books, papers,
minutes books, forms and returns filed and other records maintained
by the company and also the information provided by the company,
its officers, agents and authorized representatives during the
conduct of secretarial audit, I hereby report that in my opinion, the
Company has, during the audit period covering the 18 months period
ended has proper Board – processes and compliance mechanism in
place to the extent, in the manner and subject to the reporting
made hereunder.
I have examined the books, papers, minutes books, forms and
returns filed and other records maintained by MRF LIMITED for the 18
months period ended on 31st March, 2016 according to the provisions
of:
(i) The Companies Act, 2013 (the Company) and rules made
thereunder;
(ii) The Securities Contracts (Regulation) Act, 1956 and the rules
made thereunder;
(iii) The Depositories Act, 1996 and the Regulations and bye-laws
framed thereunder;
(iv) Foreign Exchange Management Act, 1999 and the rules and
(v) The following Regulations and Guidelines prescribed I have reviewed the systems and mechanisms established by the
under the Securities and Exchange Board of India Company for ensuring compliance under applicable Acts, Rules,
Act, 1992: Regulations and other legal requirements of the Central, State and
a) The Securities and Exchange Board of India other Government and local authorities concerning the business and
(Substantial Acquisition of Shares and affairs of the Company categorized under the following major
Takeovers) Regulations, 2011; heads/groups, and report that there are adequate system and
b) The Securities and Exchange Board of India processes in the Company, commensurate with the size and
(Prohibition of Insider Trading) Regulations, 1992 operations of the Company to monitor and ensure compliance with
and the Securities and Exchange Board of India applicable laws, rules, regulations and guidelines:
(Prohibition of Insider Trading) Regulations, 2015;
c) The Securities and Exchange of Board of India
(Issue of capital and disclosure requirements)
Regulations, 2009;
d) The Securities and Exchange Board of India
(Employee Stock Option Scheme and Employee
Stock Purchase Scheme) Guidelines, 1999 and
The Securities and Exchange Board of India
(Share Based Employee Benefits) Regulations,
2014;
e) The Securities and Exchange Board of India
(Issue and listing of debt securities)
Regulations, 2008;
f) The Securities and Exchange Board of India
(Registrars to an issue and Share Transfer
Agents) Regulations, 1993 regarding the
Companies Act and dealing with client;
g) The Securities and Exchange Board of India
(Delisting of Equity Shares) Regulations, 2009;
and
h) The Securities and Exchange Board of India
(Buy Back of Securities) Regulations, 1998.
I have also examined compliance with the applicable clauses of the
following:
1. Secretarial Standards issued by the Institute of
Company Secretaries of India;
2. The Listing Agreements entered into by the Company
with Bombay Stock Exchange Ltd. and National Stock
Exchange Ltd.;
3. The Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements)
Regulations, 2015.
During the period under review, the Company has
complied with the provisions of the Act, Rules,
Regulations, Guidelines, Standards etc., mentioned above.
1. Factories Act, 1948;
This report is to be read with my testimony of even date which is
2. Labour laws and other incidental laws related to labour and
annexed as Annexure A and forms an integral part of this report.
employees appointed by the Company including those on
contractual basis as relating to wages, gratuity, prevention of
sexual harassment, dispute resolution, welfare, provident fund,
insurance, compensation etc.; Annexure A
3. Industries (Development & Regulation) Act, 1991;
4. Acts relating to consumer protection; To,
5. Acts and Rules prescribed under prevention and control of The Members,
pollution; MRF LIMITED, Chennai - 600 006.
6. Acts and Rules relating to environmental protection and energy
conservation; Our report of even date is to be read along with this letter.
7. Acts and Rules relating to hazardous substances and chemicals;
1. Maintenance of secretarial record is the responsibility of the
8. Acts and Rules relating to electricity, fire, petroleum, motor
management of the Company. Our responsibility is to express
vehicles,
an opinion on these secretarial records based on our audit.
explosives, boilers etc.;
9. Acts relating to protection of IPR; 2. We have followed the audit practices and processes as were
10. Land revenue laws; and appropriate to obtain reasonable assurance about the
11. Other local laws as applicable to various plants and offices. correctness of the contents of the secretarial records. The
I further report that - verification was done on test basis to ensure that correct facts
are reflected in secretarial records. We believe that the
The Board of Directors of the Company is duly constituted with processes and practices, we followed provide a reasonable
proper balance of Executive Directors, Non-Executive Directors and basis for our opinion.
Independent Directors. The changes in the composition of the Board
of Directors that took place during the period under review were 3. We have not verified the correctness and appropriateness of
carried out in compliance with the provisions of the Act including financial records and books of account of the Company.
appointment of Women Director.
4. Wherever required, we have obtained the management
Adequate notice is given to all directors to schedule the Board representation about the compliance of laws, rules and
Meetings, agenda and detailed notes on agenda were sent at least regulations and happening of events etc.
seven days in advance, and a system exists for seeking and obtaining
further information and clarification on the agenda items before the 5. The compliance of the provisions of corporate and other
meeting and for meaningful participation at the meeting. All applicable laws, rules, regulations, standards is the
decisions are carried out unanimously as recorded in the minutes of responsibility of management. Our examination was limited to
the Meeting. the verification of procedures on test basis.
I further report that there are adequate systems and processes in the 6. The secretarial audit report is neither as assurance as to the
Company commensurate with the size and operations of the Company future viability of the Company nor of the efficacy or
to monitor and ensure compliance with applicable laws, rules, effectiveness with which the management has conducted the
regulations and guidelines. affairs of the Company.
I further report that during the audit period the Company has passed
special resolutions in the annual general meeting dated 12.02.2015
under section 180(1)(a) and 180(1)(c) of the Companies Act, 2013, in
respect of borrowing monies beyond prescribed limits and creating
charge over the assets of the Company, respectively.
 K.
ELANGOVAN K. ELANGOVAN
Place: Chennai Company Secretary in Place: Chennai Company Secretary in
Practice Date: 3rd May, 2016 FCS No.1808, CP No. 3552 Practice Date: 3rd May, 2016 FCS No.1808, CP No. 3552
ANNEXURE IV TO THE BOARD’S
REPORT
FORM NO. MGT 9
EXTRACT OF ANNUAL RETURN
For 18 months period ended 31.03.2016
[Pursuant to Section 92 (3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management & Administration) Rules, 2014.]
I REGISTRATION & OTHER DETAILS
i CIN L25111TN1960PLC004306
ii Registration Date 5th November, 1960
iii Name of the Company MRF LIMITED
iv Category/Sub-category of Public Company / Limited by Shares
the Company
v Address of the Registered No. 114, Greams Road, Chennai - 600 006 Tel: 044-28292777, Fax: 044-28295087
Office & contact details e-mail: [email protected]
vi Whether listed Company Yes
vii Name, Address & contact IN HOUSE SHARE REGISTRY
details of the Registrar & MRF Limited
Transfer Agent, if any. No. 114, Greams Road, Chennai - 600 006 Tel: 044-28292777, Fax: 044-28295087, e-mail: [email protected]

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:
Sl. Name & Description of NIC Code of the Product /service % to total turnover of the Company
No. main products/services
1 Manufacture and sale of 221 100%
Automotive Tyres, Tubes,
Flaps etc.,

III PARTICULARS OF HOLDING, SUBSIDIARY & ASSOCIATE COMPANIES

Sl. Name & Address of CIN/GLN Holding/Subsidiary/ % of Applicable
No. the Company Associate Shares held Section
1 MRF Corp Ltd. U65929TN1985PLC012156 Wholly Owned Subsidiary 100% 2(87)
2 MRF International Ltd. U25111TN1992PLC023695 Subsidiary Company 95% 2(87)
3 MRF Lanka (P) Ltd. Company Incorporated Outside India Wholly Owned Subsidiary 100% 2(87)
4 MRF SG Pte Ltd. Company Incorporated Outside India Wholly Owned Subsidiary 100% 2(87)
IV SHAREHOLDING PATTERN (Equity Share capital breakup as % of total Equity)
(i) Category-wise Shareholding
Category of Shareholder’s No. of Shares held as on 01-10-2014 No. of Shares held as on 31-03-2016 % change
Demat Physical Total % of Total Demat Physical Total % of Total during the
Shares Shares period ended
31.03.2016
A. Promoters
(1) Indian
a) Individual/HUF 560121 134 560255 13.21 552955 34 552989 13.04 (0.17)
b) Central Govt. / State Govt.(s) - - - - - - - - -
c) Bodies Corporates 577903 - 577903 13.63 590996 - 590996 13.93 0.30
d) Banks/FI - - - - - - - - -
e) Any other - - - - - - - - -
SUB-TOTAL: (A) (1) 1138024 134 1138158 26.84 1143951 34 1143985 26.97 0.13
(2) Foreign
a) NRI- Individuals 19619 - 19619 0.46 22095 - 22095 0.52 0.06
b) Other Individuals - - - - - - - - -
c) Bodies Corporates - - - - - - - - -
d) Banks/FI - - - - - - - - -
e) Any other - - - - - - - - -
SUB-TOTAL: (A) (2) 19619 - 19619 0.46 22095 - 22095 0.52 0.06
Total Shareholding of Promoter 1157643 134 1157777 27.30 1166046 34 1166080 27.49 0.19
(A)= (A)(1)+(A)(2)
B. Public Shareholding
(1) Institutions
a) Mutual Funds/UTI 259853 100 259953 6.13 305844 100 305944 7.21 1.08
b) Banks/FI 11940 1533 13473 0.32 6798 1533 8331 0.20 (0.12)
c) Central Govt. - - - - - - - - -
d) State Govt.(s) - - - - - - - - -
e) Venture Capital Funds - - - - - - - - -
f) Insurance Companies 151399 - 151399 3.57 147513 - 147513 3.48 (0.09)
g) FII’s 323727 100 323827 7.64 360060 100 360160 8.49 0.85
h) Foreign Venture Capital Funds - - - - - - - - -
i) Others (specify) - - - - - - - - -
SUB-TOTAL (B)(1): 746919 1733 748652 17.65 820215 1733 821948 19.38 1.73
(2) Non-Institutions
a) Bodies Corporate
i) Indian 424274 663815 1088089 25.66 368432 663567 1031999 24.33 (1.33)
ii) Overseas - - - - - - - - -
b) Individuals
i) Individual shareholders holding nominal 669397 187533 856930 20.21 676418 169003 845421 19.93 (0.28)
share capital upto ` 1 lakh
ii) Individual shareholders holding nominal 29000 360695 389695 9.19 15000 360695 375695 8.86 (0.33)
share capital in excess of ` 1 lakh
c) Others (specify) - - - - - - - - -
SUB-TOTAL (B)(2) 1122671 1212043 2334714 55.05 1059850 1193265 2253115 53.13 (1.92)
Total Public Shareholding 1869590 1213776 3083366 72.70 1880065 1194998 3075063 72.51 (0.19)
(B)= (B)(1)+(B)(2)
C. Shares held by Custodian for GDRs & - - - - - - - - -
ADRs
Grand Total (A+B+C) 3027233 1213910 4241143 100.00 3046111 1195032 4241143 100.00 -
(ii) Shareholding of Promoters
Sl. Shareholder’s Name Shareholding as on 01.10.2014 Shareholding as on 31.03.2016 % change in
No. shareholding during
the period ended
31.03.2016
No. of shares % of total shares % of shares pledged / No. of shares % of total shares % of shares pledged /
of the Company encumbered to total of the Company encumbered to total
shares shares
1 Mr. K M MAMMEN 16048 0.38 - 16048 0.38 - -
2 Mrs. AMBIKA MAMMEN 2489 0.06 - 2489 0.06 - -
3 Mr. RAHUL MAMMEN MAPPILLAI 4538 0.11 - 4538 0.11 - -
4 Mr. SAMIR THARIYAN MAPPILLAI 4470 0.11 - 4470 0.11 - -
5 Mrs. MEERA MAMMEN 15840 0.37 - 15840 0.37 - -
6 Mr. VARUN MAMMEN 8706 0.21 - 8706 0.21 - -
7 Mrs. ADITI MAMMEN 4741 0.11 - 4741 0.11 - -
8 Mr. ARUN MAMMEN 27560 0.65 - 27560 0.65 - -
9 Mrs. CIBI MAMMEN 500 0.01 - 500 0.01 - -
10 Mrs. RAMANI JOSEPH 2509 0.06 - 2509 0.06 - -
11 Mr. KIRAN JOSEPH 2100 0.05 - 2100 0.05 - -
12 Mr. JOSEPH K S 905 0.02 - 905 0.02 - -
13 Mrs. ANNU KURIEN 12640 0.30 - 12640 0.30 - -
14 Mrs. MARY KURIEN 10839 0.26 - 10839 0.26 - -
15 Mrs. SARAH THOMAS 12664 0.30 - 12664 0.30 - -
16 Mrs. ANNAMMA PHILIP 15293 0.36 0.15 13793 0.33 0.13 (0.04)
17 Mr. MAMMEN PHILIP 15483 0.37 - 13906 0.33 - (0.04)
18 Mr. PETER PHILIP 2352 0.06 - 2352 0.06 - -
19 Mrs. MEERA PHILIP 33627 0.79 - 33627 0.79 - -
20 Mr. ADITH POULOSE MAMMEN 1500 0.04 - 1635 0.04 - -
21 Ms. RADHIKA MARIA MAMMEN 100 - - 100 - - -
22 Mr. ROHAN MATHEW MAMMEN 1635 0.04 - 1635 0.04 - -
23 Mrs. THANGAM MAMMEN 5981 0.14 - 5981 0.14 - -
24 Mr. CHALAKUZHY POULOSE MAMMEN 1165 0.03 - 1030 0.02 - -
25 Mr. PHILIP MATHEW 11762 0.28 - 11762 0.28 - -
26 Mrs. BINA MATHEW 1568 0.04 - 1568 0.04 - -
27 Mr. AMIT MATHEW 4520 0.11 - 4520 0.11 - -
28 Mr. RIYAD MATHEW 4520 0.11 - 4520 0.11 - -
29 Ms. SHREYA JOSEPH 5120 0.12 - 5120 0.12 - -
30 Mr. MAMMEN MATHEW 11015 0.26 - 11015 0.26 - -
31 Mrs. PREMA MAMMEN MATHEW 10881 0.26 - 10881 0.26 - -
32 Mr. JAYANT MAMMEN MATHEW 2190 0.05 - 2190 0.05 - -
33 Ms. MARIAM MAMMEN MATHEW 100 - - 100 - - -
34 Mr. JACOB MATHEW 20977 0.49 - 20977 0.49 - -
35 Mrs. AMMU MATHEW 2650 0.06 - 2650 0.06 - -
36 Mr. HARSHA MATHEW 1250 0.03 - 1250 0.03 - -
37 Ms. MALINI MATHEW 1800 0.04 - 1800 0.04 - -
38 COMPREHENSIVE INVESTMENT AND FINANCE COMPANY PVT. LTD. 437243 10.31 - 438414 10.34 - 0.03
39 PENINSULAR INVESTMENTS PRIVATE LIMITED 120369 2.84 - 123497 2.91 - 0.07
40 Mr. MAMMEN EAPEN 4128 0.10 - 4128 0.10 - -
41 Mrs. OMANA MAMMEN 4703 0.11 - 4703 0.11 - -
42 Ms. SHILPA MAMMEN 4650 0.11 - 4660 0.11 - -
43 Ms. SHIRIN MAMMEN 5900 0.14 - 5900 0.14 - -
44 Mrs. SARA LUKOSE 4168 0.10 - 4168 0.10 - -
45 Mrs. GEETHA ZACHARIAH 4029 0.09 - 4029 0.09 - -
46 Mrs. MEERA NINAN 4081 0.10 - 4081 0.10 - -
47 Mrs. SUSY THOMAS 5278 0.12 - 5278 0.12 - -
48 Ms. ANNA THOMAS CHACKO 2541 0.06 - 2541 0.06 - -
49 Mr. MAMMEN VARGHESE 9000 0.21 - 14700 0.35 - 0.14
50 Mrs. ASWATHY VARGHESE 7840 0.18 - 6150 0.15 - (0.03)
51 Ms. ROSHIN VARGHESE 3779 0.09 - 3779 0.09 - -
52 Mrs. SUSAN KURIAN 7450 0.18 - 7450 0.18 - -
53 Ms. HANNAH KURIAN 600 0.01 - 600 0.01 - -
54 Mrs. TARA JOSEPH 100 - - 100 - - -
55 Ms. REBECCA JOSEPH 350 0.01 - 350 0.01 - -
Sl. Shareholder’s Name Shareholding as on 01.10.2014 Shareholding as on 31.03.2016 % change in
No. shareholding during
the period ended
31.03.2016
No. of shares % of total shares % of shares pledged / No. of shares % of total shares % of shares pledged /
of the Company encumbered to total of the Company encumbered to total
shares shares
56 Mrs. SOMA PHILIPS 2800 0.07 - 2000 0.05 - (0.02)
57 Mr. PETER K PHILIPS 1541 0.04 - 2341 0.06 - 0.02
58 Dr. GEORGE K PHILIPS 41 - - 41 - - -
59 Mr. JOSEPH KANIANTHRA PHILIPS 1000 0.02 - 1000 0.02 - -
60 Mrs. ELIZABETH JACOB MATTHAI 4000 0.09 - 4000 0.09 - -
61 Mrs. THANKAMMA JACOB 16096 0.38 - 16096 0.38 - -
62 Mrs. BEEBI MAMMEN 20237 0.48 - 20237 0.48 - -
63 Mr. JACOB MAMMEN 35111 0.83 - 35111 0.83 - -
64 Mr. ROY MAMMEN 11458 0.27 - 11458 0.27 - -
65 Mrs. RACHEL KATTUKARAN 2587 0.06 - 2587 0.06 - -
66 Mrs. ACCAMMA KURUVILLA 2481 0.06 - 2448 0.06 - -
67 Mrs. ANITA MANI 1544 0.04 - 1544 0.04 - -
68 Mrs. USHA EAPEN GEORGE 1329 0.03 - 1329 0.03 - -
69 Mr. VIKRAM KURUVILLA 200 - - 200 - - -
70 Mr. KANDATHIL MATHEW JACOB 28 - - 28 - - -
71 Mrs. ASHWATHI JACOB 251 0.01 - 251 0.01 - -
72 Mr. M A MATHEW 6595 0.16 - 6595 0.16 - -
73 Mrs. SHONA BHOJNAGARWALA 50 - - 50 - - -
74 Mrs. PREMINDA JACOB 98 - - 98 - - -
75 Mrs. MARIEN MATHEW 160 - - 160 - - -
76 Mrs. LATHA MATTHEW 6023 0.14 - 6023 0.14 - -
77 Miss. NISHA SARAH MATTHEW 164 - - 164 - - -
78 Miss. NITHYA SUSAN MATTHEW 169 - - 169 - - -
79 Mrs. SHANTA MAMMEN 4438 0.10 - 4438 0.10 - -
80 Mr. GEORGE MAMMEN 2308 0.05 - 2308 0.05 - -
81 Dr. ANNA RAPHAEL 258 0.01 - 258 0.01 - -
82 Mr. MICAH MAMMEN PARAMBI 100 - - 100 - - -
83 Miss. MARIA MAMMEN 84 - - 84 - - -
84 Ms. MARIKA MAMMEN APPIAH 100 - - 100 - - -
85 Mr. ASHOK KURIYAN 1871 0.04 - 1871 0.04 - -
86 Mrs. SARA KURIYAN 1873 0.04 - 1873 0.04 - -
87 Mr. KIRAN KURIYAN 399 0.01 - 399 0.01 - -
88 Mr. ZACHARIAH KURIYAN 3411 0.08 - 3411 0.08 - -
89 Mrs. REENU ZACHARIAH 517 0.01 - 517 0.01 - -
90 Mr. K Z KURIYAN 650 0.02 - 650 0.02 - -
91 Mr. K K MAMMEN MAPPILLAI 7399 0.17 - 7399 0.17 - -
92 Mrs. GEETHA MAMMEN 250 0.01 - 250 0.01 - -
93 DEVON MACHINES PVT. LTD. 1000 0.02 - 1000 0.02 - -
94 M M HOUSING PRIVATE LIMITED 179 - - 179 - - -
95 MAMMEN MAPPILLAI INVESTMENTS LTD. 1209 0.03 - 1209 0.03 - -
96 THE MALAYALA MANORAMA COMPANY LIMITED 6109 0.14 - 6109 0.14 - -
97 BADRA ESTATES AND INDUSTRIES LIMITED 7180 0.17 - 7180 0.17 - -
98 Mr. ARJUN JOSEPH 2100 0.05 - 2100 0.05 - -
99 Mrs. SUSAN ABRAHAM 138 - - 138 - - -
100 M. M. PUBLICATIONS LIMITED 300 0.01 - 300 0.01 - -
101 STABLE INVESTMENTS AND FINANCE COMPANY LTD. 4314 0.10 - 4314 0.10 - -
102 KMMMF PVT. TRUST 36987 0.87 - 36987 0.87 - -
103 Dr. K C MAMMEN 13993 0.33 - 9043 0.21 - (0.12)
104 Mrs. SARASU JACOB 8635 0.20 - 8635 0.20 - -
105 Mrs. ANNAMMA MAMMEN 17265 0.41 - 17265 0.41 - -
106 Mrs. MAMY PHILIP 6450 0.15 - 6450 0.15 - -
107 Mrs. ANNAMMA VARGHESE 5700 0.13 - 0 - - (0.13)
108 Ms. ANNA PHILIP 350 0.01 - 350 0.01 - -
109 JCEE MANUFACTURING AND SERVICES PVT. LTD. 0 - - 1903 0.04 - 0.04
110 BRAGA INDUSTRIES LLP 0 - - 6891 0.16 - 0.16
111 SARAH CHERIAN TRUST 0 - - 4950 0.12 - 0.12
Total 1157777 27.30 0.15 1166080 27.49 0.13 0.20
(iii) Change in Promoters’ Shareholding
SL. Name of the Shareholder Shareholding as on 01.10.2014 Increase/Decrease in Cumulative Shareholding during the period ended
No. Shareholding 31.03.2016
No. of Shares % of total Shares of the Company No. of Shares % of total Shares of the
Company
1 COMPREHENSIVE INVESTMENT AND FINANCE COMPANY PVT. LIMITED 437243 10.31 - - -
Date wise increase / decrease with reason
09.03.2015 - TRANSFER - - 803 438046 10.33
10.03.2015 - TRANSFER - - 300 438346 10.34
26.03.2015 - TRANSFER - - 68 438414 10.34
2 PENINSULAR INVESTMENTS PRIVATE LIMITED 120369 2.84 - - -
Date wise increase / decrease with reason
19.01.2015 - TRANSFER - - 66 120435 2.84
21.01.2015 - TRANSFER - - 400 120835 2.85
23.01.2015 - TRANSFER - - 500 121335 2.86
04.03.2015 - TRANSFER - - 1261 122596 2.89
05.03.2015 - TRANSFER - - 739 123335 2.91
25.03.2015 - TRANSFER - - 123 123458 2.91
26.03.2015 - TRANSFER - - 39 123497 2.91
3 Mrs. ANNAMMA PHILIP 15293 0.36 - - -
Date wise increase / decrease with reason
10.10.2014 - TRANSFER - - (20) 15273 0.36
03.11.2014 - TRANSFER - - (116) 15157 0.36
05.11.2014 - TRANSFER - - (500) 14657 0.35
07.11.2014 - TRANSFER - - (25) 14632 0.35
10.11.2014 - TRANSFER - - (75) 14557 0.34
11.11.2014 - TRANSFER - - (113) 14444 0.34
12.11.2014 - TRANSFER - - (350) 14094 0.33
01.12.2014 - TRANSFER - - (80) 14014 0.33
02.12.2014 - TRANSFER - - (221) 13793 0.33
4 Mrs. ASWATHY VARGHESE 7840 0.18 - - -
Date wise increase / decrease with reason
27.11.2014 - TRANSFER - - (100) 7740 0.18
01.12.2014 - TRANSFER - - (100) 7640 0.18
03.12.2014 - TRANSFER - - (240) 7400 0.17
04.12.2014 - TRANSFER - - (200) 7200 0.17
05.12.2014 - TRANSFER - - (200) 7000 0.17
10.12.2014 - TRANSFER - - (300) 6700 0.16
15.12.2014 - TRANSFER - - (350) 6350 0.15
19.12.2014 - TRANSFER - - (200) 6150 0.15
5 Mr. MAMMEN PHILIP 15483 0.37 - - -
Date wise increase / decrease with reason
16.01.2015 - TRANSFER - - (100) 15383 0.36
19.01.2015 - TRANSFER - - (25) 15358 0.36
22.01.2015 - TRANSFER - - (150) 15208 0.36
16.02.2015 - TRANSFER - - (75) 15133 0.36
18.02.2015 - TRANSFER - - (225) 14908 0.35
27.02.2015 - TRANSFER - - (125) 14783 0.35
02.03.2015 - TRANSFER - - (700) 14083 0.33
03.03.2015 - TRANSFER - - (15) 14068 0.33
10.03.2015 - TRANSFER - - (162) 13906 0.33
6 Mr. MAMMEN MATHEW 11015 0.26 - - -
Date wise increase / decrease with reason
10.02.2015 - TRANSFER - - 125 11140 0.26
25.02.2015 - TRANSFER - - (125) 11015 0.26
SL. Name of the Shareholder Shareholding as on 01.10.2014 Increase/Decrease in Cumulative Shareholding during the period ended
No. Shareholding 31.03.2016
No. of Shares % of total Shares of the Company No. of Shares % of total Shares of the
Company
7 JCEE MANUFACTURING AND SERVICES PVT. LTD. - - - - -
Date wise increase / decrease with reason
20.03.2015 - TRANSFER - - 618 618 0.01
23.03.2015 - TRANSFER - - 482 1100 0.03
25.03.2015 - TRANSFER - - 203 1303 0.03
27.04.2015 - TRANSFER - - 300 1603 0.04
03.06.2015 - TRANSFER - - 300 1903 0.04
8 BRAGA INDUSTRIES LLP - - - - -
Date wise increase / decrease with reason
30.06.2015 - TRANSFER - - 308 308 0.01
02.07.2015 - TRANSFER - - 192 500 0.01
03.07.2015 - TRANSFER - - 500 1000 0.02
24.08.2015 - TRANSFER - - 500 1500 0.04
07.09.2015 - TRANSFER - - 154 1654 0.04
29.09.2015 - TRANSFER - - 500 2154 0.05
04.11.2015 - TRANSFER - - 600 2754 0.06
13.11.2015 - TRANSFER - - 200 2954 0.07
16.11.2015 - TRANSFER - - 437 3391 0.08
28.01.2016 - TRANSFER - - 1845 5236 0.12
29.01.2016 - TRANSFER - - 655 5891 0.14
04.02.2016 - TRANSFER - - 473 6364 0.15
05.02.2016 - TRANSFER - - 74 6438 0.15
10.02.2016 - TRANSFER - - 453 6891 0.16
9 Dr. K C MAMMEN 13993 0.33 - - -
Date wise increase / decrease with reason
25.03.2016 - 4950 Shares transferred to a registered trust - - (4950) 9043 0.21
10 SARAH CHERIAN TRUST - - - - -
Date wise increase / decrease with reason
25.03.2016 - TRANSFER - - 4950 4950 0.12
11 Mr. MAMMEN VARGHESE 9000 0.21 - - -
Date wise increase / decrease with reason
04.03.2016 - TRANSMISSION - - 5700 14700 0.35
12 Mrs. ANNAMMA VARGHESE 5700 0.13 - - -
Date wise increase / decrease with reason
04.03.2016 - TRANSMISSION - - (5700) - -
13 Mr. PETER K PHILIPS 1541 0.04 - - -
Date wise increase / decrease with reason
08.01.2016 - GIFT - - 800 2341 0.06
14 Mrs. SOMA PHILIPS 2800 0.07 - - -
Date wise increase / decrease with reason
08.01.2016 - GIFT - - (800) 2000 0.05
15 Mr. ADITH POULOSE MAMMEN 1500 0.04 - - -
Date wise increase / decrease with reason
07.07.2015 - GIFT - - 135 1635 0.04
16 Mr. CHALAKUZHY POULOSE MAMMEN 1165 0.03 - - -
Date wise increase / decrease with reason
07.07.2015 - GIFT - - (135) 1030 0.02
17 Ms. SHILPA MAMMEN 4650 0.11 - - -
Date wise increase / decrease with reason
TRANSFER - 15.05.2015 - - 10 4660 0.11
18 Mrs. ACCAMMA KURUVILLA 2481 0.06 - - -
Date wise increase / decrease with reason
23.03.2015 - TRANSFER - - (33) 2448 0.06
Note: Except for the above, there is no change in the holding of the Promoters during the 18 months period ended 31.03.2016.
(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters & Holders of GDRs & ADRs):
Sl. For Each of the Top 10 Shareholders Shareholding as on Cumulative Shareholding during
No 01.10.2014 the period ended 31.03.2016
No. of % of total No of shares % of total
shares shares of the shares of the
company company
1 Birla Sun Life Trustee Company Private Limited 45083 1.06 - -
Transaction [Transfers] from 01.10.2014 upto 31.03.2016 12175 0.29 57258 1.35
As on 31.03.2016 57258 1.35
2 Enam Securities Pvt. Ltd. 267626 6.31 - -
Transaction [Transfers] from 01.10.2014 upto 31.03.2016 (45139) (1.06) 222487 5.25
As on 31.03.2016 222487 5.25
3 Government Pension Fund Global 50000 1.18 - -
Transaction [Transfers] from 01.10.2014 upto 31.03.2016 5251 0.12 55251 1.30
As on 31.03.2016 55251 1.30
4 HDFC Trustee Company Limited - - - -
Transaction [Transfers] from 01.10.2014 upto 31.03.2016 46900 1.11 46900 1.11
As on 31.03.2016 46900 1.11
5 Kotak Mutual Fund 10985 0.26 - -
Transaction [Transfers] from 01.10.2014 upto 31.03.2016 35447 0.83 46432 1.09
As on 31.03.2016 46432 1.09
6 MOWI [P] Limited 507984 11.98 - -
Transaction [Transfers] from 01.10.2014 upto 31.03.2016 - - 507984 11.98
As on 31.03.2016 507984 11.98
7 MSWF [P] Limited 126855 2.99 - -
Transaction [Transfers] from 01.10.2014 upto 31.03.2016 - - 126855 2.99
As on 31.03.2016 126855 2.99
8 New India Assurance Co. Ltd 97266 2.29 - -
Transaction [Transfers] from 01.10.2014 upto 31.03.2016 (3109) (0.07) 94157 2.22
As on 31.03.2016 94157 2.22
9 SBI Magnum Global Fund 15900 0.37 - -
Transaction [Transfers] from 01.10.2014 upto 31.03.2016 28149 0.66 44049 1.03
As on 31.03.2016 44049 1.03
10 Unit Trust of India 112425 2.65 - -
Transaction [Transfers] from 01.10.2014 upto 31.03.2016 (23013) (0.54) 89412 2.11
As on 31.03.2016 89412 2.11
Notes:
1. The shares of the Company are traded on daily basis. Hence, the date wise increase/decrease in the shareholding of the above shareholders is
consolidated on the Permanent Account Number [PAN] of the shareholder. All the accounts have been consolidated on PAN basis.
2. Top ten Shareholders is as on 31.03.2016.
(v) Shareholding of Directors & Key Managerial Personnel
Sl. For each of the Directors & KMP Shareholding as on 01.10.2014 Cumulative Shareholding during the perod
No. ended 31.03.2016
No. of Shares % of total Shares No. of Shares % of total Shares
of the of the
Company Company
1 Mr. K M MAMMEN 16048 0.38 - -
Date wise increase / decrease with reason - - 16048 0.38
2 Mr. ARUN MAMMEN 27560 0.65 - -
Date wise increase / decrease with reason - - 27560 0.65
3 Mr. RAHUL MAMMEN MAPPILLAI 4538 0.11 - -
Date wise increase / decrease with reason - - 4538 0.11
4 Dr. K C MAMMEN 13993 0.33 - -
Date : 25.03.2016 -4950 Shares transferred to a registered trust (4950) (0.12) 9043 0.21
5 Mr. ASHOK JACOB 1856 0.04 - -
Date wise increase / decrease with reason - - 1856 0.04
6 Mr. V SRIDHAR - - - -
Date wise increase / decrease with reason - - - -
7 Mr. VIJAY R KIRLOSKAR 355 0.01 - -
Date wise increase / decrease with reason - - 355 0.01
8 Mr. N KUMAR 928 0.02 - -
Date wise increase / decrease with reason - - 928 0.02
9 Mr. RANJIT I JESUDASAN - - - -
Date wise increase / decrease with reason - - - -
10 Dr. SALIM JOSEPH THOMAS - - - -
Date wise increase / decrease with reason - - - -
11 Mr. JACOB KURIAN 123 0.00 - -
Date wise increase / decrease with reason - - 123 0.00
12 Mr. M MEYYAPPAN 20 0.00 - -
Date wise increase / decrease with reason - - 20 0.00
13 Dr [Mrs.] CIBI MAMMEN 500 0.01 - -
Date wise increase / decrease with reason - - 500 0.01
14 Mrs. AMBIKA MAMMEN 2489 0.06 - -
Date wise increase / decrease with reason - - 2489 0.06
15 Mr. RAVI MANNATH - - - -
Date wise increase / decrease with reason - - - -
16 Mr. MADHU P NAINAN 4 0.00 - -
Date wise increase / decrease with reason - - 4 0.00
V INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment ( ` Crore)
Secured Loans Unsecured Deposits Total
excluding deposits Loans Indebtedness
Indebtness as on 01.10.2014
i) Principal Amount 1455.87 411.48 35.42 1902.77
ii) Interest due but not paid - - - -
iii) Interest accrued but not due 36.78 9.01 0.39 46.18
Total (i + ii + iii) 1492.65 420.49 35.81 1948.95
Change in Indebtedness during the period ended 31.03.2016
Additions 213.70 541.08 3.16 757.94
Reduction (544.72) (19.21) (31.40) (595.33)
Net Change (331.02) 521.87 (28.24) 162.61
Indebtness as on 31.03.2016
i) Principal Amount 1124.85 933.35 7.18 2065.38
ii) Interest due but not paid - - - -
iii) Interest accrued but not due 49.35 21.78 0.14 71.27
Total (i + ii + iii) 1174.20 955.13 7.32 2136.65
VI) REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL
A. Remuneration to Managing Director, Whole-time Directors and/or Manager (In `)
SL Particulars of Remuneration Mr K M Mammen Mr Arun Mr K M Philip Mr Rahul Mammen Total
No. [Chairman Mammen [Whole-Time Mappillai Amount
& Managing [Managing Director till [Whole-Time
Director] Director] 31.03.2015] Director]
1Gross Salary
a) Salary as per Provisions contained in Section 17(1) 108446990 101420999 13339206 82070147 305277342
of the Income Tax Act, 1961
b) Value of Perquisites u/s 17(2) of Income Tax Act, 47128396 8776143 654879 7834365 64393783
1961
c) Profits in lieu of Salary under section 17(3) of Income - - - - -
Tax Act, 1961
2 Stock Option - - - - -
3 Sweat Equity - - - - -
4 Commission 107100000 98280000 12600000 80136000 298116000
5 Others Please Specify - - - - -
Total 262675386 208477142 26594085 170040512 667787125
Ceiling as per the Act (` in Crore) ` 331.27 Crore [being 10% of the net profits of the Company calculated as per
Section 198 of the Companies Act, 2013]
B. Remuneration to Other Directors (In `)
Particulars of Remuneration Name of Directors
Total
Amount
Mr. Mr. V Mr. Mr. N Mr. Dr. Salim Mr. Jacob Mr. M
Independent Directors Ashok Sridhar Vijay R Kumar Ranjit I Joseph Kurien Meyyappan
Jacob Kirloskar Jesudasen Thomas
Fees for Attending Board / 60000 310000 40000 100000 350000 140000 290000 120000 1410000
Committee Meetings
Commission - - - - - - - - -
Others - - - - - - - - -
Total (1) 60000 310000 40000 100000 350000 140000 290000 120000 1410000
Dr. K Dr. (Mrs.) Mrs.
Other Non-Executive
C Cibi Ambika
Directors Mammen Mammen
Mammen
Fees for Attending Board / 60000 100000 80000 240000
Committee Meetings
Commission - - - -
Others - - - -
Total (2) 60000 100000 80000 240000
Total (B) = (1 + 2) - - - 1650000
Total Managerial 669437125
Remuneration (A + B)
Ceiling as per the Act Only Sitting fees are being paid to the Directors within the limit prescribed under the Companies Act, 2013

C. Remuneration to Key Managerial Personnel other than MD/Manager/WTD (In `)

Key Managerial Personnel
Sl.
Particulars of Remuneration Mr. Ravi Mannath Mr. Madhu P Nainan Total
No.
Company Vice President Amount
Secretary Finance
1 Gross Salary
a) Salary as per Provisions contained in Section 17(1) of the Income Tax Act, 17265444 13926109 31191553
1961
b) Value of Perquisites u/s 17(2) of Income Tax Act, 1961 3908513 2189234 6097747
c) Profits in lieu of Salary under Section 17(3) of Income Tax Act, 1961 - - -
2 Stock Option - - -
3 Sweat Equity - - -
4 Commission - - -
5 Others - - -
Total 21173957 16115343 37289300
VII. Penalties/Punishment/Comppounding of Offences
There were no penalties, punishment or compounding of offence during the 18 months period ended 31st March, 2016.
MANAGEMENT DISCUSSION AND ANALYSIS The Indian tyre industry is estimated to be around ` 50,000 crore in
(Within the limits set by the Company’s competitive position)
Your Company is India’s largest tyre manufacturer and ranked
amongst the Top 20 Global Manufacturers. With 9 state-of-the-art
factories across India, it is also India’s largest Original Equipment
Manufacturer [OEM] tyre supplier with an expansive tyre range from
two-wheelers to fighter aircraft. Recent years have seen it augment
capacities significantly to meet growing demand while also investing
in building a superlative sales, service and distribution network
across the country. The MRF brand is the undisputed leader in the
replacement market for tyres in the country and its recent
partnership with the ICC for World Cup Cricket fixtures between
2015-2019, has given it a credible platform to take its brand imprint
worldwide. Despite less than ideal conditions in the economy and in
the tyre market in the last 18 months, your Company’s strategy,
focus and resilience have seen it maintain its leadership in the Indian
tyre market for a record 29 years in a row.
The discussion below summarises the key issues and challenges that
faced your Company in the 18 months period ended 31st March,2016.
Market & Industry Overview
The Indian economy, after a somewhat uncertain start, saw an
increasing 7.6% growth rate in the final quarter of 2015-2016 as
compared to a 7.3% during 2014-2015. The Index of Industrial
Productivity (IIP) though showed a negative growth in December and
January, is expected to see core sectors showing growth in the
period ahead. The lagged impact of interest rate reductions, pay
commission recommendations and easier monetary conditions is also
expected to support demand and boost industrial capacity
utilization, though the entire process may be volatile. According to
CRISIL, GDP is expected to rise to 7.9% in fiscal 2016-2017 from 7.6%
in fiscal 2015-2016, driven by manufacturing and construction
activity. Manufacturing has been the star performer with growth
rising to 9.6% in fiscal 2016, driven by efficiency gains and with
lower commodity prices, pushing down input costs. Investment
demand remained weak at an expected growth rate of 5.3% in 2015-
16 as compared to 4.9% in the previous year. Private consumption
was mostly supported by urban demand in view of a rural slump due
to two successive poor monsoons. On the other hand, inflation seems
well under control and it is expected that despite increasing
investment in infrastructure, the government will be able to maintain
fiscal discipline and contain the deficit at the targeted levels,
though concerns about employment growth still abound.
2015-16 and is dominated largely by the commercial medium and heavy commercial vehicles had a healthy growth of
vehicle segment consisting of heavy, light and small 28.2%. The deficient monsoon though drove down demand for
commercial vehicles. The next largest segment is vehicles such as LCVs with a very modest 2.6% growth and two
passenger vehicles constituted by cars, SUV’s, motorcycles wheelers by 2.7%, especially in the rural areas. This was largely led
and scooters. The Farm & Off The Road (OTR) segments by scooter tyres which significantly out performed the tepid growth
consisting of the Tractor Front and Rear tyres, Tractor in motorcycle tyres.
trailers and large tyres for earth moving and other The domestic tyre demand grew by 11% to 12% during 2014-15
construction and mining related equipment (OTR) are the supported by 7% to 7.5% growth in the OEM segment and 12%
other important segments in the market. to15%
Traditionally tyres are classified as cross-ply (bias) and
radial based on the technology deployed in their
manufacture. In India, the commercial tyre segment
continues to be dominated by cross-ply tyres due to road
conditions, loading patterns and the high initial cost of
radials. There is however a steady growth in radialisation
across segments in recent years with the highest in
passenger cars at almost 100% followed by heavy
commercial vehicles at 33% and light commercial vehicles
at 30% in 2015.
The tyre industry, which is a derived demand business, is
also directly affected by the performance of the vehicle
manufacturing sector which in turn is dependent on the
overall economic growth. The tyre industry consists of three
distinct markets namely Replacement, Institutional/ Original
Equipment Manufacturer [OEM] and Exports. By value,
replacement market accounts for approximately 60% of
the Industry with Institutional
/ OEM and Exports making up to 22% and 18% respectively.
While in the Commercial and Farm segments, replacement
sales forms a major chunk, in the passenger segment, both
Institutional and OEM and replacement sales play an
almost equal role. Of the total tyres produced in India, the
top eleven tyre companies’ account for more than 90% of
the volume. The tyre industry provides direct and indirect
employment to more than a million people, comprising of
dealers, re-treaders and truck operators. The truck business
is controlled by nearly 2.6 million small operators.
The key factors which enabled growth of the automobile
manufacturers by 3.5% in 2015-16 included a marginal rise
in OEM and replacement demand from the medium &
heavy commercial vehicle and cars & utility vehicles
segments, backed by new models launch activity and
improved vehicles sales. Passenger vehicles sales grew by
6.9% which was mainly led by the 12.1% rise in sale of
utility vehicles. Commercial vehicles grew by 12.2% while
growth in the replacement segment. Natural rubber and crude prices materials like rubber and crude oil, this may not have been of immediate
continued to favour the domestic tyre industry during 2015-16 with critical concern.
profit margins remaining high. This also saw many of the players
diversify and make continuous and major investments of nearly `
36,000 crore in recently completed green field and major expansion
projects across the country. The cause for concern is the less than
robust demand from the two wheeler and tractor segments due to
the agrarian distress seen in the country. While a good monsoon may
alleviate this next year, it appears that the era of soft commodity
prices is already bottoming out and a slow but steady uptick in
commodity prices may be expected in fiscal 2017.
Opportunities and Threats
The last two years have seen the global economy recover rather
slowly, but with reference to the tyre industry, the recovery has
been somewhat positive in select sectors with the exception of the
two wheeler and tractor segments. While the Indian tyre market has
seen a growth of 10% to 12% during 2014-2015 on the back of a 7% to
7.5% growth in OEM demand and 12% to 15% growth in replacement
demand, it is felt that these growth rates will most likely range
between 4% to 8% over the next 3 years with the likely exception of
two wheeler and farm segments. Even within the two wheeler
segment, there seems to be a silver lining with the scooters showing
an increasing growth rate.
Exports could see a strain especially with a decrease in the demand
for cross-ply tyres in the commercial sector. The massive
investments made in capacity by various players epitomize the
confidence in the Indian market by the Industry even during this
uncertain scenario. It will also intensify competition greatly as is
being seen already with some of the Companies (both domestic and
international) entering new segments and significantly increasing
outlays on brand and consumer promotion. An unfortunate scenario
of glut could also develop if cheap Chinese imports continue to flood
the market and undercut established Indian Companies, as is being
increasingly seen in the last couple of years.
The long pending issue of inverted tax is yet to be resolved despite
the numerous representations made to the Government. The natural
rubber import is required to maintain competitiveness in the
International market as the gap between natural rubber production
and consumption is quiet substantial and hence duty concessions
should be extended for import of natural rubber and other raw
materials. A permanent solution to this has been sought, as it will be
very important for the Indian tyre Industry in the long run, though in
the current commodity scenario, due to the lower prices of raw
Segment wise and Product wise Performance Company through its international distributors by participating in
regional exhibitions/ trade shows in countries like Indonesia, UAE,
The operations of the Company predominantly relate to Kenya etc., and also by conducting several road shows/ customer
manufacture of rubber products such as tyres, tubes, flaps, contact programs in various markets to increase brand awareness
tread rubber and conveyor belt and this constitutes one and visibility.
single business segment.
Across the board, there was an overall increase in all
product segments adding up to a 9% increase in total tyre
production. In the heavy commercial vehicle segment, the
increase was 11% over the previous year while light
commercial vehicle tyres increased by 17% in this period
which also saw a new sub-category viz., ‘Pick-Up’ vehicles
become a strong growth sector. The small commercial
vehicle tyres increased by 7%. In the motorcycle and
scooter segments the increase was 8% and 13%
respectively. The passenger car and SUV / MUV tyres
recorded a 8% growth. The farm sector showed
commendable performance in a very tough market with
the introduction of new products.
Exports
The Company’s exports stood at ` 1,856 crore for the 18
months period ended 31st March, 2016 as against ` 1,332
crore for the 12 months period ended 30th September,
2014. The International Business Division [IBD] of your
Company, during the period under review, has put in place
various measures such as identifying and developing new
sizes and patterns in truck & bus radial tyres required for
key export markets, expanding the portfolio of products
with new product launches in international markets,
identifying suitable channel partners to expand the
existing distribution channel and providing faster technical
support to our international customers. This has resulted
in increased revenue, better product support and
facilitated faster launch of new products in the
international markets.
Motorsports tyres have been identified as a new vertical for
IBD and the MRF Motorsport Tyres were formally launched at
the Autosport International Exhibition in Birmingham, UK, in
January 2016. This is also expected to increase MRF’s brand
profile in advanced markets such as Europe & Australia as a
precursor to launching our passenger brands in these
markets.
Brand Building activities have been carried out by your
Discussion on Financial Performance with respect to Operational and
Performance
(`
Crore)
October 2014 to October 2013 to
March 2016 September, 2014
(18 months) (12 Months)
Revenue from operations (Gross) 22521 14649
Other Income 185 65
Total Income 22706 14714
Profit before taxation 3410 1339
Provision for taxation 1082 441
Profit after taxation 2328 898
The revenue from operations (gross) of the Company during the 18
months period ended 31st March, 2016 stood at ` 22,521crore as
against ` 14,649 crore in the 12 months period ended 30th
September, 2014.During the 18 months period, the earnings before
interest and depreciation (EBIDTA) amounted to ` 4,485 crore as
against ` 1,988 crore in the previous 12 months. After providing for
depreciation and interest, the profit before tax for the period is `
3,410 crore as compared to ` 1,339 crore in the previous 12 months
period. After making provision for income tax, the net profit for the
18 months period ended 31st March,2016, is ` 2,328 crore as
compared to ` 898 crore in the previous 12 months.
The prices of natural rubber and crude linked derivatives witnessed a
steady fall during the period under review, resulting in lower raw
material cost. Reduction in raw material cost has been passed on to
customers by way of selling price reduction. This has finally resulted
in lower top line growth, during the period under review.
Outlook
Two successive monsoon failures has hit the automobile industry
quite hard in 2015-16, but Indian industry’s tenacity has seen off this
sluggish phase with optimism and a modest level of success despite
the agrarian distress that characterized the period. Further hopes of
recovery in the tyre industry are tied to a resurgence of growth in
the overall economy. The positive sentiment shown by the
manufacturing sector in recent months will definitely have an impact
on the demand in the tyre industry, both for the OE and the
Replacement markets.
The increased capacity built up by the various industry players will
see heated competition with severe price discounting being the norm
it is critical to protect your Company’s turf in the the rural sector which is going through certain amount of distress.
commercial tyres and the 2 wheeler segments which will
be under severe pressure. A normal monsoon is predicted Tyre imports into India, mainly in Truck and Bus Radial(TBR) tyres have
for the new season and it is believed this will help the grown by over 250% during the last 2 years. China’s share in the TBR
farm sector to show stronger performance in the coming imports is about 90%.This sharp rise in the Imports, if continued, will
year, with an attendant spike in rural demand that will, lead to under-utilisation of TBR and also Truck and Bus Bias(TBB)
hopefully, help drive an all- round recovery in the next capacities.
fiscal.
Internal Control Systems and their Adequacy
The Company has adequate internal control systems in
place commensurate with its size and nature of business.
The internal control systems provide for well documented
policies/guidelines and authorization and approval
procedures. Company through its own Internal Audit
Department carries out periodical Audits at all locations
and functions based on the Plan as approved by the Audit
Committee. Some of the salient features of the Internal
control systems in vogue are:
(i) A robust ERP system connecting all plants, sales
offices and Head Office to enable seamless data
inflow. This is constantly reviewed from Internal
Control stand point.
(ii) Preparation of annual budget for operations and
services and monitoring the same against the actuals
at periodic intervals .
(iii) All assets are properly recorded and system put in
place to safeguard against any losses or unauthorized
use or disposal.
(iv) Periodic physical verification of fixed assets and all Inventories.
(v) Observations arising out of the Internal Audit are
periodically reviewed at the Audit Committee meeting
and follow up action taken.
(vi) Periodic Presentations made to the Audit Committee
on various operations and financial risks faced by the
Company and action proposed to mitigate such risks.
Risks and Concerns
During the current fiscal ie., 2016-17, there is likely to be
a period of global uncertainty in view of Brexit. This
could lead to a potential currency volatility. An increase in
demand for the auto sector can only be triggered by
adequate investments in infrastructure and attending to
Human Resources relations in all our manufacturing units. Several HR and industrial relations
initiatives implemented by the Company have significantly helped in improving
Your Company believes that Human Resources are the driver to its the work culture, enhancing productivity and enriching the quality of life of
continued success by helping to meet the challenges of providing
quality products to the customers across the length and breadth of
the country and penetrating key markets abroad.
In order to strengthen its human capital base, your Company
continues to invest in human resources by retaining and developing
its existing talent and also attracting competent and talented
manpower across functions.
Your Company has a robust talent acquisition process which has
helped us attract some bright youngsters from the renowned
engineering and management institutions and also other professional
Institutes like the Chartered Accountants Institute. Your Company
continue to invest significantly in developing the research and
development and sales & marketing talent pool which drives its
products and market leadership.
The Talent Management strategy focusses intensively on developing
internal resources for critical positions with need based recruitment
for specific lateral positions.
The development philosophy focusses on driving technology
leadership and manufacturing excellence through the competency
enhancement programmes. Regular skill enhancement programmes
continue to be part of our employee development strategy. Training
effectiveness measurement is an integral part of our learning and
development strategy.
An intensive training program on team building and collaboration
using outward bound training methodology, to enhance the team
cohesiveness and collaboration mind set among workmen was
implemented during the 18 months period ended 31st March, 2016.
Leadership training for union leaders and opinion makers continued
throughout the above period, thereby keeping with our commitment
of shaping the future of our plants. A new initiative for leadership
capability enhancement for manufacturing units leadership team was
also rolled out.
Your Company has been able to keep the employees motivated and
dedicated through our policies, HR initiatives and various welfare
measures.
The total employee strength as on 31st March, 2016 was 15,553.
Your Company maintained cordial and harmonious Industrial
the workforce. All the above initiatives have contributed availability and prices, changes in government regulations, tax laws,
significantly to achieving and maintaining the market economic developments within the country and other factors such as
leadership, your Company enjoy today. litigation and industrial relations.
Corporate Social Responsibility
Your Company continues to contribute to the development
of our society through various social welfare initiatives
apart from complying with the provisions of Section 135 of
the Companies Act, 2013 on Corporate Social
Responsibility.
Education:
Your Company continue to extend support in the
education of under- privileged children in backward areas
close to our manufacturing units. We make our presence
felt in the villages through our focus on educating the
young and rendering assistance in developing the
capabilities of children and inculcating in them values
which will help them become a responsible member of
society.
Your Company conducted many social events to enable
children in the villages to display their talents, to make
them confident and to prepare them to meet the
challenges of today’s society. We also have organised
events to recognise students who have done well in their
academics.
Health & Rural Infrastructure:
During the 18 months period ended 31st March, 2016, your
Company conducted numerous medical camps and health
awareness programmes in the rural areas in and around
our manufacturing units. We also joined our hands with
the government officials when they conducted
community/health programmes in these villages.
Cautionary Statement
Statements in the Management Discussion and Analysis
describing the Company’s objectives, expectations or
forecast may be forward looking within the meaning of
applicable laws and regulations. Actual results may differ
materially from those expressed in the statement.
Important factors that could influence the Company’s
operations include global and domestic supply and demand
conditions affecting selling prices of finished goods, input
REPORT ON CORPORATE GOVERNANCE Name Category No. of No. of BoardNo. of Attended No. of
Directorships Meetings Committee last AGM Shares
1. Company’s Philosophy on Code of Governance on
in other attended Memberships 12/02/2015 held
Your Company has always adhered to good corporate Public Ltd during the 18 in other
governance practices and maintained the highest levels of months
fairness, transparency, accountability, ethics and values in all Companies period ended Public Limited
31/03/2016 Companies•
facets of its operations. Mr. K M Promoter 4 7 Nil Yes 16048
Maammen# Executive
Your Company’s Corporate Governance practices emanate from Chairman & Director
its commitment towards accountability, transparency and fairness. Managing Director
Your Company ensures timely and accurate disclosure on all Mr. Arun Promoter 3 7 1– Yes 27560
material matters including the financial situation, performance Mammen Executive Chairman
and regulatory requirements. Managing Director Director
Mr. K M Philip@ Promoter N.A 2 N.A Yes Nil
Your Company believes that good corporate governance is Whole-time Executive
Director Director
essential for achieving long-term corporate goals of the
Mr. Rahul Mammen Promoter Nil 7 Nil Yes 4538
Company and for meeting the needs and aspirations of its Mappillai# Executive
stakeholders, including shareholders. Whole-time Director
Director
Dr. K C Promoter 3 3 Nil Yes 9043
2. Board of Directors Mammen Non-
Executive
(a) Composition of the Board: Director
Mr. Ashok Jacob Independent Nil 3 Nil Yes 1856
As of 31st March, 2016 in compliance with corporate Director
governance norms, the Board comprises of 14 Directors. Mr. V Sridhar Independent Nil 7 Nil Yes Nil
It includes a Chairman & Managing Director, a Managing Director
Director, a Whole-time Director, 3 Non-Executive Mr. Vijay R Independent 3 2 1 No 355
Kirloskar Director
Directors and 8 Independent Directors. None of the
Mr. N Kumar Independent 7 5 3– No 928
Directors on the Board is a member of more than 10 Director Chairman
committees or act as Chairman of more than 5 3 – Member
committees across all Listed Companies and Unlisted Mr. Ranjit I Independent Nil 7 Nil Yes Nil
Public Limited Companies in which he/she is a director. Jesudasen Director
Dr. Salim Joseph Independent Nil 7 Nil Yes Nil
(b) Attendance of Directors at Board Meetings during the Thomas Director
18 months period ended 31.03.2016 and at the last Mr. Jacob Kurian Independent Nil 7 Nil Yes 123
Director
Annual General Meeting, outside directorships and board Mr. M Independent Nil 6 Nil Yes 20
committee memberships and number of shares held as on Meyyappan Director
31.03.2016: Dr. (Mrs.) Cibi Promoter 2 5 Nil N.A 500
Mammen* Non-
Executive
Director
Mrs. Ambika Promoter 2 4 Nil N.A 2489
Mammen* Non-
• For Committee memberships, the chairmanship and membership in Audit
/ Stakeholders Relationship Committee in all public limited companies, The details of familiarization programme are available on
alone are considered. the Company’s web site at:
@ Resigned from the Board w.e.f. 31.03.2015.
http://www.mrftyres.com/downloads/ download.php?
filename=familiarisation-programme-for- independent-
# Re-appointed w.e.f. 01.04.2015. directors.pdf.
* Dr.(Mrs) Cibi Mammen & Mrs. Ambika Mammen were appointed as
additional directors w.e.f. from 12.02.2015 and 23.04.2015 respectively. 3. Audit Committee
The Committee memberships of Directors are within the limits (i) Reference:
prescribed under the SEBI Regulations.
The powers, role and terms of reference of the Audit
Mr. K M Mammen, Chairman & Managing Director and Mr. Arun Committee covers the area as mentioned under Regulation
Mammen, Managing Director, are brothers. Mr. Rahul Mammen 18 of the SEBI (Listing Obligations & Disclosure
Mappillai, Whole-time Director is the son of Mr. K M Mammen, Requirements) Regulations, 2015 and Section 177 of the
Chairman & Managing Director. Dr. (Mrs.) Cibi Mammen is the Companies Act, 2013, besides other terms as may be
wife of Mr. Arun Mammen, Managing Director and Mrs. Ambika referred by the Board of Directors. The powers, role and
Mammen is the wife of Mr. K M Mammen, Chairman & Managing terms of reference of the Audit Committee include inter
Director. alia oversight of Company’s financial reporting process,
(c) Dates of Board meetings: internal financial controls, reviewing the adequacy of the
internal audit function, reviewing with management the
During the 18 months period ended 31st March, 2016, seven
quarterly/ annual financial statements before submission to
Board Meetings were held on 30.10.2014, 26.11.2014,
the Board, recommending the appointment of statutory
12.02.2015,
auditors and fixation of their remuneration, approval of
23.04.2015, 27.07.2015, 29.10.2015 and 25.01.2016.
related party transactions, evaluation of risk management
(d) Information placed before the Board: systems etc.
The Board of Directors periodically reviews reports (ii) Composition:
regarding statutory compliance and the other minimum
information required to be placed before the Board The Audit Committee comprises of 3 Directors and all of
(including orderly succession for appointment of Board of them being Non-Executive Independent Directors. The
Directors and senior management). members of the Committee are as follows:
(e) Familiarization Programme: Mr. Jacob Kurian Chairman
Your Company during the period, familiarized the directors Mr. V Sridhar Member
on the Company’s policies and procedures on a regular basis. Mr. Ranjit I Jesudasen Member
Presentations/briefings were also made at the meeting of Mr. Ravi Mannath, Company Secretary, is the Secretary of
the Board of Directors / Committees by KMP’s/senior the Committee.
executives of the company on industry scenario, Company’s
operating and financial performance, raw material scenario, Mr. K M Mammen, Chairman & Managing Director, Mr.
industrial relations status, marketing strategies, long term Arun Mammen, Managing Director and Mr. Rahul Mammen
strategies, risk management etc., apart from visit by Mappillai, Whole-time Director, are permanent invitees.
directors to company’s manufacturing plants. Heads of finance, internal audit, statutory auditors and
other executives, as considered appropriate,
also attend the meetings by invitation.
 (iii) Meetings and Attendance:
Mr. Ravi Mannath, Company Secretary, is the Secretary of
During the 18 months period ended 31st March, 2016, the the Committee.
Audit Committee met on the following dates: 24.11.2014,
(iii) Meetings and Attendance:
11.02.2015, 23.04.2015, 27.07.2015, 29.10.2015 and
25.01.2016. During the 18 months period ended 31st March, 2016,
the Committee met on the following dates 24.11.2014,
All the members of the Committee were present for all
11.02.2015 and 23.04.2015. All the members of the
the meetings.
Committee were present for all the meetings.
4. Nomination and Remuneration Committee
5. Criteria for determining the qualifications, positive attributes and
(i) Reference: Independence of a Director

The Nomination and Remuneration Committee was Candidates for the position of a Director, shall be a person of
constituted to recommend/review the remuneration integrity and possesses requisite education, experience and
package of the Managing and Whole-time Director. In capability to make a significant contribution to the
accordance with Section 178 of the Companies Act, 2013 deliberations of the Board of Directors. Apart from the above,
and Regulation 19 of the SEBI (Listing Obligations & the Board candidate should be of the highest moral and ethical
Disclosure Requirements) Regulations, 2015, the terms of character. The candidate must exhibit independence,
reference of the Committee include the following namely objectivity and be capable of serving as a representative of the
formulation of criteria for determining qualifications, stakeholder. The candidate should have the personal qualities
positive attributes and independence of a director and to be able to make an active contribution to Board
recommend to the Board a policy relating to deliberations. These qualities include intelligence, inter-
remuneration of the directors, key managerial personnel personal skills, independence, communication skills and
and other employees; formulation of criteria for commitment. The Board candidate should not have any
evaluation of Directors performance, devising a policy on subsisting relationships with any organization which is a
Board diversity, identify persons who are qualified to competitor to the Company. The Board candidate should be
become directors and who may be appointed in senior able to develop a good working relationship with other Board
management positions in accordance with the criteria laid members. This apart, the Directors must satisfy the
down, and recommend to Board their appointment and qualification requirements laid down under the Companies Act,
removal. 2013, the SEBI Listing Regulations and any other applicable law
and in case of Independent Directors, the independence
(ii) Composition: standards laid down in those laws.
The Committee comprises of 3 Non-Executive 6. Performance evaluation of Independent Directors
Independent Directors and an Executive Director. The
Chairman is a Non- Executive Independent Director. The The criteria for evaluation of the Independent Directors will be
Committee comprises of: attendance, participation in deliberations, understanding the
Company’s business and that of the industry and in guiding the
Mr. Ranjit I Jesudasen Chairman Company in decisions affecting the business and additionally
Mr. V Sridhar Member based on the roles and responsibilities as specified in Schedule
Mr. Jacob Kurian Member IV of the Companies Act, 2013.
Mr. K M Mammen Member The Board carried out evaluation of the performance of the
 Independent Directors on the basis of the criteria laid down.
take into consideration the professional expertise, past
The evaluation was done by the Board of Directors except the
credentials and potential of the person concerned.
Director who was evaluated.
The compensation package may comprise of a fixed
7. Remuneration of Directors compensation package in the nature of monthly and
annual payout, provision of perquisites, contribution
a. Remuneration Policy: to retirement benefits, health and insurance and any
A Policy on remuneration of Directors, Key Managerial other benefits (including provision of loans on such
Personnel and Senior Management and other staff was put terms as to interest, repayment and security as
in place by Nomination and Remuneration Committee on determined by the Board) and commission on profits,
23/7/2014 and approved by the Board of Directors at its in such proportion and quantum as decided from
meeting held on 30/10/2014. time to time based on the Company’s business needs
and requirements and prevailing practices in
The Policy provides as follows : industry.
(i) Non-Executive Directors: Besides the above, the remuneration to be paid to
Chairman & Managing Director, Managing Director(s)
The Non-Executive Directors (including Independent
and Whole-time Director(s) shall be governed by the
Directors) may be paid remuneration by way of
provisions of the Companies Act, 2013 and rules
sitting fees for attending meetings of Board or
made thereunder or any other enactment for the
Committee thereof.
time being in force.
The Directors may also be reimbursed any expenses
(iii) KMP’s (other than MD’s and WD’s), Senior
in connection with attending the meetings of the
Management Personnel and other Staff:
Board or Committee or in connection with the
business of the Company. The level and composition of remuneration will be
reasonable and sufficient to attract, retain and
The quantum of fees shall be determined, from time
motivate persons of the quality required to handle
to time, by the Board subject to ceiling / limits as
appropriate management roles in the Company
provided under Companies Act, 2013 and rules made
successfully. The level of remuneration may be
thereunder.
based on the qualification, experience and expertise
(ii) Chairman & Managing Director, Managing Director(s) and potential of the person concerned and also the
/ Whole-time Director(s): responsibilities to be shouldered, criticality of the
job to the Company’s business and any other criteria
The level and composition of remuneration will as considered appropriate. The compensation
be reasonable and sufficient to attract, retain and package may comprise of a fixed compensation
motivate directors of the quality to run the package in the nature of monthly and annual
Company successfully. The remuneration package payout, provision of perquisites, contribution to
should adequately compensate them for the high retirement benefits, health and insurance and any
level of responsibilities shouldered by them and other benefits (including provision of loans on such
sensitivity of the position held. The level of terms as to interest, repayment and security as
remuneration shall determined by the Board) and variable pay (having a
clear relationship to performance which will meet
appropriate benchmarks relevant to the working
 of the Company and its goals), in such proportion
(ii) The sitting fees paid for the 18 months period ended
and quantum as decided from time to time based on
31/03/2016 to Non-Executive Directors are as
the Company’s business needs and requirements and
follows:
prevailing practices in industry.
(iv) Directors and Officers’ Insurance: (a)Name (b) Sitting fees (`)

Where any insurance is taken by the Company on (a) Dr. K C Mammen (b) 60000; (a) Mr. Ashok Jacob
behalf of its Directors, KMP’s / Senior Management (b) 60000; (a) M.r V Sridhar (b) 310000; (a) Mr. Vijay
Personnel, Staff etc. for indemnifying them against R Kirloskar (b) 40000; (a) Mr. N Kumar (b) 100000;
any liability, the premium paid on such insurance (a) Mr. Ranjit I Jesudasen (b) 350000; (a) Dr. Salim
shall not be treated as part of the remuneration Joseph Thomas (b)140000; (a) Mr. Jacob Kurian (b)
payable to any such personnel. 290000;
(a) Mr. M Meyyappan (b) 120000; (a) Dr. (Mrs.) Cibi
b. Details of Remuneration to all the Directors for the 18 Mammen (b) 100000.; (a) Mrs. Ambika Mammen (b)
months period ended 31.03.2016: 80000.
(i) The aggregate value of salary and perquisites and Sitting fees are paid to Non-Executive Directors
commission paid to the Managing and Whole-time within the limits prescribed under the Companies
Directors for the 18 months period ended Act, 2013.
31.03.2016, are as follows:
There were no material pecuniary relationships or
(a)Name (b) Designation (c) Salary and perquisites transactions by Non-Executive Directors vis-à-vis the
(`) Company as per the materiality threshold laid down
(d) Commission (`) (e) Total (`) in SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 and also as per the
(a) Mr. K M Mammen (b) Chairman & Managing
Policy on Materiality of Related Party Transactions
Director (c) 155575386 (d) 107100000 (e)262675386
framed pursuant to the said Regulations.
(a) Mr. Arun Mammen (b) Managing Director (c)
110197142 (d) 98280000 (e) 208477142 (a) Mr. 8. Stakeholders’ Relationship Committee
K M Philip* (b) Whole-time Director (c) 13994085
(d) 12600000 (e) 26594085 (a) Mr. Rahul Mammen (i) Reference:
Mappillai (b) Whole-time Director (c) 89904512 The Committee looks into redressal of grievances of the
(d) 80136000 (e) 170040512. investors namely shareholders and fixed deposit holders and
* upto 31.03.2015. other security holders. The Committee deals with grievances
Note: Salary and perquisites include all elements of pertaining to transfer of shares, non-receipt of annual
remuneration i.e., salary, allowances and benefits. The report, non-receipt of dividend, dematerialisation /
Company has not issued any stock options to any of rematerialisation of shares, complaint letters received from
the directors. The Managing / Whole-time Directors Stock Exchanges, SEBI, non-receipt of interest warrants,
are appointed by shareholders for a period of five repayment of Fixed Deposit issues etc. The Board of
years at a time. Directors have delegated the power of approving
transfer/transmission of shares to a Share Transfer
Committee.
 (ii) Composition:
(b) Details of Special resolution passed during the last 3
The Committee comprises of 3 Directors. The Chairman of Annual General Meetings:
the Committee is a Non-Executive Independent Director.
Date of AGM Particulars of Special Resolution passed
The members of the Committee are : 07.02.2013 No Special Resolution was passed.
06.02.2014 (i) Payment of revised remuneration
Mr. V Sridhar Chairman to Mrs. Meera Mammen, a relative
Mr. Ranjit I Jesudasen Member of some of the Directors of the
Mr. K M Mammen Member Company, w.e.f. 01-04-2014 under
Section 314(1B) of the Companies
Mr Ravi Mannath, Company Secretary, is the Secretary of Act, 1956 and Section 188(1) of the
the Committee. Companies Act, 2013.
(ii) Appointment and payment of
(iii) Meetings and Attendance: revised remuneration to Mr. Samir
During the 18 months period ended 31st March, 2016, Thariyan Mappillai, a relative of
some of the Directors of the
the Stakeholders’ Relationship Committee met twice on Company, w.e.f. 01-04-2014 under
24.11.2014 and 29.10.2015. All the members of the Section 314(1B) of the Companies
Committee were present for all the meetings. Act, 1956 and Section 188(1) of the
Companies Act, 2013.
17 investor complaints were received during the 18
12.02.2015 (i) To increase the borrowing Powers
months period ended 31/03/2016. All the complaints
of the Company.
were redressed and no queries on the same were pending
for the period under review. (ii) To provide Security in connection
with the borrowings of the
Mr Ravi Mannath, Company Secretary, is the Compliance Company.
Officer of the Company.
(c) No special resolution was passed through postal ballot
9. General Body Meetings during the period under review.

(a) The Company held its last 3 Annual General Meetings as 10. Means of Communication
under:
Quarterly / half yearly results are disclosed to Stock Exchanges
and also published in daily newspapers viz., Business Standard
AGM for Date Time Venue
(all over India) and MakkalKural (Vernacular). As per the
the Year
requirements of Regulation 46 of the SEBI (Listing Obligations
2011-2012 07.02.2013 11.00 A.M. TTK Auditorium, ‘The and Disclosure Requirements) Regulations, 2015, the quarterly
Music Academy’, / half yearly results and the press release issued annually are
168, TTK Road, displayed on the Company’s website www.mrftyres.com. The
Chennai - 600 014 Company provides information to the stock exchanges as per
the requirements of the SEBI (Listing Obligations and
2012-2013 06.02.2014 11.00 A.M. - do -
Disclosure Requirements) Regulations, 2015. No presentations
2013-2014 12.02.2015 11.00 A.M. - do - were made to institutional investors / analysts. The Company
has a designated e-mail address viz., [email protected]
exclusively for investor servicing.
11. General Shareholder Information
f) Market Price Data:
a) Annual General Meeting:
Month Bombay Stock Exchange National Stock Exchange
Date and Time : 11.08.2016, 11.00 A.M [BSE] [NSE]
Venue : TTK Auditorium High Low No. of High Low No. of
‘The Music Academy’ (`) (`) Shares (`) (`) Shares
No. 168, TTK Road, October-2014 32899.00 30100.00 31,452 32900.05 30113.00 1,73,398
Chennai - 600 014 November-2014 33960.00 31101.00 36,479 33980.00 31320.05 2,23,475
December-2014 39500.00 32926.30 93,765 39499.00 33450.00 4,83,986
b) Financial Year : The Company’s financial year which January-2015 40288.00 37040.00 42,085 40307.00 37011.00 2,83,871
commenced from 1st October, 2014 concluded on 31st February-2015 41750.00 35501.00 53,129 41782.00 35520.00 2,76,174
March, 2016 in order to fall in line with the requirements March-2015 42450.00 36949.95 38,297 42474.90 36908.30 1,79,624
of the Companies Act, 2013, regarding adoption of a April-2015 42799.00 36338.40 47,508 41990.00 36402.15 2,30,828
uniform financial year. Effective 1st April, 2016, the May-2015 38085.05 34700.05 34,988 38098.90 34702.00 1,70,144
financial year of the Company will be from 1st April to June-2015 36380.00 31374.40 44,962 36380.00 31360.00 1,79,234
31st March of each year. July-2015 41149.95 33787.50 47,412 41179.95 33787.45 2,82,522
August-2015 46405.35 36670.45 79,059 46399.00 36679.05 4,03,632
c) Dividend payment date: September-2015 42200.00 37709.95 43,007 42185.00 37689.30 2,22,096
October-2015 43553.45 39507.20 30,155 43562.00 39510.00 1,94,442
Interim Dividend : 20-08-2015
November-2015 40200.00 37660.15 28,200 40200.00 37734.70 1,37,130
` 3 per share (30%) December-2015 40100.00 38230.00 13,296 40,058.75 38178.05 78,133
II Interim Dividend : 25-11-2015 January-2016 41399.95 34563.20 26,932 41424.65 34500.05 1,16,395
` 3 per share (30%) February-2016 35865.00 31190.00 32,170 36100.00 31183.20 1,15,903
March-2016 38969.35 32400.00 27,914 39000.00 32214.00 1,25,827
Final Dividend : 19-08-2016, ` 94 per share (940%),
(subject to approval of Shareholders) g) Stock Performance: (Monthly Closing
d) Listing on Stock Exchanges at: Price) Performance in comparison to BSE
1. National Stock Exchange of India Ltd., (NSE) Sensex 33000
46000
Exchange Plaza, 5th Floor, Plot No. C/1, 5 G Block, 41000
29000
36000
Bandra-Kurla Complex, Bandra (E), Mumbai 400 051. 31000
26000
2. Bombay Stock Exchange Ltd., (BSE) 21000 25000
Phiroze Jeejeebhoy Towers, Dalal 16000
11000
Street, Mumbai 400 001. 6000 21000
1000
Equity ISIN : INE883A01011
17000
Listing Fees upto the year ending 31st March, 2017 have
been paid to all the above mentioned Stock Exchanges. 13000

e) Stock Code:

Oct-15 Nov-15 Dec-15 Jan-16 Feb-16

9000

Bombay Stock Exchange Code 500290 SENSEX

5000
National Stock Exchange Symbol MRF
1000

SHARE PRICE
h) Registrars and Transfer Agents: In-house Share Transfer
MRF Limited stipulated time period and no share certificates were pending
No. 114, Greams Road, for dematerialization.
Chennai - 600 006 Trading in equity shares of the Company is permitted only
In terms of SEBI Circular No. O&CC/FITTC/CIR-15/2002 in dematerialized form w.e.f. 17-01-2000 as per
dated 27th December, 2002, your Company is carrying out notification issued by the Securities and Exchange Board
both physical transfer work as well as electronic of India (SEBI).
connectivity, in-house.
In-house investor relations department provides various
services viz., Dematerialization and Rematerializsation of
shares, Share Transfers/Transmissions, Disbursement of Electronic Form
dividend, Issue of duplicate share certificates, CDSL, 425525
Dissemination of information and Fixed Deposit related 10.03%
activities. Physical Form
Members are therefore requested to communicate pertaining 1195032
to both physical and electronic connectivity to Secretarial 28.18%
Department, MRF Limited, No. 114, Greams Road,
Electronic Form
Chennai 600 006. NSDL, 2620586
61.79%
i) Share Transfer System:
The average time taken for processing and registration of
share transfer requests received is less than 12 days. All
dematerialization requests are processed within 10 days. l) Outstanding GDR/Warrants/any other convertible instruments:
j) Distribution of shareholding (as at 31.03.2016): The Company do not have any outstanding GDR /
Warrants / any other convertible instruments.
Shareholding No. of % No. of Shares %
Shareholders m) Debenture Trustee: Axis Trustee Services Limited
Upto 500 33987 98.73 723609 17.06 2nd Floor, Wadia International Centre,
501 - 1000 168 0.49 120499 2.84 Pandurang Budhkar Marg, Worli,
1001 - 2000 94 0.27 141471 3.34 Mumbai – 400 025.
2001 - 3000 36 0.10 91963 2.17 n) Commodity price risk / foreign exchange risk and hedging:
3001 - 4000 13 0.04 46610 1.10
4001 - 5000 25 0.07 113321 2.67 Natural Rubber which is one of the key commodities used
5001 - 10000 41 0.12 278826 6.57 for the company’s manufacturing operations is an
10001 and above 60 0.18 2724844 64.25 agricultural commodity and subject to price volatility and
TOTAL 34424 100.00 4241143 100.00 production concerns both in the domestic front and in the
k) Dematerialization of Shares and Liquidity: international front. Moreover, the price of natural rubber
is controlled by external environment. The company has not
71.82% of total Equity Capital is held in dematerialized taken any hedging contracts for commodity price risks
form with NSDL and CDSL upto 31st March, 2016. All during this period.
requests for dematerialization of shares were carried out
within the Foreign Exchange Risks for the Company arise from (a)
payment obligations arising from imports of raw materials /
capital goods, services availed from overseas
service providers and foreign
 currency loans, (b) export transactions and (c) dividend related party transactions are not material as per the materiality
receipts. The Company’s Policy on hedging foreign currency thresholds laid down and hence no details are furnished in Form AOC-
risks is enumerated in the Accounting Policy annexed to the 2 of the Companies
Financial Statement.
o) Plant Locations:
1. Tiruvottiyur — Tiruvottiyur, Chennai, Tamilnadu.
2. Kottayam — Vadavathoor, Kottayam, Kerala.
3. Goa — Usgao, Ponda, Goa.
4. Arkonam — Icchiputhur, Arkonam, Tamilnadu.
5. Medak — Sadasivapet, Medak, Andhra Pradesh.
6. Puducherry — Eripakkam Village, Nettapakkam
Commune, Puducherry.
7. Ankanpally — Sadasivapet, Medak, Andhra
Pradesh.
8. Perambalur — Naranamangalam Village & Post,
Kunnam Taluk, Perambalur
District (Near Trichy), Tamilnadu.
p) Address for Correspondence: MRF Limited
No. 114, Greams
Road, Chennai – 600
006.
Tel : (044) 28292777
Fax : (044) 28295087
E-mail : [email protected]
12. Other Disclosures
(a) As required under applicable SEBI Regulations, your
Company has adopted a Policy on Related party transactions
and also a Policy on materiality of Related party
transactions and the same have been approved by the
Board of Directors and uploaded on the Company’s Web site:
http://www.mrftyres. com/downloads/download.php?
filename=Related-Party- Transaction-
Policy.pdf.,http://www.mrftyres.com/downloads/
download.php?filename=policy-on-materiality-of-related-party-
transactions.pdf. Requisite approvals from the Audit Committee
/ Board have been obtained for the transactions as stipulated
under applicable law. The details of related party
transactions entered into during the 18 months period ended
31st March, 2016 are given in the financial statements. These
 (Accounts) Rules, 2014. During the period under Directors and members of the senior management have
review, Hasbro Inc., the technical collaborator affirmed their compliance with the code of conduct.
divested their shareholding in Funskool (India) Your Company has also adopted a Code of Conduct to
Limited. In the light of this development, the regulate, monitor and report trading by insiders as per
equity shares held by the Company in Funskool Securities and Exchange Board of India (Prohibition of Insider
(India) Limited were sold to a related party. Trading) Regulations, 2015. All Directors and Designated
persons who could have access
(b) The Company has complied with the
requirements of the Stock Exchanges/SEBI and
statutory authority on all matters related to capital
markets during the last three years. No
penalties, strictures were imposed on the
Company by the stock exchange/ SEBI or any other
statutory authority in respect of the same.
(c) The Company has established a vigil mechanism
pursuant to the requirements of Section 177(9)
of the Companies Act, 2013 and Regulation 22 of
the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015. No personnel
have been denied access to the chairman of the
Audit Committee to report genuine concerns.
Establishment of vigil mechanism is hosted on
the web site of the company under the web link:
http://www.mrftyres.com/downloads/download.
php?filename=vigil-Mechanism.pdf.
(d) The Company has complied with the mandatory
requirements of Corporate Governance
prescribed in Schedule II, Part A to D of the SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015.
(e) The Company has complied with all the
applicable mandatory requirements specified in
Regulations 17 to 27 and Clauses (b) to (i) of sub-
regulation (2) of Regulation 46 of the SEBI
(Listing Obligations & Disclosure Requirements)
Regulations, 2015.
(f) The Board has laid down a Code of Conduct for all
Directors and senior management staff of the
Company. The code suitably incorporates for the
independent directors their duties as independent
directors as laid down in Schedule IV of the
Companies Act, 2013. The code of conduct is
available on the website: www.mrftyres.com. All
 to unpublished price sensitive information of the Company are There are no qualifications in the Auditors’ Report on the
governed by the Code. An annual disclosure was taken from accounts for the period 01/10/2014 to 31/03/2016.
the Directors and designated persons, as at the year end. Adoption of other non-mandatory requirements are being reviewed
(g) The Audit Committee reviews the financial statements of the from time to time.
unlisted subsidiary companies. The Minutes of the Board
Meetings of the unlisted subsidiary companies and the details of
transactions with them were placed at the Board meeting of
the company.
Your Company has formulated a policy on material
subsidiary as required under Regulation 16 of the SEBI
(Listing Obligations & Disclosure Requirements)
Regulations, 2015 and the policy is hosted on the website
of the company under the web
link:http://www.mrftyres.com/downloads/download. php?
filename=material-subsidary-policy.pdf. The Company does
not have any material unlisted subsidiary company.
(h) The Company has issued a formal letter of appointment to
all the independent directors. A sample of the terms and
conditions of their appointment have been disclosed in the
web site of the company under the web link:
http://www.mrftyres.com/ downloads/download.php?
filename=Terms-and-Condiions-of- Appointment-of-
Independent-Directors.pdf.
During the period, a meeting of the independent directors
was held as prescribed under applicable SEBI Regulations
and the Companies Act, 2013.
13. Discretionary requirements as specified in Part E of Schedule II of
SEBI
[Listing Obligations and Disclosure Requirements] Regulations,
2015:
a. Maintaining Non-Executive Chairman’s Office:
Not Applicable as the Chairman is an executive director.
b. Shareholder Rights:
The Company’s quarterly and half yearly results are
published in the newspapers and also uploaded on its
website www.mrftyres. com and in stock exchange websites
namely www.connect2nse. com and
http://listing.bseindia.com. Therefore, no individual
communications are sent to the shareholders in this
regard.
c. Audit Qualification:
14. CEO / CFO Certification
Mr. Arun Mammen, Managing Director and Mr. Madhu
P Nainan, Vice President Finance, have certified to Place: Chennai K M MAMMEN
the Board regarding the financial statements for the Date: 3rd May, 2016 Chairman & Managing Director
18 months period ended 31st March, 2016 in
accordance with Regulation 17(8) of SEBI [Listing
Obligations and Disclosure Requirements]
Regulations, 2015.
15. Unclaimed Share Certificates
In terms of the provisions of Regulation 39(4) read
with Schedule VI of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, shares
issued pursuant to the public issues or any other
issue which remain unclaimed shall be credited to a
demat suspense account with one of the depository
participants opened by the Company for this
purpose. As per the said clause, the Company has
sent 4 reminder letters to the shareholders, whose
share certificates were lying with the Company due
to non- submission of allotment letters. Since good
response was received from the shareholders staking
their claim for the unclaimed shares, further
reminder(s) were also sent to shareholders and those
who have submitted the requisite supporting
documents were issued share certificates. In further
compliance with the SEBI Regulations, a Demat
account for transfer of unclaimed physical shares
lying with the company into the suspense account
has been opened by the Company namely “MRF
Unclaimed Suspense Account” and necessary steps
are being taken to transfer the unclaimed physical
shares into the demat suspense account.
16. Declaration
As required by Para D of Schedule V to the SEBI
(Listing Obligations and Disclosure Requirements)
Regulations, 2015, it is hereby confirmed and
declared that all the members of the Board and
senior management have affirmed compliance with
the Code of Conduct of the Company for the 18
months period ended 31st March, 2016.

On behalf of the Board of Directors

 AUDITORS’ CERTIFICATE
To the Members of
MRF Limited
No. 114, Greams Road,
Chennai - 600 006.
We have examined the compliance of conditions of Corporate Governance by MRF Limited, for the 18 months period ended 31st March,2016, as
stipulated in Schedule V(C) of the SEBI(Listing Obligations and Disclosure Requirements) Regulations, 2015 pursuant to the Listing Agreement of the
said Company with Stock Exchanges.
The compliance of conditions of Corporate Governance is the 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, we certify that the Company has complied with the
conditions of Corporate Governance as stipulated in Schedule V(C) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
pursuant to the Listing Agreement of the said Company with Stock Exchanges.
We further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness with which the
management has conducted the affairs of the Company.

For and on behalf of

For Sastri & Shah For M. M. Nissim and Co.
Chartered Accountants Chartered Accountants
Firm Regn. No. 003643S Firm Regn. No. 107122W

C R Kumar Dhiren Mehta

Partner Partner
Mem. No. 26143 Mem. No. 109883
FRN: 003643S FRN: 107122W

Chennai, Dated 3rd May, 2016

INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF MRF require that we comply with ethical requirements and plan and perform the
LIMITED audit to
Report on the Standalone Financial Statements
We have audited the accompanying standalone financial statements
of MRF LIMITED (“the Company”), which comprise the Balance Sheet
as at 31st March, 2016, the Statement of Profit and Loss, the Cash
Flow Statement for the period then ended, and a summary of the
significant accounting policies and other explanatory information.
Management’s Responsibility for the Standalone Financial
Statements.
The Company’s Board of Directors is responsible for the matters
stated in section 134(5) of the Companies Act, 2013 (“the Act”) with
respect to the preparation of these standalone financial statements
that give a true and fair view of the financial position, financial
performance and cash flows of the Company in accordance with the
accounting principles generally accepted in India, including the
Accounting Standards specified under section 133 of the Act, read
with rule 7 of the Companies (Accounts) Rules, 2014. This
responsibility also includes maintenance of adequate accounting
records in accordance with the provisions of the Act for safeguarding of
the assets of the Company and for preventing and detecting frauds
and other irregularities; selection and application of appropriate
accounting policies; making judgments and estimates that are
reasonable and prudent; and design, implementation and maintenance
of adequate internal financial controls, that were operating
effectively for ensuring the accuracy and completeness of the
accounting records, relevant to the preparation and presentation of
the financial statements that give a true and fair view and are free
from material misstatement, whether due to fraud or error.
Auditor’s Responsibility
Our responsibility is to express an opinion on these standalone
financial statements based on our audit.
We have taken into account the provisions of the Act, the accounting
and auditing standards and matters which are required to be
included in the audit report under the provisions of the Act and the
Rules made thereunder.
We conducted our audit in accordance with the Standards on
Auditing specified under section 143(10) of the Act. Those Standards
obtain reasonable assurance about whether the financial As required by section 143 (3) of the Act, we report that:
statements are free from material misstatement.
(a) We have sought and obtained all the information and
An audit involves performing procedures to obtain audit explanations which to the best of our knowledge and belief
evidence about the amounts and the disclosures in the were necessary for the purposes of our audit.
financial statements. The procedures selected depend on
the auditor’s judgment, including the assessment of the
risks of material misstatement of the financial statements,
whether due to fraud or error. In making those risk
assessments, the auditor considers internal financial
control relevant to the Company’s preparation of the
financial statements that give a true and fair view in order
to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an
opinion on whether the company has in place an adequate
internal financial control system over financial reporting and
the operating effectiveness of such controls. An audit also
includes evaluating appropriateness of the accounting
policies used and the reasonableness of the accounting
estimates made by the Company’s Directors, as well as
evaluating the overall presentation of the financial
statements.
We believe that the audit evidence we have obtained is
sufficient and appropriate to provide a basis for our audit
opinion on the standalone financial statements.
Opinion
In our opinion and to the best of our information and
according to the explanations given to us, the aforesaid
standalone financial statements give the information
required by the Act in the manner so required and give a
true and fair view in conformity with the accounting
principles generally accepted in India, of the state of
affairs of the Company as at 31st March, 2016, its profit
and its cash flows for the period ended on that date.
Report on Other Legal and Regulatory Requirements
As required by the Companies (Auditor’s Report) Order,
2016 (“the Order”) issued by the Central Government of
India in terms of sub- section (11) of section 143 of the Act
we give in the “Annexure A” - a statement on the matters
specified in paragraphs 3 and 4 of the Order.
(b) In our opinion, proper books of account as required by law have Partner Partner
been kept by the Company so far as it appears from our Mem. No. 26143 Mem. No. 109883
examination of those books.
Chennai, Dated May 03, 2016
(c) The Balance Sheet, the Statement of Profit and Loss, and the
Cash Flow Statement dealt with by this Report are in
agreement with the books of account.
(d) In our opinion, the aforesaid standalone financial statements
comply with the Accounting Standards specified under section
133 of the Act, read with rule 7 of the Companies (Accounts)
Rules, 2014.
(e) On the basis of the written representations received from the
directors as on 31st March, 2016 taken on record by the Board
of Directors, none of the directors is disqualified as on 31st
March, 2016 from being appointed as a director in terms of
section 164 (2) of the Act.
(f) With respect to the other matters to be included in the
Auditor’s Report in accordance with Rule 11 of the Companies
(Audit and Auditors) rules, 2014, in our opinion and to the best
of our information and according to the explanations given to
us:
i. The Company has disclosed the impact of pending
litigations on its financial position in its financial
statements – Refer Note 27 (r) (iv) to the financial
statements;
ii. The Company has long-term contracts including derivative
contracts for which there were no material foreseeable
losses.
iii. There has been no delay in transferring amounts, required
to be transferred to the Investor Education and Protection
Fund by the Company during the period ended 31st
March, 2016.

For Sastri & Shah For M. M. Nissim & Co.

Chartered Accountants Chartered Accountants
Firm Regn. No. 003643S Firm Regn. No.
107122W
(C R Kumar) (Dhiren
Mehta)
ANNEXURE ”A” TO THE INDEPENDENT AUDITOR’S by Reserve Bank of India and the Provisions of Sections 73 to 76
REPORT OF EVEN DATE ON THE STANDALONE of the Act, and the rules framed thereunder with regard to
FINANCIAL STATEMENTS OF MRF LIMITED deposits accepted from the public. We are informed by the
management that no order has been passed by the Company
i) In respect of its Fixed Assets: Law Board or National Company Law
a) The Company has maintained proper records
showing full particulars, including quantitative
details and situation of Fixed Assets;
b) As explained to us, the assets have been
physically verified by the management in
accordance with a phased programme of
verification, which in our opinion is reasonable,
considering the size and the nature of its
business. The frequency of verification is
reasonable and no material discrepancies have
been noticed on such physical verification;
c) According to the information and explanations
given to us and on the basis of our examination
of the records of the Company the title deeds
of immovable properties are held in the name
of the Company.
ii) The inventory has been physically verified by the
management during the period. In our opinion, the
frequency of verification is reasonable. No material
discrepancies were noticed on such physical
verification. As regards materials lying with third
parties, confirmations have been obtained.
iii) The Company has not granted any loans, secured or
unsecured during the period to companies, firms,
limited liability partnerships or other parties covered
in the Register maintained under Section 189 of the
Act. Accordingly, the Clauses 3(iii) (a), (b) and (c) of
the 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
Act, with respect to the investments made and
corporate guarantees given to the subsidiary
companies.
v) The Company has complied with the directives issued
 Tribunal or Reserve Bank of India or any court or any other
Tribunal on the Company. Statute and nature of Financial year Forum where `
dues to which the the dispute is Crore
vi) We have broadly reviewed the books of account maintained by matter pertains pending
the Company pursuant to the rules made by the Central
CUSTOMS ACT, 1962
Government for the maintenance of cost records under section
148 (1) of the Act, and are of the opinion that prima facie, the Customs Duty and 1992-93 to 1994-95 High Court 74.89
prescribed accounts and records have been made and penalty
maintained. CENTRAL EXCISE ACT,
1944
vii) a) The Company is regular in depositing undisputed statutory
dues, including provident fund, employees’ state insurance, Excise duty and 1997-98 & 2006-07 Appellate 0.36
penalty & 2013-14 Commissioner
income tax, sales-tax, service tax, duty of customs, duty of
excise, value added tax, cess and any other statutory dues 1993-94, 1999-2000 Appellate 0.29
with appropriate authorities, where applicable. According to to 2001-2002 Tribunal
the information and explanations given to us, there are no 2001-02 Supreme 0.06
undisputed amounts payable in respect of such statutory Court
dues which have remained outstanding as at 31st March, INCOME TAX, 1961
2016 for a period of more than six months from the date Income Tax 2001-02, 2003-04, High Court 16.83
they became payable. 2007-08, 2009-10,
b) According to the records of the Company, the dues outstanding of income-tax, 2010-11 & 2011-12
sales-tax, service tax, duty of customs, duty of excise and value added tax on viii) The Company has not defaulted in repayment of its loans or
account of any dispute, are as follows: borrowings to banks and debenture holders.
ix) The Company has not raised any moneys by way of Initial public
Statute and nature of Financial year Forum where ` offer or further Public offer (Including debt instruments), during
dues to which the the dispute is Crore the period. Moneys raised by way of Term Loan were applied
matter pertains pending for the purpose for which those are raised.
CENTRAL SALES TAX
x) On the basis of our examination and according to the
ACT, 1956 & VAT
information and explanations given to us, no fraud by the
LAWS
Company or any material fraud on the Company by its officers
Sales tax / VAT and 2002-03, 2005-06 to Appellate 7.92 or employees has been noticed or reported during the period,
penalty 2011-12, 2013-14 to Commissioner nor have we been informed of any such case by the
2015-16 management.
1997-98 to 2007-08, Appellate 10.20
2009-10, 2010-11 & Tribunal xi) The managerial remuneration has been paid/provided in
2015-16 accordance with the requisite approvals mandated by the
provisions of Section 197 read with Schedule V to the Act.
1996-97, 2007-08, High Court 6.76
2012-13 to 2015-16 xii) The Company is not a nidhi Company and accordingly provisions
1996-97, 2000-01 & Supreme 0.01 of Clause (xii)of Para 3 of the order are not applicable to the
2001-02 Court Company.
xiii) On the basis of our examination and according to the
xvi) The Company is not required to be registered under section 45-
information and explanations given to us, we report that all the
IA of the Reserve Bank of India Act,1934 and accordingly,
transaction with the related parties are in compliance with
provisions Clause (xvi) of Para 3 of the Order are not applicable
section 177 and 188 of the Act, and the details have been
to the Company.
disclosed in the Financial statements in Note No. 27 (i) as
required by the applicable accounting standards.
xiv) The Company has not made any preferential allotment or
private placement of share or fully or partly convertible For Sastri & Shah For M. M. Nissim & Co.
debentures during the period and accordingly provisions of Chartered Accountants Chartered Accountants
Clause (xiv) of Para 3 of the Order are not applicable to the Firm Regn. No. 003643S Firm Regn. No. 107122W
Company.
(C R Kumar) (Dhiren Mehta)
xv) According to the information and explanations given to us and Partner Partner
based on our examination of the records of the company, the Mem. No. 26143 Mem. No. 109883
company has not entered into any non-cash transactions with
directors or persons connected with him. Accordingly provisions Chennai, Dated May 03, 2016
of Clause (xv) of Para 3 of the Order are not applicable to the
company.
MRF LIMITED, CHENNAI
BALANCE SHEET AS AT 31ST MARCH, 2016
Note As at 31.03.2016 As at 30.09.2014
` Crore ` Crore
EQUITY AND LIABILITIES
Shareholders’ Funds
Share Capital 2 4.24 4.24
Reserves and Surplus 3 6790.09 4513.40
6794.33 4517.64
Non-Current Liabilities
Long-Term Borrowings 4 1485.08 1198.75
Deferred Tax Liabilities (Net) 5 298.86 235.31
Other Long Term Liabilities 6 1227.13 1144.84
Long-Term Provisions 7 128.97 91.85
3140.04 2670.75
Current Liabilities
Short-Term Borrowings 8 488.43 616.25
Trade Payables 9 1539.56 1139.72
Other Current Liabilities 10 616.55 539.29
Short-Term Provisions 7 230.20 313.31
2874.74 2608.57
TOTAL 12809.11 9796.96
ASSETS
Non-Current Assets
Fixed Assets 11
Tangible Assets 4584.74 3421.65
Intangible Assets 9.06 7.04
Capital Work-In-Progress 1058.40 626.67
5652.20 4055.36
Non-Current Investments 12 945.15 151.76
Long-Term Loans and Advances 13 247.05 263.50
Other Non-Current Assets 14 3.00 2.88
6847.40 4473.50
Current Assets
Current Investments 15 1844.16 936.15
Inventories 16 1879.74 1799.70
Trade Receivables 17 1831.72 1708.47
Cash and Bank Balances 18 80.45 707.67
Short-Term Loans and Advances 13 322.35 153.94
Other Current Assets 14 3.29 17.53
5961.71 5323.46
TOTAL 12809.11 9796.96
Significant Accounting Policies 1
The Notes are an integral part of these financial
statements. This is the Balance Sheet referred to in our
report of even date.
For SASTRI & SHAH For M. M. NISSIM & CO.
Chartered Accountants Chartered Accountants
Firm Regn. No. 003643S Firm Regn. No. 107122W JACOB KURIAN
C R Kumar Dhiren Mehta MADHU P NAINAN RAVI MANNATH V SRIDHAR K M MAMMEN
Partner Partner Vice President Finance Company Secretary Directors Chairman & Managing Director
Mem. No. 26143 Mem. No. 109883
Chennai, Dated 3rd May, 2016
MRF LIMITED, CHENNAI
STATEMENT OF PROFIT & LOSS FOR THE PERIOD ENDED 31ST MARCH, 2016
Note Period ended 31.03.2016 Year ended 30.09.2014
` Crore ` Crore
INCOME
Revenue from operations (Gross) 19 22521.35 14649.33
Less:- Excise Duty 2277.41 1451.21
Revenue from operations (Net) 20243.94 13198.12
Other income 20 184.93 65.08
Total Revenue 20428.87 13263.20
EXPENSES
Cost of materials consumed 21 11162.91 8298.90
Purchases of Stock in Trade [Note 27 (a) (ii)] 38.89 61.22
Changes in Inventories of Finished Goods,
Work-in-progress and Stock-in-Trade 22 (14.95) 19.18
Employee benefits expense 23 1283.27 732.69
Finance costs 24 339.72 225.68
Depreciation and Amortisation expense 25 734.76 423.09
Other expenses 26 3474.00 2163.55
Total Expenses 17018.60 11924.31
PROFIT BEFORE TAX 3410.27 1338.89
Tax expense:
Current tax 1019.00 428.00
Deferred tax 63.55 13.00
1082.55 441.00
PROFIT FOR THE PERIOD/ YEAR 2327.72 897.89
Basic - Earnings per equity share: (`) [Not Annualised] 27 (c) 5488.44 2117.09
Diluted - Earnings per equity share: (`) [Not Annualised] 5488.44 2117.09
Significant Accounting Policies 1
The Notes are an integral part of these financial statements.
This is the statement of Profit and Loss referred to in our report of even date.

For SASTRI & SHAH For M. M. NISSIM & CO.

Chartered Accountants Chartered Accountants
Firm Regn. No. 003643S Firm Regn. No. 107122W JACOB KURIAN
C R Kumar Dhiren Mehta MADHU P NAINAN RAVI MANNATH V SRIDHAR K M MAMMEN
Partner Partner Vice President Finance Company Secretary Directors Chairman & Managing Director
Mem. No. 26143 Mem. No. 109883
Chennai, Dated 3rd May, 2016
MRF LIMITED, CHENNAI
CASH FLOW STATEMENT FOR THE PERIOD ENDED 31ST MARCH, 2016
Period ended 31.03.2016 Year ended 30.09.2014
` Crore ` Crore ` Crore ` Crore
A. CASH FLOW FROM OPERATING ACTIVITIES :
NET PROFIT BEFORE TAX 3,410.27 1,338.89
Adjustment for :
Depreciation 734.76 423.09
Provision for Impairment of Assets 23.93 -
Unrealised Exchange (Gain) / Loss 2.60 0.82
Provision for Doubtful debts (written back)/Provided - 0.15
Interest - Net 276.10 191.61
Dividend Income (0.22) (0.16)
Loss / (Gain) on Sale / Disposal of Fixed Assets 6.54 2.52
Loss / (Gain) on Sale of Investments (80.19) 963.52 (13.45) 604.58
OPERATING PROFIT/(LOSS) BEFORE WORKING CAPITAL CHANGES 4373.79 1943.47
Trade receivables (128.95) (154.98)
Long term loans and advances (45.80) 3.54
Short term loans and advances (168.41) 12.39
Other receivables 12.99 (18.62)
Inventories (80.04) (4.41)
Long Term Liabilities 82.29 101.61
Trade Payable and Provisions 504.19 176.27 211.79 151.32
CASH GENERATED FROM OPERATIONS 4550.06 2094.79
Direct Taxes paid (1142.35) (407.95)
NET CASH FROM OPERATING ACTIVITIES 3407.71 1686.84
B. CASH FLOW FROM INVESTING ACTIVITIES
Purchase of Fixed Assets (2303.15) (1242.26)
Proceeds from sale of Fixed Assets 3.33 0.26
Purchase of Investments (2342.41) (654.00)
Proceeds from sale of Investments 727.26 491.78
Investment in Subsidiary Companies (6.06) (6.08)
Fixed Deposits with Banks 449.57 (407.45)
Interest Income 64.75 32.88
Dividend Income 0.22 0.16
NET CASH USED IN INVESTING ACTIVITIES (3406.49) (1784.71)
C. CASH FLOW FROM FINANCING ACTIVITIES
(Repayments) / Proceeds from Working Capital Facilities (Net) (127.81) 140.02
Proceeds from Term Loans 541.08 330.13
Repayments of Term Loans (68.21) (83.38)
Repayment of Debentures (135.00) (65.00)
(Repayments) / Proceeds from Fixed Deposits (Net) (28.24) (1.79)
Sales Tax Deferral (6.72) (8.66)
Deferred payment Credit (12.50) (7.54)
Interest paid (314.63) (221.70)
Dividend and Corporate Dividend Tax (26.92) (14.89)
NET CASH FROM FINANCING ACTIVITIES (178.95) 67.19
NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS (177.73) (30.68)
CASH AND CASH EQUIVALENTS AS AT 30TH SEPTEMBER, 2014 255.09 285.77
CASH AND CASH EQUIVALENTS AS AT 31ST MARCH, 2016 77.36 255.09
Note: The above Cash Flow Statement has been prepared under the Indirect Method.
This is the Cash Flow Statement referred to in our report of even date.
For SASTRI & SHAH For M. M. NISSIM & CO.
Chartered Accountants Chartered Accountants
Firm Regn. No. 003643S Firm Regn. No. 107122W JACOB KURIAN
C R Kumar Dhiren Mehta MADHU P NAINAN RAVI MANNATH V SRIDHAR K M MAMMEN
Partner Partner Vice President Finance Company Secretary Directors Chairman & Managing Director
Mem. No. 26143 Mem. No. 109883
Chennai, Dated 3rd May, 2016
NOTES FORMING PART OF THE STANDALONE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31ST MARCH, 2016

1. SIGNIFICANT ACCOUNTING POLICIES VAT Scheme), including freight, installation and borrowing
A. BASIS OF ACCOUNTING AND PREPARATION OF FINANCIAL costs for bringing the asset to its working condition for its
STATEMENTS: intended use.

The financial statements of the Company have been prepared Gains or losses arising from derecognition of Fixed Assets are
in accordance with the Generally Accepted Accounting measured as the difference between the net disposal proceeds
Principles in India (Indian GAAP) to comply with the Accounting and the carrying amount of the asset and are recognized in the
Standards notified under section 133 of the Companies Act, statement of Profit and Loss.
2013, read together with paragraph 7 of the Companies b. Depreciation:
(Accounts) Rules, 2014. The financial statements have been
prepared on accrual basis under the historical cost convention. (i) Till 30th September, 2014 depreciation was provided on
the basis of Schedule XIV to the Companies Act, 1956,
All assets and liabilities have been classified as current or non- except in respect of vehicles, furniture fixture and office
current as per the Company’s normal operating cycle and other equipment where higher depreciation has been provided
criteria set out in the Schedule III to the Companies Act, 2013. on straight line method at the rate of 20% based on
Based on the nature of products and the time between the management’s estimate of the useful life of the assets.
acquisition of assets for processing and their realization in cash
and cash equivalents, the Company has determined its Effective 1st October, 2014 (being the commencement of the Company’s
operating cycle as twelve months for the purpose of current financial year), the Company has charged depreciation as per the requirements
and non-current classification of assets and liabilities. of Schedule II of the Companies Act, 2013. Depreciation on Building,
Computers, Office equipment and Other Assets (viz. Electrical Fittings, Fire
B. USE OF ESTIMATES: Fighting/Other equipment and Canteen Utensils etc.) has been provided on
The preparation of financial statements in conformity with the straight line method as per Schedule II of the Companies Act, 2013.
generally accepted accounting principles requires estimates Depreciation on Renewable Energy Saving Devices is provided on reducing
and assumptions to be made that affect the reported amounts balance method as specified in Schedule II to the Companies Act, 2013. In
of assets and liabilities (including contingent liabilities) and the respect of Plant & Machinery, Moulds, Vehicles, Furniture and Fixtures and
reported amounts of revenues and expenses during the Computer Servers, where based on management’s estimate of the useful life of
reported period. The management believes that the estimates the assets, depreciation has been provided on straight line method using the
used in the preparation of financial statements are prudent and following estimated useful lives;
reasonable. Difference between the actual results and
estimates are recognised in the period in which the results are
known or materialise.
C. FIXED ASSETS AND DEPRECIATION/AMORTISATION: Description of the Asset Estimated Useful life
a. Fixed Assets are stated at cost less accumulated depreciation/ Plant & Machinery 10 Years
amortization and impairment in value. Moulds 6 Years
Vehicle, Furniture & Fixtures and 5 Years
Costs comprise the purchase price (net of credits under
Computer Servers
CENVAT/
 Further the Company has identified and determined
E. INVESTMENTS:
separate useful life for each major component of fixed
assets, if they are materially different from that of the Investments that are readily realisable and are intended to be
remaining assets, for providing depreciation in held for not more than one year from the date, on which such
compliance with schedule II of the Companies Act, 2013. investments are made, are classified as current investments.
All other investments are classified as long term investments.
The estimate of the useful life of the assets has been
Current investments are carried at lower of cost and fair value.
assessed based on technical advice which considered the
Long-term investments are carried at cost. However, provision
nature of the asset, the usage of the asset, expected
for diminution is made to recognise a decline, other than
physical wear and tear, the operating conditions of the
temporary, in the value of the investments, such reduction
asset, anticipated technological changes, manufacturers
being determined and made for each investment individually.
warranties and maintenance support, etc.
Trade Investments comprise investments in subsidiary
These changes in the basis of providing depreciation have
companies and in which the Company has strategic business
no material impact on financial statements of the
interest.
Company.
On disposal of investment, the difference between its carrying
(ii) Depreciation on fixed assets added/disposed off during
amount and net disposal proceeds is charged or credited to the
the period is provided on pro-rata basis with reference to
statement of Profit & Loss.
the date of addition/disposal.
F. INVENTORIES:
(iii) Assets acquired/purchased costing less than Rupees five
thousand have been depreciated at the rate of 100%. Inventories consisting of stores & spares, raw materials, Work-
in- progress, Stock-in-Trade and finished goods are valued at
(iv) Leasehold Land is amortised over the period of the lease.
lower of cost and net realisable value. However, materials held
(v) Intangible Assets are carried at cost and amortised over 5 for use in production of inventories are not written down below
years on straight-line method over the estimated useful cost, if the finished products are expected to be sold at or
economic life of the assets. above cost.

D. IMPAIRMENT OF ASSETS: The cost is computed on FIFO basis except for stores and spares
which are on daily moving Weighted Average Cost basis and is
The Company assesses at each Balance Sheet date whether net of credits under CENVAT/VAT Schemes.
there is any indication that an asset may be impaired. If any
such indication exists, the Company estimates the recoverable Work-in-progress and Finished Goods inventories include materials,
amount of the asset. If such recoverable amount of the asset or duties and taxes (other than those subsequently recoverable
the recoverable amount of the cash generating unit to which from tax authorities) labour cost and other related overheads
the asset belongs is less than its carrying amount, the carrying incurred in bringing the inventories to their present location
amount is reduced to its recoverable amount. The reduction is and condition.
treated as an impairment loss and is recognised in the Statement
Net realisable value is the estimated selling price in the
of Profit and Loss. If at the Balance Sheet date there is an
ordinary course of business, less estimated cost of completion
indication that if a previously assessed impairment loss no
and estimated cost necessary to make the sale.
longer exists, the recoverable amount is reassessed and the
asset is reflected at the recoverable amount. Obsolete and slow moving items are valued at lower of cost and
estimated net realisable value.
G. REVENUE RECOGNITION: Income Tax Act, 1961.
Revenue is recognised to the extent that it is probable that the
economic benefits will flow to the Company and the revenue
can be reliably measured.
Sale of goods and services are recognised when risks and
rewards of ownership are passed on to the customer which
generally coincides with delivery and when the services are
rendered. Sales include Excise Duty but exclude VAT and
warranty claims.
Interest is recognized on a time proportion basis taking into
account the amount outstanding and the rate applicable.
Dividend is recognized when the shareholders’ right to receive
payment is established by the Balance Sheet date.
Service income is recognized as per the terms of the contracts
/ arrangements when related services are performed.
H. CASH AND CASH EQUIVALENTS:
Cash and Cash Equivalents for the purpose of Cash Flow
Statement comprise cash and cheques in hand, bank balances
and demand deposits with banks where the original maturity is
three months or less.
I. EXCISE DUTY:
Excise Duty has been accounted on the basis of both payments
made in respect of goods despatched and also provision made
for goods lying in bonded warehouses.
J. RESEARCH AND DEVELOPMENT:
Revenue expenditure on Research and Development is charged
to the Statement of Profit and Loss of the Period in which it is
incurred. Capital expenditure on Research and Development is
included as additions to Fixed Assets.
K. TAXATION:
Provision for Current Tax is made on the basis of estimated
taxable income for the current accounting period comprising of
1st October, 2014 to 31st March, 2015 and 1st April, 2015 to
31st March, 2016 and in accordance with the provisions of the
 Deferred tax for timing differences between the book Insurance Corporation of India (LIC) and the contribution is
and tax profits for the Period is accounted for, using charged to the Statement of Profit and Loss.
the tax rates and laws that have been enacted or
Liabilities with regard to Gratuity are determined under Group
substantially enacted on the Balance Sheet date.
Gratuity Scheme with LIC and the provision required is
Deferred tax assets are recognised only to the extent
determined as per Actuarial Valuation as at the Balance Sheet
that there is reasonable certainty that sufficient
date, using the Projected Unit Credit Method.
future taxable income will be available against which
such deferred tax assets can be realised. If the
company has carry forward unabsorbed depreciation
and tax losses, deferred tax assets are recognised
only to the extent there is a virtual certainty
supported by convincing evidence that sufficient
taxable income will be available against which such
deferred tax assets can be realised.
L. LEASES:
Lease payments under operating leases are
recognised as expenses on straight line basis over the
lease term in accordance with the period specified in
respective agreements.
M. EMPLOYEE BENEFITS:
The Company contributes to Regional Provident Fund
Commissioner on behalf of its employees and such
contributions are charged to the Statement of Profit
and Loss. In respect of some of its employees the
Company contributes the Provident Fund to a Trust
established for this purpose based on fixed
percentage of the eligible employees’ salary and is
charged to the Statement of Profit and Loss. The
Company is liable for annual contributions and any
shortfall in the fund assets and interest based on the
Government specified minimum rate of return and
recognises such contributions and shortfall, if any, as
an expense in the period incurred.
The Company also contributes to a government
administered Pension Fund on behalf of its
employees, which are charged to the Statement of
Profit and Loss.
Superannuation benefits to employees, as per
Company’s Scheme, have been funded with Life
 Short-term employee benefits are recognised as an expense as per
valuation on respective contracts is not recognised by the
the Company’s Scheme based on expected obligation on
Company, keeping in view the principle of prudence as
undiscounted basis. Other long term employee benefits are
enunciated in AS-1 “Disclosure on Accounting Policies”.
provided based on the Actuarial Valuation done at the period
end, using the Projected Unit Credit Method. P. BORROWING COSTS:
Actuarial gain/loss are charged to the Statement of Profit and Borrowing costs that are attributable to the acquisition of or
Loss and not deferred. construction of qualifying assets are capitalised as part of the
cost of such assets. A qualifying asset is one that necessarily
N. FOREIGN CURRENCY TRANSACTIONS:
takes substantial period of time to get ready for intended use.
Transactions denominated in foreign currencies are recorded at All other borrowing costs are charged to revenue.
the exchange rate prevailing at the date of the transaction or
Q. WARRANTY:
that approximates the actual rate as at the date of transaction.
Provision for product warranties is recognised based on
Monetary items denominated in foreign currencies at the
management estimate regarding possible future outflows on
period end are restated at period end rates. In case of
servicing the customers during the warranty period. These
monetary items which are covered by forward exchange
estimates are computed on scientific basis as per past trends of
contracts, the difference between the period end rate and the
such claims.
contracted rate is recognised as exchange difference. Premium
paid on forward contracts is recognised over the life of the R. PROVISIONS AND CONTINGENT LIABILITIES:
contract. Non-monetary items are carried in terms of historical
cost denominated in foreign currency and is recorded using the A provision is recognised when there is a present obligation as a
exchange rate prevailing at the date of the transaction or that result of a past event where it is probable that an outflow of
approximates the actual rate as at the date of transaction. Any resources will be required to settle the obligation, in respect of
profit or loss arising on cancellation or renewal of forward which a reliable estimate can be made. Contingent liability is
exchange contract is also recognized as income or expense for disclosed for (i) Possible obligations which will be confirmed
the period. only by future events not wholly within the control of the
Company or (ii) Present obligations arising from past events
O. DERIVATIVE TRANSACTIONS: where it is not probable that an outflow of resources will be
required to settle the obligation or a reliable estimate of the
The Company uses derivative financial instruments, such as
amount of the obligation cannot be made. Contingent Assets
Forward Exchange Contracts, Currency Swaps and Interest Rate
are not recognised in the financial statements since this may
Swaps, to hedge its risks associated with foreign currency
result in the recognition of income that may never be realized.
fluctuations and interest rates. Currency and interest rate
swaps are accounted in accordance with their contract. At S. EARNINGS PER SHARE:
every period end all outstanding derivative contracts are fair
valued on a marked-to-market basis and any loss on valuation is The Basic & Diluted Earnings per share is computed by dividing
recognised in the Statement of Profit and Loss, on each the Profit after tax for the Period/Year by weighted average
contract basis. Any gain on marked-to-market number of equity shares outstanding during the period/year.
NOTES TO THE FINANCIAL STATEMENTS AS AT 31ST MARCH, 2016

NOTE 2: SHARE CAPITAL

As at 31.03.2016 As at 30.09.2014
` Crore ` Crore
Authorised
90,00,000 Equity Shares of ` 10 each 9.00 9.00
1,00,000 Taxable, Redeemable Cumulative Preference Shares of ` 100 each 1.00 1.00
10.00 10.00
Issued
42,41,143 Equity shares of ` 10 each 4.24 4.24
(Excludes 71 bonus shares not issued and not alloted on non-payment of call monies)
Subscribed and Fully Paid-up
42,41,143 Equity Shares of ` 10 each 4.24 4.24
4.24 4.24

(a) Reconciliation of the shares outstanding at the beginning and at the end of the reporting period:
As at 31.03.2016 As at 30.09.2014
Equity Shares No. of shares ` Crore No. of shares ` Crore
At the beginning of the period/year 42,41,143 4.24 42,41,143 4.24
Issued during the period/year - - - -
Outstanding at the end of the period/year 42,41,143 4.24 42,41,143 4.24

(b) Rights, preferences and restrictions attached to shares:

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

(c) Shareholders holding more than 5 percent of the equity shares:

As at 31.03.2016 As at 30.09.2014
Name of Shareholder No. of shares held % of share holding No. of shares held % of share holding
1) Comprehensive Investment and Finance Company Private 438414 10.34 437243 10.31
Limited
2) MOWI (P) Limited 507984 11.98 507984 11.98
3) Enam Shares and Securities Private Ltd. 222487 5.25 267626 6.31
NOTE 3: RESERVES AND SURPLUS
As at 31.03.2016 As at 30.09.2014
` Crore ` Crore
Securities Premium Account
As per last Account 9.42 9.42

General Reserve
As per last Account 4422.21 3556.22
Add: Transfer from Surplus in the Statement of Profit and Loss 2284.62 865.99
6706.83 4422.21
Debenture Redemption Reserve
As per last Account 81.77 75.26
Add: (Transfer to)/Transfer from Surplus in the Statement of Profit and Loss (7.93) 6.51
73.84 81.77

Surplus in the Statement of Profit and Loss

Balance as per last financial statements - -
Profit for the period/year 2327.72 897.89
Transfer from/(Transfer to) Debenture Redemption Reserve (Net) 7.93 (6.51)
2335.65 891.38
Less:- Appropriations
Dividends
Interim (` 6 per share, Previous year ` 6 per share) 2.54 2.54
Final - Proposed (` 94 per share, Previous year ` 44 per share) 39.87 18.66
Corporate Tax on Dividend 8.62 4.19
Transfer to General Reserve 2284.62 865.99
2335.65 891.38
6790.09 4513.40
NOTE 4: LONG-TERM BORROWINGS
Non-current Current maturities
As at 31.03.2016 As at As at As at 30.09.2014
` Crore 30.09.2014 31.03.2016 ` Crore
Secured ` `
Debentures: Crore Crore
- (Previous year 1350) 9.07% Secured Redeemable - 70.00 - 65.00
Non-Convertible Debentures of ` 10,00,000/- each,
privately placed
5000 10.09% Secured Redeemable Non-Convertible 500.00 500.00 - -
Debentures of ` 10,00,000/- each, privately placed
Term Loans from Banks:
External Commercial Borrowings(ECB) 68.21 204.62 68.21 -
Unsecured
Term Loan from Banks:
External Commercial Borrowings(ECB) 721.54 184.93 - -
Buyers Line of Credit 139.75 145.20 9.92 -
Fixed Deposits 5.23 27.53 1.95 7.89
Sales Tax Deferral Scheme 43.72 55.12 11.40 6.72
Others
Deferred Payment Credit 6.63 11.35 0.38 8.16
Amounts disclosed under the head ‘Other Current Liabilities’
(Note 10) - - (91.86) (87.77)
1485.08 1198.75 - -
Security and Terms of Repayment in respect of above Borrowings are detailed in Note 27(p)

NOTE 5 : DEFERRED TAX LIABILITIES (Net) ` Crore ` Crore

As at 31.03.2016 As at 30.09.2014
Deferred Tax Liability:
Arising on account of timing difference in:
- Depreciation 329.92 260.95
Deferred Tax Asset:
- Accrued Expenses allowable on Actual Payments (31.06) (25.64)
Deferred Tax Liabilities (Net) 298.86 235.31

NOTE 6 : OTHER LONG-TERM LIABILITIES

Dealers’ Security Deposit 1188.48 1128.90
Retention Money 33.39 9.88
Others 5.26 6.06
1227.13 1144.84
NOTE 7 : PROVISIONS ` Crore
Long-Term Short-Term
As at 31.03.2016 As at 30.09.2014 As at 31.03.2016 As at 30.09.2014
Provision for employee benefits
Leave benefits 25.54 16.48 3.09 2.02
Gratuity - - 6.26 36.84
Other Benefits 4.38 4.65 1.65 1.20
Tax (Net of advance Tax paid) - - 3.91 127.26
Dividend
Interim - - - 1.27
Final - Proposed - - 39.87 18.66
Corporate Tax on Dividend - - 8.12 3.95
Other Provisions (Note 27(g)) 99.05 70.72 167.30 122.11
128.97 91.85 230.20 313.31
NOTE 8 : SHORT-TERM BORROWINGS ` Crore
As at 31.03.2016 As at 30.09.2014
Secured
From Banks:
Working Capital Facility 320.07 520.95
Buyer's Line of Credit 168.36 95.30
488.43 616.25
(i) Working Capital Facility and Buyer’s Line of Credit are secured by hypothecation of Inventory and book debts.
(ii) Working Capital Facility is repayable on demand and carries interest @ 9.35% to 10.50% (Previous year 9.95% to 11.15%).
(iii) Buyer’s Line of Credit is repayable within a year and carries interest @ LIBOR plus 25 bps to LIBOR plus 40 bps
(Previous year LIBOR plus 40 bps to LIBOR plus 50 bps).
NOTE 9 : TRADE PAYABLES
Trade Payables (Note 27(k))
- Outstanding dues of Micro and Small Enterprises 11.16 1.11
- Outstanding dues of creditors other than Micro and Small Enterprises (Includes Acceptances of ` 251.24
crore (previous year ` 340.06 crore). 1528.40* 1138.61*
1539.56 1139.72
*Includes due to Subsidiary companies ` 414.10 Crore (Previous year ` 0.10 Crore).
NOTE 10 : OTHER CURRENT LIABILITIES
Current maturities of long term debt (Note 4) 91.86 87.77
Interest accrued but not due on borrowings 71.27 46.18
Advances from Customers 29.71 36.58
Statutory dues:
Central Excise / Service Tax 0.03 43.30
Value Added Tax / Central Sales Tax 108.12 125.06
Withholding Taxes 12.86 8.03
Employee related 7.23 6.08
Other payables:
Employee benefits 126.12 61.73
Liabilities for expenses 167.52 122.91
Unclaimed Dividends 1.71 1.63
Matured Fixed Deposits and Interest 0.12 0.02
616.55 539.29
There is no amount due and outstanding to be credited to Investor Education and Protection Fund.
NOTE 11 : FIXED ASSETS ` Crore
Nature of Fixed GROSSBLOCK DEPRECIATION NETBLOCK
Assets Cost as at Additions Deductions Cost as at Upto Provided Deductions/ Upto As at As at
01/10/2014 31/03/2016 30/09/2014 during Impairment 31/03/2016 31/03/2016 30/09/2014
the period
Tangible Assets
Land - Freehold 345.57 144.45 - 490.02 - - - - 490.02 345.57
(93.29) (252.28) (*) (345.57) (-) (-) (-) (-) (345.57) (93.29)
- Leasehold 4.33 - - 4.33 1.64 0.14 - 1.78 2.55 2.69
(4.33) (-) (-) (4.33) (1.54) (0.10) (-) (1.64) (2.69) (2.79)
Buildings 976.15 282.41 10.18 1248.38 160.74 46.89 3.66 203.97 1044.41 815.41
(898.01) (79.56) (1.42) (976.15) (133.38) (27.71) (0.35) (160.74) (815.41) (764.63)
Plant and Equipment 4269.79 1286.04 37.82 5518.01 2286.82 548.47 36.55 2798.74 2719.27 1982.97
(3846.33) (445.25) (21.79) (4269.79) (1977.36) (330.04) (20.58) (2286.82) (1982.97) (1868.97)
Moulds 426.05 112.07 25.43 512.69 286.31 67.81 25.30 328.82 183.87 139.74
(379.78) (50.87) (4.60) (426.05) (254.63) (36.21) (4.53) (286.31) (139.74) (125.15)
Furniture and Fixtures 21.48 3.84 0.59 24.73 15.08 4.14 0.20 19.02 5.71 6.40
(18.48) (3.65) (0.65) (21.48) (13.10) (2.55) (0.57) (15.08) (6.40) (5.38)
Computer 43.74 8.34 1.16 50.92 30.62 9.72 1.15 39.19 11.73 13.12
(36.46) (8.13) (0.85) (43.74) (28.15) (3.31) (0.84) (30.62) (13.12) (8.31)
Office Equipment 29.16 8.74 0.91 36.99 20.25 5.99 0.86 25.38 11.61 8.91
(26.69) (3.42) (0.95) (29.16) (18.15) (3.04) (0.94) (20.25) (8.91) (8.54)
Other Assets # 155.77 49.14 12.48 192.43 62.72 41.09 11.71 92.10 100.33 93.05
(126.86) (30.00) (1.09) (155.77) (49.01) (14.52) (0.81) (62.72) (93.05) (77.85)
Vehicles 30.68 9.08 1.70 38.06 16.89 6.90 0.97 22.82 15.24 13.79
(23.76) (7.85) (0.93) (30.68) (14.52) (3.25) (0.88) (16.89) (13.79) (9.24)
Total Tangible Assets 6302.72 1904.11 90.27 8116.56 2881.07 731.15 80.40 3531.82 4584.74 3421.65
Previous Year (5453.99) (881.01) (32.28) (6302.72) (2489.84) (420.73) (29.50) (2881.07) (3421.65) (2964.15)
Intangible Assets
Computer Software 25.04 5.63 - 30.67 18.00 3.61 - 21.61 9.06 7.04
Total Intangible 25.04 5.63 - 30.67 18.00 3.61 - 21.61 9.06 7.04
Assets
Previous Year (21.03) (4.01) (-) (25.04) (15.64) (2.36) (-) (18.00) (7.04) (5.39)
Capital Work-In-Progress 1058.40@ 626.67
Grand Total 5652.20 4055.36
Note:
Freehold land includes Agriculture Land - ` 0.12 crore.
(*) Represents land sold during the period amounting to ` NIL (Previous year `
18,206). # Represents Electrical fittings, Fire fighting/other Equipments and
canteen utensils.
@ Net of Provision for impairment ` 22.25
crore. Figures in bracket are in respect of
previous year.
NOTE 12 : NON-CURRENT INVESTMENTS Face Value As at As at
` 31.03.2016 30.09.2014
` Crore ` Crore
Carried at cost, Fully Paid-up
Non-Trade
Quoted
1,16,665 (23,333) Equity Shares in ICICI Bank Ltd. 2 0.09 0.09
2,000 Equity Shares in EIH Associated Hotels Ltd. - ` 44,000 (Previous year - ` 44,000) 10 - -
4,000 Equity Shares in Housing Development Finance Corporation Ltd. - ` 4,000 (Previous year - ` 4,000) 2 - -
165 (33)Equity Shares in JK Tyres & Industries Ltd. - ` 1,872 (Previous year- ` 1,872) 2 - -
2 Equity Shares in Bengal & Assam Company Limited - ` 487 (Previous year - ` 487) 10 - -
2,000 Equity Shares in HDFC Bank Ltd. - ` 4,000 (Previous year - ` 4,000) 2 - -
Aggregate Book Value of Quoted Investments 0.09 0.09
Unquoted In Mutual Fund Units:
Income Plan: Growth Option
- (82,485) Franklin India Short Term Income Plan Institutional 1000 - 12.00
- (27,20,037) HDFC - High Interest Fund - Short Term Plan 10 - 5.00
59,46,232 HDFC Short Term Plan 10 10.00 10.00
1,00,00,000 HDFC FMP 1128D September 2014(1) Series 32-Regular Plan 10 10.00 10.00
1,60,00,000 HDFC FMP 1134D September 2014(1) Series 32-Regular Plan 10 16.00 16.00
- (50,00,000) HDFC FMP 370D October 2013 (5) Series 28-Regular Plan 10 - 5.00
- (50,00,000) HDFC FMP 371D November 2013 (1) Series 28-Regular Plan 10 - 5.00
87,65,778 (-) BIRLA Sun Life Dynamic Bond Fund - Retail - Direct Plan 10 22.00 -
2,95,25,827 (1,69,91,455) BIRLA Sun Life Dynamic Bond Fund - Retail - Regular Plan 10 57.00 25.00
- (50,00,000) BIRLA Sun Life Fixed Term Plan- Series IW (368 days)-Regular Plan 10 - 5.00
30,00,000 BIRLA Sun Life Fixed Term Plan-Series LX (1099) Days - Regular Plan 10 3.00 3.00
60,95,089 Reliance Short Term Fund -Growth Plan-Growth Option-STGP 10 10.00 10.00
27,17,258 ICICI Prudential Institutional Short Term Plan - Cumulative 10 5.00 5.00
1,00,00,000 ICICI Prudential FMP Series 75-1100 Days Plan J Cumulative 10 10.00 10.00
50,00,000 GKRG/SUNDARAM Fixed Term Plan GK 1120 days Regular 10 5.00 5.00
3,00,00,000 (-) GYDG /SUNDARAM Fixed Term Plan GY Direct Plan 10 30.00 -
- (50,00,000) L&T FMP Series 9-Plan D 10 - 5.00
18,66,670 (-) IDFC Ultra Short Term Fund-(Regular Plan) 10 3.00 -
61,558 (-) SBI SHF Ultra Short term Debt Fund-Regular Plan 1000 9.00 -
19,35,998 (-) HDFC High Interest Fund Dynamic Plan - Direct - Growth Option 10 9.50 -
2,46,91,641 (-) HDFC Medium Term Opportunities Fund Direct Plan Growth Option 10 39.50 -
20,45,716 (-) Birla Sun life Short Term Fund -Direct Plan 10 11.00 -
56,18,909 (-) Birla Sunlife Short Term Fund - Regular Plan 10 31.17 -
47,18,438 (-) Birla Sunlife Short Term Opportunities Fund - Regular Plan 10 11.00 -
6,17,679 (-) Birla sun life Treasury Optimiser - Direct plan 100 11.00 -
17,44,625 (-) Birla sun life Treasury Optimiser - Regular plan 10 32.00 -
7,79,493 (-) Birla sun life Floating Rate Fund Long Term - Regular Plan 100 13.50 -
1,30,67,518 (-) Birla sun life Short Term Opportunities Fund - Direct Plan 10 32.00 -
3,64,00,614 (-) IDFC Supersaver Income Fund Medium Term - Regular Plan 10 85.00 -
64,13,102 (-) IDFC Ultra Short Term Fund - Direct Plan 10 13.00 -
70,00,000 (-) DHFL PRAMERICA Fixed Maturity Plan -Series 77 - Regular Plan 10 7.00 -
 NOTE 12 : NON-CURRENT INVESTMENTS (Contd.)
Face Value As at As at
` 31.03.2016 30.09.2014
` ` Crore
Crore
75,04,245 (-) DHFL PRAMERICA Short Maturity Plan 10 19.00 -
1,08,96,570 (-) TATA Short Term Bond Fund Regular Plan 10 30.00 -
57,63,855 (-) UTI Short Term Income Fund Institutional option Direct Plan 10 10.00 -
6,07,66,664 (-) UTI Short Term Income Fund Institutional option 10 103.00 -
68,805 (-) UTI Treasury Advantage Fund Institutional Plan 1000 13.50 -
2,64,80,287 (-) ICICI Prudential Short Term option plan 10 75.00 -
60,73,551 (-) HDFC High Interest Fund Dynamic Plan 10 30.00 -
3,74,92,354 (-) HDFC High Interest Fund Short Term Plan 10 100.15 -
24,21,650 (-) HDFC Floating Rate Income Fund Short Term Plan Wholesale Option 10 6.00 -
70,89,864 (-) 257 / Sundaram Ultra Short Term Fund Regular 10 14.00 -
1,26,22,926 (-) DSG / Sundaram Select Debt Short Term Asset Plan Regular 10 32.00 -
INVESTMENTS (At Cost, Fully Paid-
up) Non-Trade
Unquoted
Others:
65,000 Equity Shares in Mammen Mappillai Investments Pvt. Ltd. 10 0.07 0.07
- (1,00,000) Equity Shares in M M Research Company Pvt. Ltd. 10 - 0.10
1,600 Ordinary Shares in MRF Employees Co-operative Society Ltd. - ` 40,000 (Previous year - ` 40,000) 25 - -
50 Ordinary Shares in The Ranipet Leather Finishing Servicing Industrial Co-operative Society 100 - -
Ltd-
` 5,000 (Previous year - ` 5,000)
10 Ordinary Shares in Co-operative Housing Societies - ` 500 (Previous year- ` 500) 50 - -
5 Equity Shares in Chennai Willingdon Corporate Foundation - ` 50 (Previous year ` 50) 10 - -
Trade
Unquoted Subsidiary Companies:
12,73,200 (10,000) Ordinary Shares in MRF SG Pte Ltd 6.11 0.05
50,100 Equity Shares in MRF Corp Ltd. - ` 1,500 (Previous year - ` 1,500) 10 - -
5,32,470 Equity Shares in MRF International Ltd. 10 0.53 0.53
3,41,60,324 Equity Shares in MRF Lanka Pvt. Ltd. Sri Lankan 15.01 15.01
Rupee 10
Others:
- (1,48,500) Equity Shares in Funskool (India) Ltd. 10 - 0.15
3,026 (2,300) Equity Shares (Class A) of ` 10 each in PPS Enviro Private Ltd 10 0.21 0.16
2,13,787 (57,480) Equity Shares (Class B) of ` 10 each in PPS Enviro Private Ltd. 10 0.22 0.06
(with disproportionate voting rights)
3,75,000 Equity Shares in Sai Regency Power Corporation Pvt. Ltd. 10 0.38 0.38
2,60,000 Equity Shares in Connect Wind India Pvt Ltd. 10 4.16 4.16
50,000 (-) Coromandel Electric Co. Ltd. 10 0.05 -
Aggregate Amount of Unquoted Investments 945.06 151.67
945.15 151.76
Aggregate Market Value of Quoted Investments 3.48 3.99
Figures in brackets are in respect of previous year.
NOTE 13 : LOANS & ADVANCES
Long-Term Short-Term
As at 31.03.2016 As at 30.09.2014 As at 31.03.2016 As at 30.09.2014
` Crore ` Crore ` Crore ` Crore
Unsecured, Considered Good
Capital Advances 100.10 162.35 - -
Loan and Advances to Employees 5.94 2.81 30.89 14.48
Loan and Advances to Related parties 7.36 12.43 0.59 3.27
Advances Recoverable in cash or in kind 15.68 1.21 195.07 91.62
Other Loans and Advances:
Balances with Excise Authorities - - 78.55 27.38
Advance payment of Income Tax/Tax Deducted at 64.18 45.47 - -
Source (after adjusting provision)
Prepaid Expenses - - 17.25 17.19
Security Deposits 53.79 39.23 - -
247.05 263.50 322.35 153.94

NOTE 14 : OTHER ASSETS

Non-current Current
As at 31.03.2016 As at 30.09.2014 As at 31.03.2016 As at 30.09.2014
` Crore ` Crore ` Crore ` Crore
Unsecured, Considered Good
Interest Accrued on Loans and Deposits - - 3.24 4.37
Non-current Bank Balances (Note 18) 1.31 1.31 - -
Share/Mutual Fund Application Monies - - - 13.06
Others 1.69 1.57 0.05 * 0.10*
3.00 2.88 3.29 17.53
*Represents due from a subsidiary company ` 0.05 Crore (Previous Year - ` 0.10 Crore)
NOTE 15 : CURRENT INVESTMENTS Face Value As at 31.03.2016 As at 30.09.2014
` ` Crore ` Crore
Carried at lower of Cost and Fair Value
Non-Trade - Fully Paid-up
Unquoted In Mutual Fund Units:
Income Plan - Growth:
1,49,355 UTI Liquid Cash Plan Institutional 1,000 27.00 27.00
11,96,542 (5,05,454) UTI Treasury Advantage Fund - Institutional Plan 1,000 214.50 77.00
- (21,27,358)UTI Fixed Income Interval Fund Annual Interval Plan III - Institutional Plan 10 - 3.00
- (12,15,844) ICICI Prudential Savings Fund 100 - 20.00
73,67,845 (17,81,587) ICICI Prudential Flexible Income 100 193.00 39.00
3,94,396 ICICI Prudential Liquid-plan 100 7.00 7.00
41,99,807 (-) ICICI Prudential Short Term Option plan 10 13.00 -
12,15,844 (-)ICICI Prudential Savings Fund 100 20.00 -
- (50,00,000) ICICI Prudential FMP Series 72-440 Days Plan L- Regular Plan Cumulative 10 - 5.00
- (60,00,000) ICICI Prudential FMP Series 74-370 Days Plan Q- Regular Plan Cumulative 10 - 6.00
- (60,00,000) ICICI Prudential FMP Series 74-368 Days Plan R- Regular Plan Cumulative 10 - 6.00
- (50,00,000) ICICI Prudential FMP Series 74-368 Days Plan Y- Regular Plan Cumulative 10 - 5.00
- (54,00,000) ICICI Prudential FMP Series 74-367 Days Plan Z- Regular Plan Cumulative 10 - 5.40
1,15,318 Reliance Liquid Fund-Cash Plan-Growth Option-CPG Plan 1,000 20.00 20.00
1,68,599 Reliance Money Manager Fund-Growth Plan-LPIG 1,000 26.00 26.00
52,66,727 Reliance Medium Term Fund-Growth Plan-IPGP 10 13.00 13.00
13,684 Reliance Liquid Fund-Treasury Plan-Growth Plan-LFIG 1,000 4.00 4.00
- (60,00,000) Reliance Fixed Horizon Fund-XXVI-Series 33- Plan-X7GP 10 - 6.00
- (50,00,000) Reliance Fixed Horizon Fund-XXV-Series 6- Plan-WAGP 10 - 5.00
- (50,00,000) Reliance Fixed Horizon Fund-XXV-Series 19- Plan-WOGP 10 - 5.00
1,66,07,563 HDFC Cash Management Fund - Treasury Advantage Plan - Wholesale 10 40.00 40.00
43,93,376 (-) HDFC Short Term Plan 10 13.00 -
93,198 HDFC Liquid Fund - Premium Plan 1,000 20.00 20.00
9,71,24,594 (3,91,31,624) HDFC Floating Rate Income Fund -Short Term Plan - Wholesale 10 222.50 77.00
Option
29,580 HDFC Liquid Fund 1,000 7.00 7.00
- (60,00,000) HDFC FMP 366D May 2014 (2) Series 31-Regular 10 - 6.00
- (60,00,000) HDFC FMP 370D June 2014 (1) Series 31-Regular 10 - 6.00
50,00,000 HDFC FMP 371D December 2013 (1) Series 28-Regular Plan 10 5.00 5.00
- (70,00,000) HDFC FMP 371D June 2014 (1) Series 31-Regular Plan 10 - 7.00
- (50,00,000) HDFC FMP 453D February 2014 (1) Series 29-Regular Plan 10 - 5.00
- (50,00,000)HDFC FMP 540D December 2013 (1) Series 28-Regular-Plan 10 - 5.00
50,00,000 (-) HDFC FMP 370D October 2013 (5) Series 28-Regular-Plan 10 5.00 -
36,55,457 (-) HDFC FMP 371D November 2013 (1) Series 28-Regular-Plan 10 3.66 -
14,06,187 BIRLA Sun Life Floating Rate Fund - Short Term-Regular - Plan 100 20.00 20.00
NOTE 15 : CURRENT INVESTMENTS (Contd.) Face Value As at 31.03.2016 As at 30.09.2014
` ` Crore ` Crore
18,91,226 BIRLA Sun Life Cash Manager - Institutional Plan 100 35.00 35.00
78,44,428 (7,27,224) BIRLA Sun Life Floating Rate Fund-Long Term-Regular Plan 100 134.50 10.00
3,64,072 BIRLA Sun Life Cash Plus-Regular Plan 100 7.00 7.00
22,59,785 (14,11,779) BIRLA Sun Life Treasury Optimizer Plan-Regular Plan 100 36.00 20.00
53,58,593 (-) Birla Sunlife Savings Fund - Regular Plan 100 151.00 -
52,42,908 (-) Birla Sunlife short term Opportunities Fund - Regular Plan 10 13.00 -
- (50,00,000) BIRLA Sun Life Fixed Term Plan- Series JE (368 days)-Regular Plan 10 - 5.00
- (50,00,000) BIRLA Sun Life Fixed Term Plan- Series JY (367 days)-Regular Plan 10 - 5.00
- (50,00,000) BIRLA Sun Life Fixed Term Plan- Series LO (369 days)-Regular Plan 10 - 5.00
- (60,00,000) BIRLA Sun Life Fixed Term Plan- Series LQ (368 days)-Regular Plan 10 - 6.00
- (5,92,18,499) Franklin India Ultra Short Bond Fund Super Institutional Plan 10 - 88.00
- (39,170) Franklin India Treasury Management Account Super Institutional Plan 1000 - 7.00
1,29,83,092 (3,14,53,743) KOTAK Flexi Debt Scheme Plan A - (Regular) 10 19.00 44.00
- (1,14,046) KOTAK Floater Short Term 1000 - 20.00
28,752 KOTAK Liquid Scheme Plan A (Regular) 1000 7.00 7.00
2,07,399 SBI SHF - Ultra Short Term Fund - Institutional Plan 1000 30.00 30.00
3,07,774 (3,69,333) SBI - Ultra Short Term Debt Fund - Regular Plan 1000 46.00 55.00
37,116 SBI - Premier Liquid Fund - Regular Plan 1000 7.00 7.00
- (50,00,000) SBI -Debt Fund Series - A 28-367 Days- Regular Plan 10 - 5.00
- (50,00,000) SBI -Debt Fund Series - A 2 15 Months- Regular Plan 10 - 5.00
6,68,79,275 (-) IDFC Ultra Short Term Fund-(Direct Plan) 10 137.50 -
2,01,65,731 (2,20,32,401) IDFC Ultra Short Term Fund-(Regular Plan) 10 33.00 36.00
47,988 IDFC Cash Fund-Growth-(Regular Plan) 1000 7.00 7.00
50,00,000 IDFC Fixed Term Plan Series 50 Regular Plan- 10 5.00 5.00
- (50,00,000) IDFC Fixed Term Plan Series 51 Regular Plan 10 - 5.00
- (70,00,000) IDFC Fixed Term Plan Series 97 Regular Plan-(366 Days) 10 - 7.00
- (57,50,000) IDFC Fixed Term Plan Series 99 Regular Plan-(368 Days) 10 - 5.75
51,30,715 (-) IDFC Super Saver Income Fund Medium Term Regular Plan 10 13.00 -
7,12,03,949 (-) 257 Sundaram Ultra Short term Fund Regular Plan 10 142.50 -
31,599 TATA Liquid Fund Plan 1000 7.00 7.00
- (50,00,000) TATA Fixed Maturity Plan Series 47 Scheme N-Plan A 10 - 5.00
6,16,955 (-) TATA Floater fund Regular Plan 1000 135.00 -
- (50,00,000) L&T FMP Series 9-Plan J-1141 days 10 - 5.00
50,00,000 (-) L&T FMP Series 9-Plan D (1131 Days) 10 5.00 -
- (50,00,000) L&T FMP Series 10-Plan H(1155 Days) 10 - 5.00
- (50,00,000) DWS Fixed Maturity Plan Series 43-Regular Plan 10 - 5.00
- (50,00,000) DWS Fixed Maturity Plan Series 45-Regular Plan 10 - 5.00
1844.16 936.15
Figures in brackets are in respect of previous year.
NOTE 16 : INVENTORIES ` Crore ` Crore
As at 31.03.2016 As at 30.09.2014
At lower of cost and net realisable value
Raw materials 708.19 635.12
Raw Material (Goods-in-Transit) 31.05 126.30
Work-in-progress 148.20 179.41
Finished goods 717.88 651.11
Stock-in-Trade 17.71 14.85
Stores and spares 256.71 192.91
1879.74 1799.70

NOTE 17 : TRADE RECEIVABLES ` Crore ` Crore

As at 31.03.2016 As at 30.09.2014
Outstanding for a period exceeding six months from the date they are due for payment
Unsecured - Considered Good 0.94 1.29
- Considered Doubtful 2.26 2.26
Less: Provision for Doubtful Debts (2.26) (2.26)
0.94 1.29
Others
Secured 1101.34 1043.82
Unsecured, Considered Good 729.44 663.36*
1831.72 1708.47
* Includes due from a subsidiary company - ` 0.05
Crore
NOTE 18 : CASH & BANK BALANCES Non-current Current
As at As at As at As at
31.03.2016 30.09.2014 31.03.2016 30.09.2014
` Crore ` Crore ` Crore ` Crore
Cash and Cash equivalents:
Balances with banks:
Current Accounts - - 8.85 9.10
Fixed Deposits with Original maturity less than three months - - 20.00 200.43
Cheques on hand - - 47.68 45.51
Cash on hand 0.83 0.05
- - 77.36 255.09
Other Bank Balances:
Fixed Deposits 1.31 1.31 1.38 450.95
Unpaid Dividend Account - - 1.71 1.63
1.31 1.31 3.09 452.58
Amounts disclosed under 'Non Current Assets' (Note 14) (1.31) (1.31) - -
- - 80.45 707.67
 NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31ST MARCH, 2016

NOTE 19 : REVENUE FROM OPERATIONS

Period Year ended
ended 30.09.2014
` Crore
31.03.2016 ` Crore
Sales
Otherof ProductsRevenues
Operating 22495.36 14640.94
Export Incentives 17.09 7.85
Miscellaneous 8.90 0.54
22521.35 14649.33
Less: Excise Duty 2277.41 1451.21
20243.94 13198.12
Details of sales
Class under broad heads:
of Goods
Automobile Tyres 19994.21 12970.52
Automobile Tubes 1738.05 1107.79
Others 763.10 562.63
22495.36 14640.94
NOTE 20 : OTHER INCOME
Interest on Deposits 63.62 34.07
Dividend on Investment from;
Subsidiary Companies 0.15 0.10
Other non current Investments 0.07 0.06
0.22 0.16
Profit on Sale of Investments(Net)
- Non-Current 14.49 -
- Current 65.70 13.45
Other Non-Operating Income 40.90 17.40
184.93 65.08
NOTE 21 : COST OF MATERIALS CONSUMED
Cost of materials consumed
Opening Stock 761.42 791.68
Add: Purchases 11140.73 8268.64
11902.15 9060.32
Less: Closing Stock 739.24 761.42
11162.91 8298.90
Details of Raw Materials consumed under broad heads:
Rubber 5708.62 4465.63
Fabric 2010.59 1318.44
Carbon Black 1624.91 1276.50
Chemicals 1433.48 918.54
Others 385.31 319.79
11162.91 8298.90
NOTE 22 : CHANGES IN INVENTORIES OF FINISHED GOODS, WORK-IN-PROGRESS & STOCK-IN-TRADE
Period Year ended
ended 30.09.2014
31.03.2016 ` Crore
` Crore
Closing Stock:
Finished Goods 717.88 651.11
Stock-in-Trade 17.71 14.85
Work-in-Progress 148.20 179.41
883.79 845.37
Less: Opening Stock:
Finished Goods 651.11 593.25
Stock-in-Trade 14.85 37.98
Work-in-Progress 179.41 223.59
845.37 854.82
Differential Excise Duty on Opening and Closing stock of Finished Goods 23.47 9.73
(14.95) 19.18

Details of Inventory under broad heads: ` Crore

Class of Goods Finished Goods Stock-in-Trade Work-in-Progress
Opening Stock Closing Stock Opening Stock Closing Stock Opening Stock Closing Stock
Automobile Tyres 523.01 601.53 - - 151.40 111.52
(486.47) (523.01) (-) (-) (201.81) (151.40)
Automobile Tubes 79.57 75.05 0.77 0.09 4.13 5.41
(64.03) (79.57) (29.38) (0.77) (9.40) (4.13)
T & S Equipments - - 11.67 15.09 - -
(-) (-) (6.75) (11.67) (-) (-)
Others 48.53 41.30 2.41 2.53 23.88 31.27
(42.75) (48.53) (1.85) (2.41) (12.38) (23.88)
Total 651.11 717.88 14.85 17.71 179.41 148.20
(593.25) (651.11) (37.98) (14.85) (223.59) (179.41)
Figures in bracket are in respect of previous year
NOTE 23 : EMPLOYEE BENEFITS EXPENSE
Period ended Year ended
31.03.2016 30.09.2014
` Crore ` Crore
Salaries, Wages, Bonus, and Allowances 1041.93 582.87
Contribution to Provident, Gratuity and Other Funds 111.81 71.62
Staff welfare Expenses 129.53 78.20
1283.27 732.69

NOTE 24 : FINANCE COSTS

Period ended Year ended
31.03.2016 30.09.2014
` Crore ` Crore
Interest on Loans and Deposits 251.19 157.90
Interest on Debentures 85.64 64.37
Interest on Deferred Payment Credit 1.46 1.82
Other borrowing costs 1.43 1.59
339.72 225.68

NOTE 25 : DEPRECIATION & AMORTISATION EXPENSE

Period ended Year ended
31.03.2016 30.09.2014
` Crore ` Crore
Depreciation on tangible assets 731.15 420.73
Amortisation on intangible assets 3.61 2.36
734.76 423.09
NOTE 26 : OTHER EXPENSES
Period ended Year ended
31.03.2016 30.09.2014
` Crore ` Crore
Stores and Spares Consumed 458.83 274.94
Power and Fuel 842.05 664.67
Processing Expenses 240.58 134.38
Rent 68.12 36.47
Rates and Taxes 16.74 9.18
Insurance 16.63 10.85
Printing and Stationery 8.93 4.81
Repairs and Renewals:
Buildings 27.13 16.29
Plant and Machinery 118.06 67.94
Other Assets 51.53 25.58
Travelling and Conveyance 59.48 39.06
Communication Expenses 10.98 7.04
Vehicle Expenses 7.46 4.59
Auditors' Remuneration:
As Auditors:
Audit fee (Current year includes arrears of ` 0.03 Crore for previous year) 0.41 0.34
Tax Audit fee 0.14 0.06
Other Services 0.16 0.13
Reimbursement of Expenses 0.26 0.11
0.97 0.64
Cost Auditor’s Remuneration:
Audit fee 0.06 0.05
Directors' Fees 0.16 0.11
Directors' Travelling Expenses 5.56 3.02
Advertisement 357.16 148.85
Warranty 34.41 29.41
Sales tax absorbed by the company 0.54 0.85
Bad debts written off (Net) - 0.20
Commission and Discount 401.41 237.13
Freight and Forwarding (Net) 562.62 351.42
Loss on Sale of Fixed Asset 6.54 2.52
Net Loss on Foreign Currency Transactions 56.79 46.79
Bank Charges 6.44 5.90
Provision for impairment of assets 23.93 -
Provision for Doubtful Debts - 0.15
Miscellaneous Expenses 90.89 40.71
3474.00 2163.55
NOTE 27 : ADDITIONAL/EXPLANATORY INFORMATION FORMING PART OF THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31ST MARCH, 2016

Period ended 31.03.2016 Year ended 30.09.2014

% of total Value % of total Value
Consumption ` Crore Consumption ` Crore
a. (i) Value of imported/indigenous raw material/stores & spares consumed
:
Raw Materials
Imported at landed cost 47.81 5337.16 45.90 3808.93
Indigenous 52.19 5825.75 54.10 4489.97
100.00 11162.91 100.00 8298.90
Stores and Spares
Imported at landed cost 8.36 38.37 7.17 19.71
Indigenous 91.64 420.46 92.83 255.23
100.00 458.83 100.00 274.94
Period ended Year ended
31.03.2016 30.09.2014
(ii) Details of Purchase of Traded Goods under broad heads: ` Crore ` Crore
Tubes - 33.06
T and S Equipments 30.41 22.79
Sports Goods 4.54 2.76
Others 3.94 2.61
38.89 61.22
(iii) CIF Value of Imports:
a) Raw Materials 4057.97 3409.70
b) Components and Spare Parts 99.30 59.97
c) Capital Goods 740.17 415.85
(iv) Earnings in Foreign Exchange:
FOB Value of Exports 1666.49 1223.19
Freight and Insurance 20.67 10.05
Dividend 0.05 -
Others 2.99 1.57
Note: FOB Value of Exports excludes export sales in Indian Rupee
(v) Expenditure in Foreign Currency paid or payable by the Company:
a) Interest and Finance Charges 6.75 2.23
b) Professional and Consultation Fees 5.46 3.21
c) Commission and Discount 0.05 0.21
d) Travelling 5.81 3.98
e) Advertisements 59.67 13.11
f) Traded goods 0.31 33.19
g) Insurance 2.33 0.38
h) Product warranty claims 5.87 1.48
i) Others 9.04 3.00
b. The amount due and paid during the period to “Investor Education and Protection Fund” is ` 0.30 Crore. (Previous Year - ` 0.14 Crore)
c. Earnings Per Share:
Period ended Year ended
* 30.09.2014
31.03.2016
Profit after taxation ` Crore 2327.72 897.89
Number of equity shares (Face Value `10/-) Nos. 4241143 4241143
Earnings per share ` 5488.44 2117.09
* Not Annualised
d. The Company enters into Forward Exchange Contracts, Currency Swaps and Interest Rate Swaps being derivative instruments, which are not
intended for trading or speculative purposes, but for hedging purposes, to establish the amount of reporting currency required or available at
the date of settlement of certain payables and receivables.
The outstanding position and exposures are as under :
(i) Derivative instruments as on 31st March, 2016:-
Particulars Currency Amount ` Crore Nature Cross
Currency Currency/Interest Rate Swap USD 141.67 Million 857.96 ECB Loan INR
(70.00) Million (389.55)
Currency/Interest Rate Swap USD 24.82 Million 149.67 Buyer's Line of Credit INR
(24.09) Million (145.20)
(ii) Forward Contract Outstanding as on 31st March, 2016:-
Particulars Currency Amount ` Crore Nature Cross Currency

Forward Contract USD 24.98 Million 168.36 Buyer’s Line of Credit INR
(15.69) Million (95.30)
Forward Contract USD 17.06 Million 115.90 Import purchase INR
(92.27) Million (567.13)
[The amount of premium carried forward to be accounted in the subsequent year - ` 2.57 Crore (Previous Year - `7.71 Crore)].
(iii) Un-hedged foreign currency exposure is ` 22.17 Crore, net receivable (Previous Year - ` 26.57 Crore, net
receivable) Figures in brackets are in respect of Previous Year.
e. Particulars in respect of loans and advances in the nature of loans as required by the SEBI (Listing Obligations and Disclosure Requirements) Regulations,
2015:
` Crore
Maximum Balance
Subsidiary Company Balance as during the year
at
31.03.2016 30.09.2014 31.03.2016 30.09.2014
MRF Corp Limited 7.36 15.43 15.43 15.43
Note: 1. Loans to employees have been considered to be outside the purview of disclosure requirements.
2. Investment by Loanee in the shares of the Parent company - NIL (Previous year - Nil).
f. The Company’s leasing arrangements are in respect of operating leases for premises (residential, office and godowns). The leasing arrangements,
which are not non-cancellable, range between eleven months and three years generally, and are usually renewable by mutual consent on
agreed terms. The aggregate lease rentals payable are charged as rent.
g. Movement in provisions as required by Accounting Standard 29 “Provisions, Contingent Liabilities and Contingent Asset”.

As at (` Crore)
Provided Paid Reversed during As at
during during
01.10.2014 the period the period the period 31.03.2016
(i) Warranty 78.47 34.41 - - 112.88
(49.06) (29.41) (-) (-) (78.47)
(ii) Litigation and related disputes 55.53 10.18 0.90 - 64.81

Notes :

(62.61) (6.85) (12.67) (1.26) (55.53)

(i) Cash outflow towards warranty provision would generally occur during the next two years. Such claims are netted off from sales.
(ii) Litigation and related disputes represents estimates mainly for probable claims arising out of litigation/disputes pending with authorities
under various statutes (i.e. Service Tax, Excise and Customs Duty, Electricity/Fuel Surcharge, Cess). The probability and the timing of
the outflow with regard to these matters will depend on the final outcome of the Litigations/Disputes.
(iii) Figures in brackets are in respect of Previous year.
h. Provision for Taxation has been made in respect of the income presently determined for the period 1st April, 2015 to 31st March, 2016.
Further, provision for the assessment year 2015-16 has been determined and adjusted considering the provision already made in the accounts
for the year ended 30th September, 2014.
i. Related party disclosures:
(a) Names of related parties and nature of relationship where control exists are as
under: Subsidiary Companies: i) MRF Corp Ltd.
ii) MRF International Ltd.
iii) MRF Lanka (Private) Ltd.
iv) MRF SG Pte Ltd
(b) Names of other related parties and nature of relationship:
Key Management Personnel: i) Mr. K.M. Mammen, Chairman and Managing Director
ii) Mr. K.M. Philip, Whole-time Director (upto 31.03.2015)
iii) Mr. Arun Mammen, Managing Director
iv) Mr. Rahul Mammen Mappillai, Whole - time Director
v) Mr. Ravi Mannath, Company Secretary
vi) Mr. Madhu P Nainan, Vice President Finance
Relatives of Key Management Personnel: i) Mrs. Ambika Mammen (Wife of Chairman and Managing Director), (Director w.e.f. 23rd April,2015)
ii) Dr. (Mrs) Cibi Mammen (Wife of Managing Director), (Director w.e.f. 12th February, 2015)
iii) Mr. Samir Thariyan Mappillai (Son of Chairman and Managing Director)
Companies in which Directors interested:
are
Badra Estate & Industries Limited, Comprehensive Investments & Finance Co. Pvt. Ltd., Kirloskar Electric Co. Ltd., Braga Industries,
Devon Machines Pvt. Ltd., Coastal Braga Industries LLP, Funskool (India) Ltd., Pandalur Plantations Pvt. Ltd., Gokul Rubber & Tea
Rubber Equipments Pvt. Ltd., Plantations Ltd., VPC Freight Forwarders Pvt. Ltd.
Other Related Parties: Mr. Jacob Kurian - Director, MRF Ltd Executives Provident Fund Trust, MRF Management Staff
Gratuity Scheme, MRF Employees Gratuity Scheme, MRF Managers’ Superannuation Scheme.
(c) Transactions with related parties (excluding reimbursements):
Nature of Transactions
i) Subsidiary Companies: ` Crore
MRF Lanka (Private) Ltd. MRF Corp Limited MRF SG Pte Ltd.
31.03.2016 30.09.2014 31.03.2016 30.09.2014 31.03.2016 30.09.2014
Investment in Equity Capital - 6.03 - - 6.06 0.05
Share Application Money Paid - - - - - 6.06
Sale of Materials 0.04 0.20 - - - -
Purchase of Materials 0.01 - 2.48 1.38 1273.42 -
Sale of Finished Goods 2.23 1.93 - - - -
Dividend Received 0.05 - 0.10 0.10 - -
Interest received - - - - - -
Lease Rent received - - 0.19 0.11 - -
Outstanding: -
Investments 15.01 15.01 - - 6.11 0.05
Loan Receivable - - 7.36 15.43 - -
Trade Receivable - 0.05 - - - -
Other Receivables 0.05 - 0.59 0.37 - -
Trade Payable - - 0.17 0.10 413.93 -
Corporate Guarantee - 1.85 - - - 309.00
` Crore
ii) Key Management Personnel: Sitting Fees Remuneration* Interest Paid Deposit Outstanding Commission Payable
31.03.2016 30.09.2014 31.03.2016 30.09.2014 31.03.2016 30.09.2014 31.03.2016 30.09.2014 31.03.2016
30.09.2014
Mr. K M Mammen - - 26.27 10.82 - - - - 10.71 4.50
Mr. K M Philip - - 2.66 5.43 - - - - 1.26 2.43
Mr. Arun Mammen - - 20.85 9.18 - 0.03 - - 9.83 4.39
Mr. Rahul Mammen Mappillai - - 17.00 7.29 - - - - 8.01 3.49
Mr. Ravi Mannath - - 2.12 0.60# - - - - - -
Mr. Madhu P Nainan - - 1.61 0.46# - - - - - -
iii) Relatives of Key
Management Personnel:
Mrs. Ambika Mammen 0.01 - - - - - - - - -
Dr. (Mrs) Cibi Mammen 0.01 - - - - - - - - -
Mr. Samir Thariyan Mappillai - - 0.75 0.33 - 0.02 - 0.24 - -
* Remuneration does not include provisions made for Gratuity and Leave benefits as they are determined on an actuarial basis for the Company as a whole.
#
Remuneration is for a period of six months from 1st April, 2014 to 30th September, 2014.
 iv) Companies in which Directors are related:
Purchase of Raw Materials / Components / :
Coastal Rubber Equipments Pvt. Ltd - ` 101.78 Crore, Devon Machines Pvt. Ltd -
Machinery
` 28.37 Crore, Braga Industries - ` 107.10 Crore and Others - ` 3.00 Crore
Selling & Distribution Expenses : Funskool (India) Ltd - ` 1.06 Crore.
Payment towards Services : VPC Freight Forwarders Pvt. Ltd - ` 13.66 Crore, Coastal Rubber Equipments Pvt Ltd -
` 1.67 Crore and Braga Industries LLP - ` 0.01 Crore
Sale of Investments : Comprehensive Investments & Finance Co Pvt. Ltd - ` 6.10 Crore
Sale of Materials : Funskool (India) Ltd - ` 0.03 Crore.
Balance Outstanding:
Payables : Devon Machines Pvt. Ltd - ` 0.22 Crore, Coastal Rubber Equipment Pvt. Ltd - ` 2.72
Crore and Braga Industries - ` 5.87 Crore.
v) Other Related Parties:
Professional Charges : Mr. Jacob Kurien - ` 0.17 Crore.
Contributions : MRF Ltd Executives Provident Fund Trust - ` 10.27 Crore, MRF Management Staff
Gratuity Scheme - ` 30.75 Crore, MRF Employees Gratuity Scheme - ` 34.30 Crore
and MRF Managers’ Superannuation Scheme - ` 13.95 Crore.
Balance Outstanding:
Contributions Payable : MRF Ltd Executives Provident Fund Trust - ` 0.62 Crore. MRF Management Staff Gratuity
Scheme - ` 5.74 Crore and MRF Employees Gratuity Scheme - ` 0.52 Crore.
j. The Company is engaged interalia in the manufacture of Rubber Products such as Tyres, Tubes, Flaps, Tread Rubber and Conveyor Belt. These
in the context of Accounting Standard 17 on Segment Reporting are considered to constitute one single primary segment. The Company’s
operations outside India do not exceed the quantitative threshold for disclosure envisaged in the Accounting Standard. Non-reportable
segments has not been disclosed as unallocated reconciling item in view of its materiality. In view of the above, primary and secondary
reporting disclosures for business/geographical segment are not applicable to the Company.
k. The Micro, Small and Medium Enterprises Development Act, 2006 (‘MSMED’):
The information given below and that given in Note 9 ‘Trade Payables’ regarding Micro, Small and Medium Enterprises has been determined to
the extent such parties have been identified on the basis of information available with the company.
31.03.2016 30.09.2014
` Crore ` Crore
(i) Principal amounts due to suppliers under MSMED 11.16 1.11
(ii) Interest accrued and due to suppliers under MSMED on above amount, unpaid 0.32 0.19
(iii) Payments made to suppliers (other than interest) beyond the appointed date during the period/year 25.64 14.75
(iv) Interest paid to suppliers under the MSMED - -
(v) Interest due and payable towards suppliers under MSMED Act towards payments already made 0.04 0.03
(vi) Amount of cumulative interest accrued and unpaid as at the period/year end 0.96 0.60
l. The total borrowing cost capitalised during the period is ` 45.18 Crore. (Previous year ` 18.18 Crore)
m. a) In terms of the guidance on implementing the revised AS 15 issued by the Accounting Standard Board of the Institute of Chartered
Accountants of India, the Provident Fund Trust set up by the Company is treated as Defined Benefit Plan since the Company has to meet
the shortfall in the fund assets,and interest based on the Government specified minimum rate of return, if any. However, as at the year
end, no shortfall remains unprovided for. Further, having regard to the assets of the Fund and the Return on the Investments, the
Company does not expect any deficiency in the foreseeable future. In terms of the guidance note issued by the Institute of Actuaries of
India, the actuary has provided a valuation of provident fund liability based on the assumptions listed below and determined that there
is no shortfall as at 31st March, 2016.
The assumptions used in determining the present value of obligation of the interest rate guarantee under deterministic
approach are: Projection is restricted to five years or earlier, if retirement occurs.
Expected guaranteed interest rate -8.80% (Previous year -
8.75%) Discount rate - 8.00% (Previous year - 8.00%)
Period ended Year ended
b) During the period/year, the company has recognised the following amounts in the Statement of Profit and 31.03.2016 30.09.2014
Loss:
` Crore ` Crore
i) Employer's contribution to Provident Fund and Family Pension Fund* 56.31 31.49
ii) Employer's contribution to Superannuation Fund* 13.95 6.73
*Included in "Contribution to Provident, Gratuity and other Funds" (Note 23).
iii) Defined benefit obligation:
a) Gratuity - Funded
Service Cost 16.51 9.79
Interest Cost 21.19 11.86
Expected return on plan assets (28.25) (10.42)
Actuarial (Gain)/Loss 25.02 16.52
Recovery from Subsidiary Company (0.59) (0.24)
Net Cost 33.88 27.51
b) Leave Encashment - Unfunded 18.51 6.31
c) Post Retirement Medical Benefit - Unfunded 0.22 0.82
Gratuity Funded
31.03.2016 30.09.2014
` Crore ` Crore
d) Reconciliation of benefit obligation and plan assets for the
period/year: Present value of defined benefit obligation 224.04 176.59
Fair value of plan assets 217.78 139.75
Net Asset/(Liability) as at 31st March, 2016 recognised in the Balance Sheet (6.26) (36.84)
e) Change in defined benefit obligation:
Present value of obligation as at 1st October, 2014 176.59 148.18
Service Cost 16.51 9.79
Interest Cost 21.19 11.86
Actuarial (Gain)/Loss 25.02 16.52
Benefits paid (15.27) (9.76)
Present value of obligation as at 31st March, 2016 224.04 176.59
 Gratuity Funded
31.03.2016 30.09.2014
` Crore ` Crore
f) Change in fair value of plan assets:
Fair value of plan assets as at 1st October, 2014 139.75 111.79
Expected return on plan assets 28.25 10.42
Contribution by employer 65.05 27.30
Benefits paid (15.27) (9.76)
Fair value of plan assets as at 31st March, 2016 217.78 139.75
g) The principal actuarial assumptions:
Discount rate 8.00% 8.00%
Salary escalation rate 5.50% 5.50%
Expected rate of return on plan assets 9.00% 8.00%
The estimates of future salary increases considered in actuarial valuation, take account of inflation, seniority, promotion and
other relevant factors such as the supply and demand in the employment market.
` Crore
h) Amounts for the current and previous periods are as 31.03.2016 30.09.2014 30.09.2013 30.09.2012 30.09.2011
under:
Defined Benefit Obligation 224.04 176.59 148.18 115.43 100.80
Plan Assets 217.78 139.75 111.79 97.49 80.53
Deficit/(Surplus) 6.26 36.84 36.39 17.94 20.27
Experience adjustments on plan assets Not Available * Not Available
Experience adjustments on plan liabilities Not Available * * Not
Available *
* The management has relied on the overall actuarial valuation conducted by the Actuary. However, experience adjustments
on plan assets and liabilities are not readily available and hence not disclosed.
i) Investment of plan assets as at 31st March, 2016: 31.03.2016 30.09.2014
Investments with Life Insurance Corporation of India 100% 100%
In the absence of detailed information regarding Plan assets which is funded with Insurance Company, the composition of
each major category of Plan assets, the percentage or amount for each category to the fair value of Plan assets has not been
disclosed.
j) The group gratuity Policy with LIC includes employees of MRF Corp Ltd, a Subsidiary Company.
iv) Other Long-Term Employee Benefits: 31.03.2016 30.09.2014
Present value of obligation as at 31st March, ` Crore ` Crore
2016
Leave Encashment 28.64 18.51
Post Retirement Medical Benefits 5.11 5.00
n. Corporate Social Responsibility
As per Section 135 of the Companies Act,2013, a Company, meeting the applicability threshold, needs to spend at least 2% of its average net
profit for the immediately preceeding three financial years on corporate social responsibility (CSR) activities. A CSR Committee has been
formed by the Company as per the Act. The funds were primarily allocated to the activities which are specified in the Schedule VII of the
Companies Act, 2013.
a) Gross amount required to be spent by the company during the 18 months period is ` 22.55 Crore.
b) Amount spent during the 18 months period on: ` Crore
Sr. No. Particulars In cash Yet to be paid Total
in cash
(1) Construction/acquisition of any asset - - -
(2) On purposes other than (1) above 9.07 0.02 9.09

o. (i) Revenue expenditure on Research and Development activities during the period ended 31st March,
2016: ` Crore
Period ended Year ended
31.03.2016 30.09.2014
1) Salaries, Wages and Other Benefits 25.77 14.02
2) Repairs and Maintenance 3.04 1.72
3) Power 2.33 1.88
4) Travelling and Vehicle Running 5.54 3.18
5) Cost of Materials/ Tyres used for Rallies/ Test Purpose 4.20 4.06
6) Other R & D Expenses 7.67 3.78
48.55 28.64
(ii) Capital Expenditure on research and development during the period/year, as certified by the management is ` 6.34 Crore (Previous Year - `
5.44 Crore). This information complies with the terms of the R & D recognition granted upto 31st March, 2018 for the Company’s in-house
Research and Development activities by the Department of Scientific and Industrial Research, Ministry of Science and Technology,
Government of India, vide
their Letter No.TU/IV-RD/118/2014 dated 06th June, 2014.
p. Terms of Repayment and Security Description of Long Term Borrowings:
i) ECB from The Bank of Tokyo - Mitsubishi UFJ, Ltd. availed in December, 2011-USD 40 Million is secured by a first charge on Plant and
Machinery situated at Puduchery Unit. Interest is payable at a rate equal to the 6 months BBA LIBOR plus margin of 1.55% (Previous year
6 months BBA LIBOR plus margin of 1.55%) payable half-yearly. The said loan is fully hedged and is repayable in three equal annual
instalments at the end of the fourth, fifth and sixth year beginning October, 2015.
ii) The principal amount of Debentures, interest, remuneration to Debenture Trustees and all other costs, charges and expenses payable by the
company in respect of Debentures are secured by way of a legal mortgage of Company’s land at Gujarat and hypothecation by way of a first
charge on Plant and Machinery at the company’s plants at Perambalur, near Trichy, Tamil Nadu, equivalent to the outstanding amount.
 The NCD’s are to be redeemed at par in three instalments as stated
below;
10.09% NCD’s
(Previous year 10.09%)
Debenture Series ` crore Dates of
Redemption
Series I 160.00 27-05-2019
Series II 160.00 27-05-2020
Series III 180.00 27-05-2021
500.00
iii) ECB(Unsecured) from the Bank of Tokyo- Mitsubishi UFJ, Ltd
a) USD 15 Million availed in October, 2013 is for capital expenditure. Interest is payable at a rate equal to the six months USD LIBOR
plus margin of 1.50% (Previous year six months USD LIBOR plus margin of 1.50%) payable half yearly. The said Loan is fully hedged
and is repayable in three equal annual instalments at the end of fourth, fifth and sixth year beginning October, 2017.
b) USD 20 Million availed in May, 2015 is for capital expenditure. Interest is payable at a rate equal to the six months USD LIBOR plus
margin of 1.00% payable half yearly. The said Loan is fully hedged and is repayable in three equal annual instalments at the end of
fourth, fifth and sixth year beginning May, 2019.
iv) ECB(Unsecured) from the Mizuho Bank, Ltd
a) USD 15 Million availed in January, 2014 is for capital expenditure. Interest is payable at a rate equal to the six months USD LIBOR
plus margin of 1.50% (Previous year six months USD LIBOR plus margin of 1.50%) payable half yearly. The said Loan is fully hedged
and is repayable in three equal annual instalments at the end of fourth, fifth and sixth year beginning January,2018.
b) USD 25 Million availed in February, 2015 is for capital expenditure. Interest is payable at a rate equal to the six months USD LIBOR
plus margin of 1.00% payable half yearly. The said Loan is fully hedged and is repayable in three equal annual instalments at the
end of fourth, fifth and sixth year beginning February, 2019.
v) ECB(Unsecured) from the CITI Bank availed in January, 2015 amounting to USD 20 Million is for capital expenditure. Interest is payable at
a rate equal to the six months BBA LIBOR plus margin of 1.30% payable half yearly. The said Loan is fully hedged and is repayable in
three equal annual instalments at the end of fourth, fifth and sixth year beginning January, 2019.
vi) ECB(Unsecured) from the HSBC Bank availed in October, 2015 amounting to USD 20 Million is for capital expenditure. Interest is payable
at a rate equal to the six months BBA LIBOR plus margin of 1.25% payable half yearly. The said Loan is fully hedged and is repayable in
three equal annual instalments at the end of fourth, fifth and sixth year beginning October, 2019.
vii) Buyers Line of Credit (Unsecured) of USD 24.82 Million availed from CITI Bank for Capital Expenditure is repayable after 2 years and 364
days beginning in March 2017 at varied interest rates as applicable on different drawdown dates. The said Loan is fully hedged.
viii) Interest free Unsecured Loan availed under Sales tax Deferral Scheme is repayable yearly and to end on 1st April, 2019.
ix) Deferred payment credit is repayable along with interest( at varying rates) in 240 consecutive monthly installments ending in March 2026.
x) Fixed Deposits are Unsecured and are repayable as per the terms with interest rates ranging from 8.50% to 9.50%. (Previous year 8.50% to 9.50%)
q. Commitment
(i) Estimated amount of contracts remaining to be executed on Capital Account, net of advances and not provided for - ` 650.59 Crore.
(Previous year - ` 1,460.46 Crore)
(ii) Customs Duty on import of equipments and spare parts under EPCG Scheme - ` 162.76 Crore. (Previous Year - ` 161.36 Crore)
r. Contingent Liabilities not provided for:
(i) Guarantees given by the Banks - ` 47.33 Crore. (Previous Year - ` 35.18 Crore)
(ii) Corporate Guarantees given to Banks for and on behalf of wholly owned Subsidiaries - ` NIL. (Previous Year - ` 310.85 Crore)
(iii) Letters of Credit issued by the Banks - ` 85.90 Crore. (Previous Year - ` 466.05 Crore)
(iv) Claims not acknowledged as debts:
(a) Disputed Sales Tax demands pending before the Appellate Authorities - ` 23.05 Crore. (Previous Year - ` 18.18 Crore)
(b) Disputed Excise/Customs Duty demands pending before the Appellate Authorities/High Court - ` 76.07 Crore. (Previous Year - ` 80.31 Crore)
(c) Disputed Income Tax Demands - ` 30.74 Crore. (Previous Year - ` 21.34 Crore). Against the said demand, the company has
deposited an amount of ` 14.93 Crore.
(d) Contested EPF Demands pending before Appellate Tribunal - ` 1.10 Crore. (Previous year - ` 1.10 Crore)
(v) Bills discounted with a bank - ` NIL. (Previous Year - ` 22.14 Crore)
s. Disclosures required under Section 186(4) of Companies Act, 2013:
(i) The Company has given Corporate guarantees to bankers on behalf of Subsidiary Companies for general business purposes amounting to `
854.85 Crore. The said guarantees have been cancelled during the period.
(ii) Refer Note 12 and 15 for investments.
t. In terms of the proviso to clause 3(i) of Part A of Schedule II to the Companies Act,2013, the Company has, after technical assessment, decided to
retain the useful life hitherto adopted for certain categories of fixed assets, which are in certain cases, different from those prescribed in Schedule II
to the Act. The Company believes that based on the policy followed by it of continuous and periodic assessment, the estimated useful life
adopted so far is appropriate.
The above change has resulted in lower depreciation for the period from 1.10.2014 to 31.3.2016 by ` 29.13 Crore. Further, consequent to
Notification GSR 627(E) dated August 29,2014 amending Para 7(b) under Schedule II, Company has charged off transitional depreciation
amounting to ` 11.61 Crore to Statement of Profit and Loss.
u. The Company has changed its accounting year from year ended September 30th to year ended March 31st. Accordingly, the financial
statements for the current accounting period are prepared for a period of 18 months from 1st October, 2014 to 31st March, 2016. Hence the
figures and Earnings per Share for the current period are not comparable with those of the previous accounting year.
v. Previous year’s Figures have been regrouped/ rearranged, wherever necessary.
Vide our Report of even date.
For SASTRI & SHAH For M. M. NISSIM & CO.
Chartered Accountants Chartered Accountants
Firm Regn. No. 003643S Firm Regn. No. 107122W JACOB KURIAN
C R Kumar Dhiren Mehta MADHU P NAINAN RAVI MANNATH V SRIDHAR K M MAMMEN
Partner Partner Vice President Finance Company Secretary Directors Chairman & Managing Director
Mem. No. 26143 Mem. No. 109883
Chennai, Dated 3rd May, 2016
INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF MRF Our responsibility is to express an opinion on these consolidated financial
LIMITED statements based on our audit. We have taken into account the provisions
Report on the Consolidated Financial Statements
We have audited the accompanying consolidated financial
statements of MRF LIMITED (hereinafter referred to as “the holding
Company”) and its subsidiaries (the holding Company and its
subsidiaries together referred to as “the Group”) comprising of the
consolidated Balance Sheet as at 31st March, 2016, the consolidated
statement of profit and loss, the consolidated cash flow statement for
the period then ended, and a summary of significant accounting policies
and other explanatory information (hereinafter referred to as “the
consolidated financial statements”).
Management’s Responsibility for the Consolidated Financial
Statements
The holding Company’s Board of Directors is responsible for the
matters stated in section 134 (5) of the Companies Act, 2013
(hereinafter referred to as “the Act”) with respect to the preparation of
these consolidated financial statements that give a true and fair view
of the consolidated financial position, consolidated financial
performance and consolidated cash flows of the Group in accordance
with accounting principles generally accepted in India, including the
Accounting Standards, specified under Section 133 of the Act, read
with rule 7 of the Companies (Accounts) Rules, 2014. The respective
Board of Directors of the Companies included in the Group are
responsible for maintenance of adequate accounting records in
accordance with the provisions of the Act for safeguarding the assets
of the Group and for preventing and detecting frauds and other
irregularities; the selection and application of appropriate accounting
policies; making judgments and estimates that are reasonable and
prudent; and the design, implementation and maintenance of adequate
internal financial controls, that were operating effectively for ensuring
the accuracy and completeness of the accounting records, relevant to
the preparation and presentation of the financial statements that give
a true and fair view and are free from material mis-statements,
whether due to fraud or error, which have been used for the purpose of
preparation of the consolidated financial statements by the Directors of
the holding Company, as aforesaid.
Auditor’s Responsibility
of the Act, the accounting and auditing standards and consolidated financial statements give the information required by the
matters which are required to be included in the audit Act in the manner so required and give a true and fair view in
report under the provisions of the Act and the Rules made conformity with the accounting principles generally accepted in
thereunder. India, of the consolidated state of affairs of the Group as at 31st
March, 2016, and their consolidated profit and their consolidated
We conducted our audit in accordance with the Standards cash flows for the period ended on that date.
on Auditing specified under section 143(10) of the Act.
Those Standards require that we comply with ethical
requirements and plan and perform the audit to obtain
reasonable assurance about whether the consolidated
financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit
evidence about the amounts and disclosures in the
consolidated financial statements. The procedures
selected depend on the auditor’s judgement, including the
assessment of the risks of material misstatement of the
consolidated financial statements, whether due to fraud
or error. In making those risk assessments, the auditor
considers internal financial control relevant to the
Company’s preparation and presentation of the
consolidated financial statements that give a true and fair
view in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose
of expressing an opinion on whether the holding Company
has an adequate internal financial controls system over
financial reporting in place and the operating
effectiveness of such controls. An audit also includes
evaluating the appropriateness of the accounting policies
used and the reasonableness of the accounting estimates
made by Company’s Directors, as well as evaluating the
overall presentation of the consolidated financial
statements.
We believe that the audit evidence obtained by us and the
audit evidence obtained by other auditors in terms of their
reports referred to in the Other Matters paragraph below is
sufficient and appropriate to provide a basis for our audit
opinion on the consolidated financial statements.
Opinion
In our opinion and to the best of our information and
according to the explanations given to us, the aforesaid
Other Matters
d) In our opinion, the aforesaid consolidated financial statements
In respect of the financial statements of certain subsidiaries, we did comply with the Accounting Standards specified under section
not carry out the audit. These financial statements have been audited 133 of the Act, read with rule 7 of the Companies (Accounts)
by other auditors whose reports have been furnished to us by the Rules, 2014.
management, and our opinion, on the consolidated financial
statements, insofar as it relates to the amounts and disclosures e) On the basis of the written representations received from the
included in respect of these subsidiaries and our report in terms of directors of the holding Company as on 31st March, 2016 taken
sub-section (3) of section 143 of the Act, insofar as it relates to the on record by the Board of Directors of the holding Company and
aforesaid subsidiaries is based solely on the reports of the other the report of other auditors, in respect of entities audited by
auditors. The details of assets, revenues and net cash flows in them, for all the entities incorporated in India, none of the
respect of these subsidiaries to the extent to which they are directors of the holding Company and subsidiaries incorporated
reflected in the consolidated financial statements are given below: in India, is disqualified as on 31st March, 2016 from being
appointed as a director in terms of section 164(2) of the Act.
(` Crore)
Year/period Total Total Net Cash f) With respect to other matters to be included in the Auditor’s
ended Assets Revenues inflows / report in accordance with rule 11 of the Companies (“Audit and
(Outflows) Auditors”) Rules, 2014, in our opinion and to the best of our
information and
A. Indian Subsidiary 31.03.2016 33.40 143.49 (1.44) account, maintained for the purpose of preparation of the consolidated
B. Foreign Subsidiaries 31.03.2016 33.53 26.74 24.55 financial statements.
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.
Report on Other Legal and Regulatory Requirements
As required by section 143(3) of the Act, we report, to the extent
applicable that:
a) We have sought and obtained all the information and
explanations which to the best of our knowledge and belief
were necessary for the purposes of our audit of the aforesaid
consolidated financial statements.
b) In our opinion, proper books of account, as required by the law
relating to preparation of the aforesaid consolidated financial
statements, have been kept so far as it appears from our
examination of those books and the reports of the other
auditors.
c) The consolidated balance sheet, the consolidated statement of
profit and loss, and the consolidated cash flow statement dealt
with by this report are in agreement with the relevant books of
 according to the explanations given to us:
i) The consolidated financial statements disclose
the impact of pending litigations on the
consolidated financial position of the Group.
Refer Note 28 (i) (iv) to the consolidated
financial statements.
ii) The Group did not have any material
foreseeable losses on long-term contracts
including derivative contracts.
iii) There has been no delay in transferring
amounts, required to be transferred, to the
Investor Education and Protection Fund by the
holding Company. There were no amounts
which were required to be transferred to Investor
Education and Protection Fund by the subsidiary
companies incorporated in India.

For Sastri & Shah For M. M. Nissim & Co.

Chartered Accountants Chartered Accountants
Firm Regn. No. 003643S Firm Regn. No. 107122W
(C R Kumar) (Dhiren Mehta)
Partner Partner
Mem. No. 26143 Mem. No. 109883
Chennai, Dated 3rd May, 2016
CONSOLIDATED BALANCE SHEET AS AT 31ST MARCH, 2016
Note As at As at
31.03.2016 30.09.2014
` Crore ` Crore
EQUITY AND LIABILITIES
Shareholders’ Funds
Share Capital 2 4.24 4.24
Reserves and Surplus 3 6851.52 4535.31
6855.76 4539.55
Minority Interest 0.12 0.11
Non-Current Liabilities
Long-Term Borrowings 4 1485.09 1198.75
Deferred Tax Liabilities (Net) 5 299.04 235.47
Other-Long-Term Liabilities 6 1227.13 1144.84
Long-Term Provisions 7 129.16 92.00
3140.42 2671.06
Current Liabilities
Short-Term Borrowings 8 885.59 616.25
Trade Payables 9 1136.80 1150.30
Other Current Liabilities 10 635.47 542.68
Short-Term Provisions 7 236.82 314.04
2894.68 2623.27
TOTAL 12890.98 9833.99
ASSETS
Non-Current Assets
Fixed Assets 11
Tangible Assets 4599.20 3428.77
Intangible Assets 9.08 7.09
Capital Work-In-Progress 1059.28 627.54
5667.56 4063.40
Non-Current Investments 12 923.51 136.18
Deferred Tax Asset(Net) 13 - 0.94
Long-Term Loans and Advances 14 240.19 251.74
Other Non-Current Assets 15 3.00 2.88
6834.26 4455.14
Current Assets
Current Investments 16 1854.75 945.01
Inventories 17 1899.81 1826.25
Trade Receivables 18 1838.73 1715.36
Cash and Bank Balances 19 126.07 727.61
Short-Term Loans and Advances 14 333.34 152.30
Other Current Assets 15 4.02 12.32
6056.72 5378.85
TOTAL 12890.98 9833.99
Basis of Consolidation, Principles of Consolidation and Significant Accounting Policies 1
The Notes are an integral part of these financial statements.
This is the consolidated Balance Sheet referred to in our report of even date.
For SASTRI & SHAH For M. M. NISSIM & CO.
Chartered Accountants Chartered Accountants
Firm Regn. No. 003643S Firm Regn. No. 107122W JACOB KURIAN
C R Kumar Dhiren Mehta MADHU P NAINAN RAVI MANNATH V SRIDHAR K M MAMMEN
Partner Partner Vice President Finance Company Secretary Directors Chairman & Managing
Director Mem. No. 26143 Mem. No. 109883
Chennai, Dated 3rd May, 2016
MRF LIMITED, CHENNAI
CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE PERIOD ENDED 31ST MARCH, 2016
Note Period Year ended
ended 30.09.2014
31.03.2016 ` Crore
INCOME ` Crore
Revenue from operations (Gross) 20 22855.60 14797.92
Less: Excise Duty 2313.40 1467.53
Revenue from operations (Net) 20542.20 13330.39
Other income 21 186.81 65.80
Total Revenue 20729.01 13396.19
EXPENSES
Cost of materials consumed 22 11249.13 8380.03
Purchases of Stock-in-Trade 39.76 62.06
Changes in Inventories of Finished Goods,
Work-in-progress and Stock-in-Trade 23 (14.48) 14.41
Employee benefits expense 24 1309.48 742.39
Finance costs 25 343.64 225.72
Depreciation and Amortisation expense 26 737.12 423.88
Other expenses 27 3601.39 2194.61
Total Expenses 17266.04 12043.10
PROFIT BEFORE TAX 3462.97 1353.09
Tax expense:
Current tax 1032.45 431.52
Deferred tax 64.51 13.24
1096.96 444.76
2366.01 908.33
Minority Share in Profit (0.01) (0.01)
PROFIT FOR THE PERIOD/YEAR 2366.00 908.32
Basic - Earnings per equity share: (`) [Not Annualised] 28(d) 5578.68 2141.69
Diluted - Earnings per equity share: (`) [Not Annualised] 5578.68 2141.69
Basis of Consolidation, Principles of Consolidation and significant Accounting policies 1
The Notes are an integral part of these financial statements.
This is the consolidated statement of Profit and Loss referred to in our report of even date.
For SASTRI & SHAH For M. M. NISSIM & CO.
Chartered Accountants Chartered Accountants
Firm Regn. No. 003643S Firm Regn. No. 107122W JACOB KURIAN
C R Kumar Dhiren Mehta MADHU P NAINAN RAVI MANNATH V SRIDHAR K M MAMMEN
Partner Partner Vice President Finance Company Secretary Directors Chairman & Managing
Director Mem. No. 26143 Mem. No. 109883
Chennai, Dated 3rd May, 2016
CONSOLIDATED CASH FLOW STATEMENT FOR THE PERIOD ENDED 31ST MARCH, 2016
Period ended 31.03.2016 Year ended 30.09.2014
` Crore ` Crore ` Crore ` Crore
A. CASH FLOW FROM OPERATING ACTIVITIES :
NET PROFIT BEFORE TAX AND EXCEPTIONAL ITEM 3462.97 1353.09
Adjustment for :
Depreciation 737.12 423.88
Provision for impairment of assets 23.93 -
Unrealised Exchange (Gain) / Loss 3.88 2.01
Provision for Doubtful debts written back / provided 0.17 0.15
Interest - Net 279.21 191.37
Dividend Income (0.28) (0.55)
Loss / (Gain) on Sale / Disposal of fixed assets sold 6.54 2.52
Loss / (Gain) on Sale of Investments (81.30) 969.27 (13.53) 605.85
OPERATING PROFIT/(LOSS) BEFORE WORKING CAPITAL CHANGES 4432.24 1958.94
Trade Receivables (129.07) (153.78)
Long term loans and advances (32.02) (6.92)
Short term loans and advances (181.04) 12.69
Other receivables 7.04 (7.81)
Inventory (73.56) (9.33)
Long Term Liabilities 82.29 101.61
Trade Payable & Provisions 105.27 (221.09) 215.91 152.37
CASH GENERATED FROM OPERATIONS 4211.15 2111.31
Direct Taxes paid (1168.77) (411.83)
NET CASH FROM OPERATING ACTIVITIES 3042.38 1699.48
B. CASH FLOW FROM INVESTING ACTIVITIES
Purchase of Fixed Assets (2312.82) (1246.17)
Proceeds from sale of Fixed Assets 1.65 0.26
Purchase of Investments (2342.41) (656.49)
Proceeds from Investments 728.37 492.61
Fixed Deposit with Banks 445.87 (414.55)
Dividend Income 0.28 0.55
Interest Income 65.57 33.15
NET CASH USED IN INVESTING ACTIVITIES (3413.49) (1790.64)
C. CASH FLOW FROM FINANCING ACTIVITIES
(Repayments)/proceeds from Working Capital Facilities (Net) 269.34 140.02
Proceeds from Term Loans 541.08 330.13
Repayment of Term Loans (68.21) (83.38)
Repayment of Debentures (135.00) (65.00)
(Repayments)/proceeds from Fixed Deposits (Net) (28.24) (1.76)
Sales Tax Deferral (6.72) (8.66)
Deferred payment Credit (12.50) (7.54)
Interest paid (317.51) (221.74)
Dividend and Corporate Dividend Tax (26.80) (14.91)
NET CASH FROM FINANCING ACTIVITIES 215.44 67.16
NET INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS (155.67) (24.00)
CASH AND CASH EQUIVALENTS AS AT 30TH SEPTEMBER, 2014 265.56 289.56
CASH AND CASH EQUIVALENTS AS AT 31ST MARCH, 2016 109.89 265.56
This is the Consolidated Cash Flow Statement referred to in our report of even date.
For SASTRI & SHAH For M. M. NISSIM & CO.
Chartered Accountants Chartered Accountants
Firm Regn. No. 003643S Firm Regn. No. 107122W JACOB KURIAN
C R Kumar Dhiren Mehta MADHU P NAINAN RAVI MANNATH V SRIDHAR K M MAMMEN
Partner Partner Vice President Finance Company Secretary Directors Chairman & Managing
Director Mem. No. 26143 Mem. No. 109883
Chennai, Dated 3rd May, 2016
1. BASIS OF CONSOLIDATION, PRINCIPLES OF CONSOLIDATION AND SIGNIFICANT ACCOUNTING POLICIES FORMING PART OF THE
CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31ST MARCH, 2016.
A. BASIS OF CONSOLIDATION, ACCOUNTING AND PREPARATION OF CONSOLIDATED FINANCIAL STATEMENTS:
The Consolidated financial statements relate to MRF LTD. (‘the Company’) and its subsidiary companies. The Company and its subsidiaries
constitute the Group.
The financial statements of the group have been prepared in accordance with the Generally Accepted Accounting Principles in India (Indian
GAAP) to comply with the Accounting Standards notified under section 133 of the Companies Act, 2013, read together with paragraph 7 of the
Companies (Accounts) Rules, 2014, and the relevant provisions of the Companies Act, 2013. The consolidated financial statements have been
prepared on accrual basis under the historical cost convention.
All assets and liabilities have been classified as current or non-current as per the group’s normal operating cycle and other criteria set out in
the Schedule III to the Companies Act, 2013. Based on the nature of products and the time between the acquisition of assets for processing and
their realization in cash and cash equivalents, the group has determined its operating cycle as twelve months for the purpose of current and
non-current classification of assets and liabilities.
B. PRINCIPLES OF CONSOLIDATION:
i. The consolidated financial statements comprise of the financial statements of the Company and the following subsidiaries as on 31st March, 2016:

Country of Proportion of Financial Statement Accounting Period covered for

Name incorporation ownership as on consolidation
interest
MRF Corp Ltd. India 100% March 31, 2016 April 1st, 2014 – March 31st, 2016
MRF International Ltd. India 94.66% March 31, 2016 October 1st, 2014 – March 31st,
2016
MRF Lanka Pvt. Ltd. Sri Lanka 100% March 31, 2016 October 1st, 2014 – March 31st,
2016
MRF SG Pte Ltd. Singapore 100% March 31, 2016 October 1st, 2014 – March 31st,
2016
ii. The financial statements of the Company and its subsidiary companies have been combined on a line by line basis by adding together like
items of assets, liabilities, income and expenses. The intra-group balances and intra-group transactions and unrealised profits or losses are fully
eliminated.
iii. The difference between the cost of investment in the subsidiaries and the share of net assets at the time of acquisition of shares in the
subsidiaries is identified in the financial statements as Goodwill or Capital Reserve, as the case may be.
iv. Foreign Subsidiaries – Revenue items have been consolidated at the average rate of foreign exchange prevailing during the year. The
assets and liabilities, both monetary and non-monetary, of the non-integral foreign operations are translated at the closing rate. Exchange
differences arising on monetary and non-monetary items that in substance forms part of the company’s net investments in non-integral
foreign operations are accumulated in the Foreign Currency Translation Reserve.
v. Minority Interest in the net assets of subsidiaries consists of:
- The amount of equity attributable to the minorities at the date on which the investment in subsidiary is made, and
 - The minorities share of movements in equity since the date – subsidiary relationship came into existence.
vi. The consolidated financial statements are prepared using uniform accounting policies for like transactions and other events in similar
circumstances and are presented in the same manner as the Company’s separate financial statements.
 vii. The Audited Financial Statements of foreign subsidiaries have been prepared in accordance with the Generally Accepted Accounting
Principle of their countries of incorporation/International Financial Reporting Standards. The differences in accounting policies of the
Company and its subsidiaries are not material.
C. SIGNIFICANT ACCOUNTING POLICIES
i. USE OF ESTIMATES:
The preparation of financial statements in conformity with the generally accepted accounting principles requires estimates and assumptions to
be made that affect the reported amounts of assets and liabilities (including contingent liabilities) and the reported amounts of revenues and
expenses during the reported period. The management believes that the estimates used in the preparation of financial statements are prudent
and reasonable. Difference between the actual results and estimates are recognised in the period in which the results are known or materialise.
ii. FIXED ASSETS AND DEPRECIATION/AMORTISATION:
a. Fixed Assets are stated at cost less accumulated depreciation / amortization and impairment in value.
Costs comprise the purchase price (net of credits under CENVAT / VAT Scheme), including freight, installation and borrowing costs for
bringing the asset to its working condition for its intended use.
Gains or losses arising from derecognition of Fixed Assets are measured as the difference between the net disposal proceeds and the
carrying amount of the asset and are recognized in the consolidated statement of Profit and Loss.
b. Depreciation:
(i) Till 30th September, 2014 the Company has provided depreciation on the basis of Schedule XIV to the Companies Act, 1956, except
in respect of vehicles, furniture and fixtures and office equipment where higher depreciation has been provided on straight-line
method at the rate of 20% based on management’s estimate of the useful life of the assets.
Effective 1st October, 2014 (being the commencement of the Company’s financial year), the Company has charged depreciation as
per the requirements of Schedule II of the Companies Act, 2013. Depreciation on Building, Computers, Office equipment and Other
Assets (viz. Electrical Fittings, Fire Fighting/Other equipment and Canteen Utensils) has been provided on straight line method as
per Schedule II of the Companies Act,2013. Depreciation on Renewable Energy Saving Devices is provided on reducing balance
method as specified in Schedule II to the Companies Act, 2013. In respect of Plant & Machinery, Moulds, Vehicles, Furniture and
Fixtures and Computer Servers, where based on management’s estimate of the useful life of the assets. Depreciation has been
provided on straight-line method using the following estimated useful lives:
Description of the Asset Estimated Useful life
Plant & Machinery 10 Years
Moulds 6 Years
Vehicle, Furniture & Fixtures and Computer Servers 5 Years
Further the group has identified and determined separate useful life for each major component of fixed assets, if they are materially
different from that of the remaining assets, for providing depreciation in compliance with schedule II of the Companies Act, 2013.
In respect of fixed assets of MRF Lanka Pvt. Ltd and MRF SG Pte Ltd, depreciation is provided on straight line method based on
management estimate of useful life of assets based on internal technical evaluation, except for certain fixed assets namely Building,
Plant & Machinery, Moulds and Equipments of MRF Lanka Pvt Ltd, which are depreciated on Written Down Value method. The
proportion of depreciation of the subsidiary to the total depreciation of the group, is not material.
 The estimate of the useful life of the assets has been assessed based on technical advice which considered the nature of the asset,
the usage of the asset, expected physical wear and tear, the operating conditions of the asset, anticipated technological changes,
manufacturers warranties and maintenance support.
These changes in the basis of providing depreciation have no material impact on financial statements of the Group.
(ii) Depreciation on fixed assets added/disposed off during the Period is provided on pro-rata basis with reference to the date of addition/disposal.
(iii) Assets acquired/purchased costing less than Rupees five thousand have been depreciated at the rate of 100%.
(iv) Leasehold Land is amortised over the period of the lease.
(v) Intangible Assets are carried at cost and amortised over 5 years on straight line method over the estimated useful economic life of the assets.
iii. IMPAIRMENT OF ASSETS:
The group assesses at each Balance Sheet date whether there is any indication that an asset may be impaired. If any such indication exists, the
group estimates the recoverable amount of the asset. If such recoverable amount of the asset or the recoverable amount of the cash generating
unit to which the asset belongs is less than its carrying amount, the carrying amount is reduced to its recoverable amount. The reduction is
treated as an impairment loss and is recognised in the consolidated statement of profit and loss. If at the Balance Sheet date, there is an
indication that if a previously assessed impairment loss no longer exists, the recoverable amount is reassessed and the asset is reflected at the
recoverable amount.
iv. INVESTMENTS:
Investments that are readily realisable and are intended to be held for not more than one year from the date, on which such investments are
made, are classified as current investments. All other investments are classified as long-term investments. Current investments are carried at
lower of cost and fair value. Long-term investments are carried at cost. However, provision for diminution is made to recognise a decline, other
than temporary, in the value of the investments, such reduction being determined and made for each investment individually.
Trade Investments comprise investments in which the group has strategic business interest.
On disposal of investment, the difference between its carrying amount and net disposal proceeds is charged or credited to the statement of Profit & Loss.
v. INVENTORIES:
Inventories consisting of stores & spares, raw materials, work-in-progress, Stock-in-Trade and finished goods are valued at lower of cost and net
realisable value. However, materials held for use in production of inventories are not written down below cost, if the finished products are
expected to be sold at or above cost.
The cost is computed on FIFO basis except for stores and spares which are on daily moving Weighted Average Cost basis and is net of credits
under CENVAT/VAT Schemes.
Work-in-progress and finished goods inventories include materials, duties and taxes (other than those subsequently recoverable from tax
authorities) labour cost and other related overheads incurred in bringing the inventories to their present location and condition.
Net realisable value is the estimated selling price in the oridinary course of business, less estimated cost of completion and estimated cost
necessary to make the sale.
Obsolete and slow moving items are valued at lower of cost and estimated net realisable value.
vi. REVENUE RECOGNITION:
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the group and the revenue can be reliably measured.
Sale of goods and services are recognised when risks and rewards of ownership are passed on to the customer which generally coincides with
delivery and when the services are rendered. Sales include Excise Duty but exclude VAT and warranty claims.
 Interest is recognized on a time proportion basis taking into account the amount outstanding and the rate
applicable. Dividend is recognized when the shareholders’ right to receive payment is established by the
Balance Sheet date.
Service income is recognized as per the terms of the contracts / arrangements when related services are performed.
vii. CASH AND CASH EQUIVALENTS:
Cash and Cash Equivalents for the purpose of Cash Flow Statement comprise cash and cheques in hand, bank balances and demand deposits with
banks where the original maturity is three months or less.
viii. EXCISE DUTY:
Excise Duty has been accounted on the basis of both payments made in respect of goods despatched and also provision made for goods lying in
bonded warehouses.
ix. RESEARCH AND DEVELOPMENT:
Revenue expenditure on Research and Development is charged to the Statement of Profit and Loss of the Period in which it is incurred. Capital
expenditure on Research and Development is included as additions to Fixed Assets.
x. TAXATION:
Provision for Current Tax is made on the basis of estimated taxable income for the current accounting period comprising of 1st October, 2014 to
31st March, 2015 and 1st April, 2015 to 31st March, 2016 and in accordance with the provisions of the Income Tax Act, 1961.
In respect of foreign subsidiaries, income tax is provided for based on tax laws prevailing in the respective country of incorporation.
Deferred tax for timing differences between the book and tax profits for the Period is accounted for, using the tax rates and laws that have
been enacted or substantially enacted on the Balance Sheet date. Deferred tax assets are recognised only to the extent that there is reasonable
certainty that sufficient future taxable income will be available against which such deferred tax assets can be realised. If the group has carry
forward unabsorbed depreciation and tax losses, deferred tax assets are recognised only to the extent there is a virtual certainty supported by
convincing evidence that sufficient taxable income will be available against which such deferred tax assets can be realised.
xi. LEASES:
Lease payments under operating leases are recognised as expenses on straight line basis over the lease term in accordance with the period
specified in respective agreements.
xii. EMPLOYEE BENEFITS:
The group contributes to Regional Provident Fund Commissioner on behalf of its employees and such contributions are charged to the
consolidated Statement of Profit and Loss. In respect of some of its employees the group contributes the Provident Fund to a Trust established
for this purpose based on fixed percentage of the eligible employees’ salary and is charged to the consolidated Statement of Profit and Loss.
The group is liable for annual contributions and any shortfall in the fund assets and interest based on the Government specified minimum rate
of return and recognises such contributions and shortfall, if any, as an expense in the Period incurred.
The group also contributes to a government administered Pension Fund on behalf of its employees, which are charged to the consolidated
Statement of Profit and Loss.
Superannuation benefits to employees, as per group’s scheme, have been funded with Life Insurance Corporation of India (LIC) and the contribution is
charged to the consolidated Statement of Profit and Loss.
 Liabilities with regard to Gratuity are determined under Group Gratuity Scheme with LIC and the provision required is determined as per
actuarial valuation as at the Balance Sheet date, using the Projected Unit Credit Method.
Short-term employee benefits are recognised as an expense as per the group’s scheme based on expected obligation on undiscounted basis.
Other long term employee benefits are provided based on the actuarial valuation done at the period end, using the Projected Unit Credit
Method.
Actuarial gain/loss are charged to the consolidated Statement of Profit and Loss and not deferred.
xiii. FOREIGN CURRENCY TRANSACTIONS:
Transactions denominated in foreign currencies are recorded at the exchange rate prevailing at the date of the transaction or that approximates the
actual rate as at the date of transaction.
Monetary items denominated in foreign currencies at the period end are restated at period end rates. In case of monetary items which are
covered by forward exchange contracts, the difference between the period end rate and the contracted rate is recognised as exchange
difference. Premium paid on forward contracts is recognised over the life of the contract. Non-monetary items are carried in terms of historical
cost denominated in foreign currency and is recorded using the exchange rate prevailing at the date of the transaction or that approximates the
actual rate as at the date of transaction. Any profit or loss arising on cancellation or renewal of forward exchange contract is also recognized as
income or expense for the period.
xiv. DERIVATIVE TRANSACTIONS:
The group uses derivative financial instruments, such as Forward Exchange Contracts, Currency Swaps and Interest Rate Swaps, to hedge its
risks associated with foreign currency fluctuations and interest rates. Currency and interest rate swaps are accounted in accordance with their
contract. At every period end all outstanding derivative contracts are fair valued on a marked-to–market basis and any loss on valuation is
recognised in the consolidated Statement of Profit and Loss, on each contract basis. Any gain on marked-to-market valuation on respective
contracts is not recognised by the group, keeping in view the principle of prudence.
xv. BORROWING COSTS:
Borrowing costs that are attributable to the acquisition of or construction of qualifying assets are capitalised as part of the cost of such assets.
A qualifying asset is one that necessarily takes substantial period of time to get ready for intended use. All other borrowing costs are charged to
revenue.
xvi. WARRANTY:
Provision for product warranties is recognised based on management estimate regarding possible future outflows on servicing the customers
during the warranty period. These estimates are computed on scientific basis as per past trends of such claims.
xvii. PROVISIONS AND CONTINGENT LIABILITIES:
A provision is recognised when there is a present obligation as a result of a past event where it is probable that an outflow of resources will be
required to settle the obligation, in respect of which a reliable estimate can be made. Contingent liability is disclosed for (i) Possible
obligations which will be confirmed only by future events not wholly within the control of the group or (ii) Present obligations arising from past
events where it is not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount of the
obligation cannot be made. Contingent Assets are not recognised in the financial statements since this may result in the recognition of income
that may never be realized.
xviii. EARNINGS PER SHARE:
The Basic & Diluted Earnings per share is computed by dividing the Profit after tax for the Period/Year by weighted average number of equity
shares outstanding during the period/year.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS AS AT 31ST MARCH, 2016

NOTE 2: SHARE CAPITAL

As at 31.03.2016 As at 30.09.2014
` Crore ` Crore
Authorised
90,00,000 Equity Shares of ` 10/- each 9.00 9.00
1,00,000 Taxable, Redeemable Cumulative Preference Shares of ` 100/- each 1.00 1.00
10.00 10.00
Issued
42,41,143 Equity shares of ` 10/- each 4.24 4.24
(Excludes 71 bonus shares not issued and not allotted on non-payment of call monies)
Subscribed and Fully Paid-up
42,41,143 Equity Shares of ` 10/- each 4.24 4.24
4.24 4.24

(a) Reconciliation of the shares outstanding at the beginning and at the end of the reporting period:
As at 31.03.2016 As at 30.09.2014
Equity Shares No. of shares ` Crore No. of shares ` Crore
At the beginning of the period/year 42,41,143 4.24 42,41,143 4.24
Issued during the period/year - - - -
Outstanding at the end of the period/year 42,41,143 4.24 42,41,143 4.24

(b) Rights, preferences and restrictions attached to shares:

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

(c) Shareholders holding more than 5 percent of the equity shares

As at 31.03.2016 As at 30.09.2014
Name of Shareholder No. of shares held % of share holding No. of shares held % of share
holding
1) Comprehensive Investment and Finance Company Private 438414 10.34 437243 10.31
Limited
2) MOWI (P) Limited 507984 11.98 507984 11.98
3) Enam Shares and Securities Private Ltd. 222487 5.25 267626 6.31
NOTE 3: RESERVES AND SURPLUS
As at 31.03.2016 As at 30.09.2014
` Crore ` Crore
Securities Premium Account
As per last Account 9.42 9.42

Capital Reserve
As per last Account 0.05 0.05

General Reserve
As per last Account 4443.62 3567.21
Add: Transfer from Surplus in the Statement of Profit and Loss 2322.86 876.41
6766.48 4443.62
Debenture Redemption Reserve
As per last Account 81.77 75.26
Add: (Transfer to)/ Transfer from Surplus in the Statement of Profit and Loss (7.93) 6.51
73.84 81.77

Capital Redemption Reserve

As per last Account 0.42 0.42

Foreign Currency Translation Reserve

As per last Account 0.03 (1.16)
Add/(Less) Adjustments during the year 1.28 1.19
1.31 0.03

Surplus in the Statement of Profit and Loss

Balance as per last financial statements - -
Profit for the year 2366.00 908.32
Transfer from /(Transfer to) Debenture Redemption Reserve (Net) 7.93 (6.51)
2373.93 901.81
Less:- Appropriations
Dividends
Interim (` 6 per share, Previous Year ` 6 per share) 2.54 2.54
Final - Proposed (` 94 per share, Previous Year ` 44 per share) 39.87 18.66
Corporate Tax on Dividend 8.66 4.20
Transfer to General Reserve 2322.86 876.41
2373.93 901.81
6851.52 4535.31
NOTE 4: LONG-TERM BORROWINGS
Non-current Current maturities
As at 31.03.2016 As at As at As at 30.09.2014
` Crore 30.09.2014 31.03.2016 ` Crore
Secured ` `
Debentures: Crore Crore
- (Previous year 1350) 9.07% Secured Redeemable - 70.00 - 65.00
Non-Convertible Debentures of ` 10,00,000/- each,
privately placed
5000 10.09% Secured Redeemable Non-Convertible 500.00 500.00 - -
Debentures of ` 10,00,000/- each, privately
placed Term Loans from Banks:
External Commercial Borrowings (ECB) 68.21 204.62 68.21 -
Unsecured
Term Loan from Banks:
External Commercial Borrowings (ECB) 721.55 184.93 - -
Buyers Line of Credit 139.75 145.20 9.92 -
Fixed Deposits 5.23 27.53 1.95 7.89
Sales Tax Deferral Scheme 43.72 55.12 11.40 6.72
Others
Deferred Payment Credit 6.63 11.35 0.38 8.16
Amounts disclosed under the head ‘Other Current Liabilities’
(Note 10) - - (91.86) (87.77)
1485.09 1198.75 - -
Security and Terms of Repayment in respect of above Borrowings are detailed in Note 27(p) of Standalone Financial Statements.

NOTE 5 : DEFERRED TAX LIABILITIES (Net) ` Crore ` Crore

As at 31.03.2016 As at 30.09.2014
Deferred Tax Liability:
Arising on account of timing difference in:
- Depreciation 329.62 261.13
Deferred Tax Asset:
- Accrued Expenses allowable on Actual Payments (30.58) (25.66)
Deferred Tax Liabilities (Net) 299.04 235.47

NOTE 6 : OTHER LONG-TERM LIABILITIES ` ` Crore

Crore As at As at 30.09.2014
Dealers’ Security Deposit 31.03.2016 1128.90
1188.48
Retention Money 33.39 9.88
Others 5.26 6.06
1227.13 1144.84
NOTE 7 : PROVISIONS ` Crore
Long-Term Short-Term
As at 31.03.2016 As at 30.09.2014 As at 31.03.2016 As at 30.09.2014
Provision for employee benefits
Leave benefits 25.54 16.48 3.62 2.41
Gratuity 0.19 0.15 6.26 36.84
Other Benefits 4.38 4.65 1.65 1.20
Tax (Net of advance Tax paid) - - 9.97 127.58
Dividend
Interim - - - 1.27
Final - Proposed - - 39.87 18.66
Corporate Tax on Dividend - - 8.14 3.97
Other Provisions 99.05 70.72 167.31 122.11
129.16 92.00 236.82 314.04
NOTE 8 : SHORT-TERM BORROWINGS ` Crore
As at 31.03.2016 As at 30.09.2014
Secured
From Banks:
Working Capital Facility 320.07 520.95
Buyer’s Line of Credit 168.36 95.30
Unsecured - From Banks
Working Capital Facility 397.16 -
885.59 616.25
(i) Working Capital Facility and Buyer’s Line of Credit are secured by hypothecation of inventory and book debts.
(ii) Working Capital Facility is repayable on demand and carries interest @ 9.35% to 10.50% (Previous year 9.95% to 11.15%).
(iii)Buyer’s Line of Credit is repayable within a year and carries interest @ LIBOR plus 25 bps to LIBOR plus 40 bps
(Previous year LIBOR plus 40 bps to LIBOR plus 50 bps).
(iv) Unsecured working capital facilities are repayable within a year and carries interest @ 0.30 % p.a to 0.40 % p.a
above the ICE USD LIBOR.
NOTE 9 : TRADE PAYABLES
Trade Payables
- Outstanding dues of Micro and Small Enterprises 11.16 1.11
- Outstanding dues of creditors other than Micro and Small Enterprises [Includes Acceptances of ` 251.24 crore
(previous year ` 340.06 crore)]. 1125.64 1149.19
1136.80 1150.30
NOTE 10 : OTHER CURRENT LIABILITIES
Current maturities of long term debt (Note 4) 91.86 87.77
Interest accrued but not due on borrowings 72.31 46.18
Advances from Customers 30.92 37.35
Statutory dues :
Central Excise / Service Tax 0.03 43.30
Value Added Tax / Central Sales Tax 109.85 126.54
Withholding Taxes 13.06 8.16
Employee related 7.28 6.10
Other payables:
Employee benefits 126.14 46.94
Liabilities for expenses 182.19 138.69
Unclaimed Dividends 1.71 1.63
Matured Fixed Deposits and Interest 0.12 0.02
635.47 542.68
There is no amount due and outstanding to be credited to Investor Education and Protection Fund.
NOTE 11 : FIXED ASSETS ` Crore
Nature of Fixed GROSSBLOCK DEPRECIATION NETBLOCK
Assets Cost as at Additions Deductions Cost as at Upto Provided Deductions/ Upto As at As at
01/10/2014 31/03/2016 30/09/2014 during Impairment 31/03/2016 31/03/2016 30/09/2014
the
period
Tangible Assets
Land - Freehold 345.57 146.67 - 492.24 - - - - 492.24 345.57
(93.29) (252.28) (*) (345.57) (-) (-) (-) (-) (345.57) (93.29)
- Leasehold 4.33 - - 4.33 1.64 0.14 - 1.78 2.55 2.69
(4.33) (-) (-) (4.33) (1.54) (0.10) (-) (1.64) (2.69) (2.79)
Buildings 977.36 284.33 10.18 1251.51 161.28 47.16 3.65 204.79 1046.72 816.08
(898.98) (79.80) (1.42) (977.36) (133.85) (27.78) (0.35) (161.28) (816.08) (765.13)
Plant and Equipment 4276.93 1290.24 37.82 5529.35 2290.19 549.24 36.55 2802.88 2726.47 1986.74
(3851.74) (446.98) (21.79) (4276.93) (1980.42) (330.35) (20.58) (2290.19) (1986.74) (1871.32)
Moulds 427.28 112.18 25.43 514.03 287.46 67.89 25.30 330.05 183.98 139.82
(380.95) (50.93) (4.60) (427.28) (255.73) (36.26) (4.53) (287.46) (139.82) (125.22)
Furniture and Fixtures 22.45 4.15 0.60 26.00 15.55 4.56 0.20 19.91 6.09 6.90
(19.23) (3.87) (0.65) (22.45) (13.39) (2.73) (0.57) (15.55) (6.90) (5.84)
Computer 43.94 8.53 1.17 51.30 30.70 9.87 1.15 39.42 11.88 13.24
(36.61) (8.18) (0.85) (43.94) (28.20) (3.34) (0.84) (30.70) (13.24) (8.41)
Office Equipment 29.33 8.87 0.90 37.30 20.31 6.07 0.86 25.52 11.78 9.02
(26.77) (3.51) (0.95) (29.33) (18.23) (3.02) (0.94) (20.31) (9.02) (8.54)
Other Assets# 157.74 49.67 12.48 194.93 62.96 41.54 11.71 92.79 102.14 94.78
(127.89) (30.94) (1.09) (157.74) (49.14) (14.63) (0.81) (62.96) (94.78) (78.75)
Vehicles 30.90 9.16 1.70 38.36 16.97 7.01 0.97 23.01 15.35 13.93
(23.89) (7.94) (0.93) (30.90) (14.55) (3.30) (0.88) (16.97) (13.93) (9.34)
Total Tangible Assets 6315.83 1913.80 90.28 8139.35 2887.06 733.48 80.39 3540.15 4599.20 3428.77
Previous year (5463.68) (884.43) (32.28) (6315.83) (2495.05) (421.51) (29.50) (2887.06) (3428.77) (2968.63)
Intangible Assets
Computer Software 25.12 5.63 - 30.75 18.03 3.64 - 21.67 9.08 7.09
Total Intangible Assets 25.12 5.63 - 30.75 18.03 3.64 - 21.67 9.08 7.09
Previous year (21.11) (4.01) (-) (25.12) (15.66) (2.37) (-) (18.03) (7.09) (5.45)
Capital Work In Progress 1059.28@ 627.54
Grand Total 5667.56 4063.40
Note:
Land includes Agriculture Land - ` 0.12 crore.
(*) Represents land sold during the period amounting to ` NIL. (Previous year `
18,206) # Represents Electrical fittings, Fire fighting/other equipments and
canteen utensils.
@ Net of Provision for impairment ` 22.25
crore. Figures in brackets are in respect of
previous year.
 NOTE 12: NON-CURRENT INVESTMENTS ` Crore ` Crore
As at 31.03.2016 As at 30.09.2014
Non-Trade - Fully Paid up
Quoted
Equity Shares 0.10 0.10
Unquoted
In Mutual Fund Units: 918.32 131.00
Equity Shares 0.07 0.17
Trade-Fully Paid up
Unquoted
Equity Shares 5.02 4.91
Aggregate amount of unquoted Investments 923.41 136.08
923.51 136.18
Aggregate Market Value of Quoted Investments 3.85 3.99

NOTE 13: DEFERRED TAX ASSET ` Crore ` Crore

As at 31.03.2016 As at 30.09.2014
Deferred Tax Liability:
Arising on account of timing difference in:
- Depreciation - (0.09)
Deferred Tax Asset:
- Accrued Expenses allowable on Actual Payments - 0.03
- Carried Forward Business Losses - 1.00
Deferred Tax Asset (Net) - 0.94

NOTE 14 : LOANS & ADVANCES

Long-Term Short-Term
As at 31.03.2016 As at 30.09.2014 As at 31.03.2016 As 30.09.2014
` Crore ` Crore at Crore ` Crore
Unsecured, Considered Good
Capital Advances 100.10 162.38 - -
Loan and Advances to Employees 6.19 3.13 30.95 14.55
Advances Recoverable in cash or in kind 15.69 1.28 206.25 92.92
Balances with Excise Authorities - - 78.75 27.55
Advance payment of Income Tax / Tax Deducted at Source (after 64.18 45.47 - -
adjusting provision)
MAT credit entitlement - 0.03 - -
Prepaid Expenses - - 17.39 17.28
Security Deposits 54.03 39.45 - -
240.19 251.74 333.34 152.30
NOTE 15 : OTHER ASSETS
Non-current Current
As at 31.03.2016 As at As at As at 30.09.2014
` Crore 30.09.2014 31.03.2016 ` Crore
Unsecured, Considered Good ` `
Crore Crore
Interest Accrued on Loans and Deposits - - 3.25 4.39
Non-current Bank Balances (Note 19) 1.31 1.31 - -
Mutual Fund Application Monies - - - 7.00
Others 1.69 1.57 0.77 0.93
3.00 2.88 4.02 12.32

NOTE 16: CURRENT INVESTMENTS ` Crore

As at 31.03.2016 As at 30.09.2014
Carried at lower of Cost and Fair
Value Non-Trade - Fully Paid-up
Unquoted
In Mutual Fund Units: 1854.75 945.01
1854.75 945.01

NOTE 17 : INVENTORIES ` Crore

As at 31.03.2016 As at 30.09.2014
At lower of cost and net realisable value
Raw materials 711.03 643.92
Raw Material (Goods-in-Transit) 30.67 126.30
Work-in-progress 148.44 179.96
Finished goods 732.64 667.26
Stock-in-Trade 19.56 15.47
Stores and spares 257.47 193.34
1899.81 1826.25
NOTE 18 : TRADE RECEIVABLES ` Crore
As at 31.03.2016 As at 30.09.2014
Outstanding for a period exceeding six months from the date they are due for
payment
Unsecured Considered Good 0.98 2.24
Considered Doubtful 2.26 2.26
Less: Provision for Doubtful Debts (2.26) (2.26)
0.98 2.24
Others
Secured 1102.31 1044.16
Unsecured, considered Good 735.44 668.96
1838.73 1715.36

NOTE 19 : CASH & BANK BALANCES

Non-current Current Maturities
As at As at As at As at
31.03.2016 30.09.2014 31.03.2016 30.09.2014
` Crore ` Crore ` Crore ` Crore
Cash and Cash equivalents:
Balances with banks:
Current Accounts - - 41.35 19.51
Fixed Deposits with Original maturity less than three months - - 20.00 200.43
Cheques on hand 47.68 45.51
Cash on hand - - 0.86 0.11
- - 109.89 265.56
Other Bank Balances:
Fixed Deposits 1.31 1.31 14.47 460.42
Unpaid Dividend Account - - 1.71 1.63
1.31 1.31 16.18 462.05
Amounts disclosed under 'Non-Current Assets' (Note 15) (1.31) (1.31) - -
- - 126.07 727.61
NOTES TO THE FINANCIAL STATEMENTS FOR THE PERIOD ENDED 31ST MARCH, 2016

NOTE 20 : REVENUE FROM OPERATIONS

Period ended Year ended
31.03.2016 30.09.2014
` Crore ` Crore
Sales of Products 22829.61 14788.97
Other Operating Revenues
Export Incentives 17.09 7.85
Miscellaneous 8.90 1.10
22855.60 14797.92
Less: Excise Duty 2313.40 1467.53
20542.20 13330.39
Details of sales under broad
heads:
Class of Goods:
Automobile Tyres 19994.21 12970.52
Automobile Tubes 1738.05 1107.79
Speciality Coating 311.83 129.74
Others 785.52 580.92
22829.61 14788.97
NOTE 21 : OTHER INCOME
Interest on Deposits 64.43 34.35
Dividend on Non-Current Investment (Other than Trade) 0.28 0.55
Profit on Sale of Investments (Net)
- Non Current 14.49 0.08
- Current 66.81 13.45
Other Non Operating Income 40.80 17.37
186.81 65.80
NOTE 22 : COST OF MATERIALS CONSUMED
Cost of materials consumed
Opening Stock 770.22 800.19
Add: Purchases 11220.61 8350.06
11990.83 9150.25
Less: Closing Stock 741.70 770.22
11249.13 8380.03
Details of Raw Materials consumed under broad heads:
Rubber 5624.45 4470.88
Fabric 2010.59 1318.44
Carbon Black 1626.92 1278.49
Chemicals 1488.38 946.26
Others 498.79 365.96
11249.13 8380.03
NOTE 23 : CHANGES IN INVENTORIES OF FINISHED GOODS, WORK-IN-PROGRESS & STOCK-IN-TRADE
Period ended Year ended
31.03.2016 30.09.2014
` Crore ` Crore
Closing Stock:
Finished Goods 732.64 667.26
Stock-in-Trade 19.56 15.47
Work-in-Progress 148.44 179.96
900.64 862.69
Less: Opening Stock:
Finished Goods 667.26 605.19
Stock-in-Trade 15.47 38.05
Work-in-Progress 179.96 224.13
862.69 867.37
Differential Excise Duty on Opening and Closing stock of Finished Goods 23.47 9.73
(14.48) 14.41

Details of Inventory under broad heads: ` Crore

Class of Goods Finished Goods Stock-in-Trade Work-in-Progress
Opening Stock Closing Stock Opening Stock Closing Stock Opening Stock Closing Stock
Automobile Tyres 523.01 601.53 - - 151.40 111.52
(486.47) (523.01) (-) (-) (201.81) (151.40)
Automobile Tubes 79.57 75.05 0.77 0.09 4.13 5.41
(64.03) (79.57) (29.38) (0.77) (9.40) (4.13)
T & S Equipments - - 11.67 15.09 - -
(-) (-) (6.75) (11.67) (-) (-)
Speciality Coating 15.06 14.09 - - 0.30 0.18
(11.10) (15.06) (-) (-) (0.23) (0.30)
Others 49.62 41.97 14.70 19.47 24.13 31.33
(43.59) (49.62) (8.67) (14.70) (12.69) (24.13)
Total 667.26 732.64 15.47 19.56 179.96 148.44
(605.19) (667.26) (38.05) (15.47) (224.13) (179.96)
Figures in bracket are in respect of previous year.
NOTE 24 : EMPLOYEE BENEFITS EXPENSE
Period ended Year ended
31.03.2016 30.09.2014
` Crore ` Crore
Salaries, Wages, Bonus, and Allowances 1064.48 591.25
Company’s Contribution to Provident, Gratuity and Other Funds 113.30 72.20
Staff welfare Expenses 131.70 78.94
1309.48 742.39

NOTE 25 : FINANCE COSTS

Period ended Year ended
31.03.2016 30.09.2014
` Crore ` Crore
Interest on Loans and Deposits 255.11 157.90
Interest on Debentures 85.64 64.37
Interest on Deferred Payment Credit 1.46 1.82
Other borrowing costs 1.43 1.63
343.64 225.72

NOTE 26 : DEPRECIATION & AMORTISATION EXPENSE

Period ended Year ended
31.03.2016 30.09.2014
` Crore ` Crore
Depreciation on tangible assets 733.48 421.51
Amortisation on intangible assets 3.64 2.37
737.12 423.88
NOTE 27 : OTHER EXPENSES
Period ended Year ended
31.03.2016 30.09.2014
` Crore ` Crore
Stores and Spares Consumed 460.66 276.11
Power and Fuel 843.38 665.57
Processing Expenses 246.68 138.06
Rent 72.05 37.78
Rates and Taxes 17.42 9.49
Insurance 16.93 10.99
Printing and Stationery 9.34 5.01
Repairs and Renewals:
Buildings 27.83 16.41
Plant and Machinery 118.71 68.15
Other Assets 52.22 25.98
Travelling and Conveyance 61.72 40.08
Communication Expenses 11.71 7.38
Vehicle Expenses 7.97 4.84
Auditors' Remuneration:
As Auditors:
Audit fee (Current year includes arrears of ` 0.03 Crore for previous year) 0.63 0.36
Tax Audit fee 0.14 0.06
Other Services 0.16 0.13
Reimbursement of Expenses 0.28 0.12
1.21 0.67
Cost Auditor’s Remuneration:
Audit fee 0.06 0.05
Directors' Fees 0.24 0.11
Directors' Travelling Expenses 5.56 3.02
Advertisement 368.88 153.27
Warranty 34.41 29.41
Sales tax absorbed by the company 0.83 1.09
Bad debts written off (Net) 0.17 0.20
Commission and Discount 421.50 244.43
Freight and Forwarding (Net) 577.58 357.50
Loss on Sale of Fixed Assets 6.54 2.52
Net Loss on Foreign Currency Transactions 107.00 46.73
Bank Charges 8.03 5.98
Provision for impairment of assets 23.93 -
Provision for Doubtful Debts - 0.15
Miscellaneous Expenses 98.83 43.63
3601.39 2194.61
NOTE 28 : ADDITIONAL/EXPLANATORY INFORMATION FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE PERIOD
ENDED 31ST MARCH, 2016
a) The Notes to these consolidated financial statements are disclosed to the extent necessary for presenting a true and fair view of the
consolidated financial statements, as clarified vide Circular No.39/2014 dated 14th October,2014.
b) Movement in Provisions as required by Accounting Standard-29 are the same as disclosed in the Standalone Financial Statements.
c) Consolidated Employee benefit disclosures are not materially different from the employee benefit disclosures of the standalone financial statements
of the Company.
d) Earnings Per Share
Period ended Year ended
31.03.2016 30.09.2014
Profit after taxation ` Crore 2366.00 908.32
Number of equity shares (Face Value `10/- each) Nos. 4241143 4241143
Earnings per share - Basic & Diluted ` 5578.68 * 2141.69
* Not Annualised
e) The group enters into Forward Exchange Contracts, Currency Swaps and Interest Rate Swaps being derivative instruments, which are not
intended for trading or speculative purposes, but for hedging purposes, to establish the amount of reporting currency required or available at
the date of settlement of certain payables and receivables.
The outstanding position and exposures are as under :
(i) Derivative instruments as on 31st March, 2016:-
Particulars Currency Amount ` Crore Nature Cross Currency
Currency/Interest Rate Swap USD 141.67 Million 857.96 ECB Loan INR
(70.00) Million (389.55)
Currency/Interest Rate Swap USD 24.82 Million 149.67 Buyer's Line of Credit INR
(24.09) Million (145.20)
(ii) Forward Contract Outstanding as on 31st March 2016:-
Particulars Currency Amount ` Crore Nature Cross Currency

Forward Contract USD 24.98 Million 168.36 Buyer's Line of Credit INR
(15.69) Million (95.30)
Forward Contract USD 17.06 Million 115.90 Import purchase INR
(92.27) Million (567.13)
Forward Contract USD 78.17 Million 518.57 Sales USD
(-) (-)
Figures in brackets are in respect of Previous Year.
(The amount of premium carried forward to be accounted in the subsequent year - ` 2.57 Crore (Previous Year - ` 7.71 Crore)).
(iii) Un-hedged foreign currency exposure is ` 22.17 Crore, net receivable (Previous Year - ` 26.57 Crore, net receivable).
f) Related party disclosures:
(i) Names of related parties and nature of relationship:
1. Key Management Personnel: i) Mr. K.M. Mammen, Chairman and Managing Director
ii) Mr. K.M. Philip, Whole-time Director( upto 31.03.2015)
iii) Mr. Arun Mammen, Managing Director
iv) Mr. Rahul Mammen Mappillai, Whole - time Director
v) Mr.Ravi Mannath, Company Secretary
vi) Mr. Madhu P Nainan, Vice President Finance
2. Relatives of Key Management Personnel: i) Mrs. Ambika Mammen (Wife of Chairman and Managing Director), (Director w.e.f. 23rd April, 2015)
ii) Dr. (Mrs) Cibi Mammen (Wife of Managing Director), (Director w.e.f. 12th February, 2015)
iii) Mr. Samir Thariyan Mappillai (Son of Chairman and Managing Director)
3. Companies in which Directors Badra Estate & Industries Limited, Devon Machines Pvt. Ltd., Coastal Rubber Equipments Pvt.
are interested: Ltd., Comprehensive Investments & Finance Co. Pvt. Ltd., Kirloskar Electric Co. Ltd., Braga
Industries, Braga Industries LLP, Funskool (India) Ltd., Pandalur Plantations Pvt. Ltd., Gokul
Rubber & Tea Plantations Ltd., VPC Freight Forwarders Pvt. Ltd.
4. Other Related Parties: Mr. Jacob Kurian- Director, MRF Ltd Executives Provident Fund Trust, MRF Management Staff
Gratuity Scheme, MRF Employees Gratuity Scheme, MRF Managers’ Superannuation Scheme.
(ii) Transactions with related parties (excluding reimbursements): ` Crore
a) Key Management Personnel: Sitting Fees Remuneration* Interest Paid Deposit Outstanding Commission Payable
31.03.2016 30.09.2014 31.03.2016 30.09.2014 31.03.2016 30.09.2014 31.03.2016 30.09.2014 31.03.2016
30.09.2014
Mr. K M Mammen - - 26.27 10.82 - - - - 10.71 4.50
Mr. K M Philip - - 2.66 5.43 - - - - 1.26 2.43
Mr. Arun Mammen - - 20.85 9.18 - 0.03 - - 9.83 4.39
Mr. Rahul Mammen Mappillai - - 17.00 7.29 - - - - 8.01 3.49
Mr. Ravi Mannath - - 2.12 0.60# - - - - - -
Mr. Madhu P Nainan - - 1.61 0.46# - - - - - -
b) Relatives of Key
Management Personnel:
Mrs. Ambika Mammen 0.01 - - - - - - - - -
Dr.(Mrs) Cibi Mammen 0.01 - - - - - - - - -
Mr. Samir Thariyan Mappillai - - 0.75 0.33 - 0.02 - 0.24 - -
* Remuneration does not include provisions made for Gratuity and Leave benefits as they are determined on an actuarial basis for the Company as a whole.
#
Remuneration is for a period of six months from 1st April, 2014 to 30th September, 2014.
 iii) Companies in which Directors are related:
Purchase of Raw Materials / Components / :
Coastal Rubber Equipments Pvt. Ltd - ` 101.78 Crore, Devon Machines Pvt. Ltd ` 28.37
Machinery
Crore, Braga Industries - ` 107.10 Crore and Others - ` 3.00 Crore.
Selling & Distribution Expenses : Funskool (India) Ltd - ` 1.06 Crore.
Payment towards Services : VPC Freight Forwarders Pvt. Ltd - ` 13.66 Crore, Coastal Rubber Equipments Pvt. Ltd -
` 1.67 Crore and Braga Industries LLP - ` 0.01 Crore.
Sale of Investments : Comprehensive Investments & Finance Co Pvt. Ltd - ` 6.10 Crore.
Sale of Materials : Funskool (India) Ltd - ` 0.03 Crore.
Balance Outstanding:
Payables : Devon Machines Pvt. Ltd. - ` 0.22 Crore, Coastal Rubber Equipment Pvt. Ltd - ` 2.72
Crore and Braga Industries - ` 5.87 Crore.
iv) Other Related Parties:
Professional Charges : Mr. Jacob Kurien - ` 0.17 Crore.
Contributions : MRF Ltd Executives Provident Fund Trust - ` 10.27 Crore, MRF Management Staff
Gratuity Scheme - ` 30.75 Crore, MRF Employees Gratuity Scheme - ` 34.30 Crore
and MRF Managers’ Superannuation Scheme - ` 13.95 Crore.
Balance Outstanding:
Contributions Payable : MRF Ltd Executives Provident Fund Trust - ` 0.62 Crore. MRF Management Staff Gratuity
Scheme - ` 5.74 Crore and MRF Employees Gratuity Scheme - ` 0.52 Crore.

g) Additional information on Net Assets and Share of Profit as at 31st March, 2016
Name of the entity Net Assets, i.e., Share in or loss
(total assets minus total liabilities) profit
As % o consolidated Amount As % of net Profit Amount
f net assets (` Crore) (` Crore)
Parent
MRF Ltd. 99.00 6,787.41 98.08 2,320.60
Parent Subsidiaries
Indian
MRF Corp Ltd. 0.49 33.40 0.61 14.52
MRF International Ltd. 0.02 1.42 0.01 0.15
Foreign
MRF Lanka (P) Ltd. 0.07 5.06 0.14 3.42
MRF SG Pte. Ltd. 0.42 28.47 1.15 27.31
Minority Interest
Indian Subsidiary - 0.12 - 0.01
h) Commitment:
(i) Estimated amount of contracts remaining to be executed on Capital Account, net of advances and not provided for - ` 650.59 Crore (Previous year
` 1,460.46 Crore).
(ii) Customs Duty on import of equipment’s and spare parts under EPCG Scheme - ` 162.76 Crore (Previous Year - ` 161.36 Crore).
The Group does not have any long-term commitments or material non-cancellable contractual commitments/contracts which have material
impact on the financial statements.
i) Contingent Liabilities not provided for:
(i) Guarantees given by the Banks - ` 47.33 Crore (Previous Year - ` 35.18 Crore)
(ii) Letters of Credit issued by the Banks - ` 85.90 Crore (Previous Year - ` 466.05 Crore)
(iii) Bills discounted with a bank - ` NIL (Previous Year - ` 22.14 Crore)
(iv) Claims not acknowledged as debts:
(a)Disputed Sales Tax demands pending before the Appellate Authorities - ` 23.05 Crore. (Previous Year- ` 18.18 Crore)
(b)Disputed Excise/Customs Duty demands pending before the Appellate Authorities/High Court - ` 76.07 Crore. (Previous Year - ` 80.31 Crore)
(c) Disputed Income Tax Demands - ` 30.74 Crore (Previous Year - ` 21.34 Crore). Against the said demand, the company has deposited an
amount of ` 14.93 Crore.
(d)Contested EPF Demands pending before Appellate Tribunal - ` 1.10 Crore. (Previous year ` 1.10 Crore)
j) The Group, except for MRF Corp Ltd, a subsidiary company, is engaged interalia in the manufacture of Rubber Products such as Tyres, Tubes,
Flaps, Tread Rubber and Conveyor Belt. These in the context of Accounting Standard 17 on Segment Reporting are considered to constitute one
single primary segment. MRF Corp Ltd is engaged in the manufacture of Speciality Coatings and its revenues, results and assets do not meet
the criteria specified for reportable segment prescribed in the Accounting Standard. The group’s operations outside India do not exceed the
quantitative threshold for disclosure envisaged in the Accounting Standard. Non-reportable segments have not been disclosed as unallocated
reconciling item in view of their materiality. In view of the above, primary and secondary reporting disclosures for business/geographical
segment, are not applicable.
k) In terms of the proviso to clause 3(i) of Part A of Schedule II to the Companies Act,2013, the Company has, after technical assessment, decided to retain
the useful life hitherto adopted for certain categories of fixed assets, which are in certain cases, different from those prescribed in Schedule II
to the Act. The Company believes that based on the policy followed by it of continuous and periodic assessment, the estimated useful life
adopted so far is appropriate. The above change has resulted in lower depreciation for the period from 1.10.2014 to 31.3.2016 by ` 29.13
Crore. Further, consequent to Notification GSR 627(E) dated August 29, 2014 amending Para 7(b) under Schedule II, Company has charged off
transitional depreciation amounting to
` 11.61 Crore to Statement of Profit and Loss.
l) MRF Ltd., the parent company has changed its accounting year ended September 30th to year ended March 31st. Accordingly, the Consolidated
Financial Statements for the current accounting period are prepared for a period of 18 months from 1st October, 2014 to 31st March, 2016. As
regards the parent and three of its subsidiaries and as regards MRF Corp Ltd., another subsidiary company, the current accounting period is for
a period of 24 months from 1st April, 2014 to 31st March, 2016. Hence, the figures and earnings per share for the current period are not
comparable with those of the previous accounting year.
m) Figures are rounded off to nearest lakh. Previous year’s figures have been regrouped wherever necessary to conform to current period’s classification.
Vide our Report of even date.
For SASTRI & SHAH For M. M. NISSIM & CO.
Chartered Accountants Chartered Accountants
Firm Regn. No. 003643S Firm Regn. No. 107122W JACOB KURIAN
C R Kumar Dhiren Mehta MADHU P NAINAN RAVI MANNATH V SRIDHAR K M MAMMEN
Partner Partner Vice President Finance Company Secretary Directors Chairman & Managing
Director Mem. No. 26143 Mem. No. 109883
Chennai, Dated 3rd May, 2016
 FORM AOC-1
[Pursuant to first proviso to sub-section(3) of section 129 read with rule 5 of Companies(Accounts)
Rules,2014] Statement containing sailient features of the financial statements of subsidiaries/associate
companies/joint ventures

SUBSIDIARIES (` in Crore)
Sr. Name of the Reporting Period Reporting Exchange Share Reserve & Total Total Investments Gross Profit Provision Profit Proposed % of
No Subsidiary of the Currency Rate as Capital Surplus Assets Liabilities Turnover before for after Dividend shareholding
subsidary on Taxation Taxation Taxation
31.03.2016
1 MRF Corp Ltd 1st April, INR 1 0.05 33.25 57.76 24.46 10.60 278.25 22.17 7.65 14.52 0.10 100%
2014 to 31st
March, 2016
2 MRF International Ltd. 1st INR 1 0.56 1.50 2.07 0.01 - 0.25 0.24 0.09 0.15 - 94.66%
October,
2014 to 31st
March, 2016
3 MRF Lanka (P) Ltd. 1st LKR 0.45 15.01 5.06 21.27 1.20 - 26.75 5.10 1.68 3.42 - 100%
October,2014 to
31st March,2016
4 MRF SG Pte Ltd 1st USD 66.3329 6.11 28.47 451.45 416.87 - 1273.43 32.30 4.99 27.31 - 100%
October,
2014 to 31st
March, 2016

JACOB KURIAN
Chennai, 3rd May,2016 RAVI MANNATH MADHU P NAINAN V SRIDHAR K M MAMMEN
Company Secretary Vice President Finance Directors Chairman & Managing
Director
 MRF Limited
No.114, Greams Road, Chennai - 600 006.
Tel: +91 44 28292777 Fax: +91 44 28295087
CIN: L25111TN1960PLC004306
E-mail: [email protected] Website: www.mrftyres.com