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IFB Industries Limited Annual Report 2021

Jul 13, 2021

61668_rns_2021-07-13_f0770d61-f95a-4bfb-b7bb-9be4735496ce.pdf

Annual Report

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IFll Inclustries lrmited

CorPorate Ofrce

I Plot No--lND-S, Sector- 1 East Kolkata Township, Kolkata - 700 107 Telephone : (91) (33) 39849475/9524 Fax : (91) (33) 39849676 Web : www.ifrindustries,com

13tnluly,2021

The Manager Department of Corporate Scrviccs Bombay Stock Exchange Ltd, Phiroze f eej eebhoy Towers Dalal Street, Mumbai-400001

The Manager The National Stock Exchangc of India Ltd' Exchange Plaza, 5th Floor Plot No-C/1", G Bloch Bandra Kurla Complex Mumbai -400051

The Secretary The Calcutta Stock Exchangc Association Ltd' 7 Lyons Range Kolkata-700001

Dear Sir,

Sub: Annual Report for the financial year ended 31't March,202L

Wc enclose, in terms of I{eguiations 30 and 34 of the SI'lIll Q,isting Obligations and Disclosure I{equirements) Ilegulations,2015 a copy of the I{eport and liinancial Statements of the Company for the financial ycar ended 31't March, 2027 togethcr with the Notice dated 14th June, 202L convening the 45tr' Annual General Meeting of the Company to be heid on lrriday, August 6,2021at 10.30 A'M. [ls'f] through Vidco Conferencing (VC) / Other Audio Visual Mcans [OAVM), in conformity with the regulatory provisions and Circulars issucd by thc Ministry of Corporate Affairs, Govcrnmcnt of India.

This is for your kind information and rccords.

Thanking you,

Yours faithfully FoT IFB INDUSTRIES LIMITiJD G A-.- c-l-"'*-.a*u.-1

G Ray Chowdhury [Company Secretary)

Ilncl : As above

IFB INDUSTRIES LTD.

BOARD OF DIRECTORS

Executive Chairman Mr. Bij on Nag

Joint Executive Chairman & Managing Director Mr. Bikramjit Nag

Managing Director & CEO - Appliances Division Mr. Rajshankar Ray

Managing Director & CEO - Engineering Division Mr. Partha Sen

Director and CFO Mr. Prabir ChaĴ erjee

Executive Director & Service Business Head Mr. Amar Singh Negi

Non-Executive Director Mr. Sudip Banerjee

Independent Directors Dr. Rathindra Nath Mitra Ms. Sangeeta Shankaran Sumesh Mr. Rahul Choudhuri Mr. Ashok Bhandari Mr. Chacko Joseph Mr. Desh Raj Dogra Mr. Biswadip Gupta

AUDIT COMMITTEE

Chairman Dr. Rathindra Nath Mitra

Members Ms. Sangeeta Shankaran Sumesh Mr. Ashok Bhandari Mr. Chacko Joseph Mr. Prabir ChaĴ erjee

COMPANY SECRETARY

Mr. G. Ray Chowdhury

AUDITORS

DeloiĴ e Haskins & Sells Chartered Accountants

REGISTRAR AND SHARE TRANSFER AGENT

CB Management Services (P) Ltd. P 22, Bondel Road, Kolkata - 700 019 Tel : (091) (33) 2280 6692/93/94, 4011 6700 Fax : (091) (33) 2287 0263 E-mail : [email protected]

REGISTERED OFFICE

14, Taratolla Road Kolkata - 700 088, India Tel : (091) (33) 3048 9299 Fax : (091) (33) 3048 9230 CIN : L51109WB1974PLC029637 E-mail : investors@iĠ global.com Website : www.iĠ industries.com

CORPORATE OFFICE

Plot No. IND-5, Sector – I East Kolkata Township Kolkata - 700 107 Tel : (091) (33) 3984 9524 Fax : (091) (33) 2442 1003 E-mail : investors@iĠ global.com

CONTENTS

Notice to Members
2
Directors' Report
24
Report on Corporate Governance
74
Standalone Financial Statement
– Independent Auditor's Report
91
– Balance Sheet 100
– Statement of Profi t and Loss 101
– Cash Flow Statement 103
– Notes to the Financial Statements 105
Consolidated Financial Statement
– Independent Auditor's Report 161
– Balance Sheet 168
– Statement of Profi t and Loss 169
– Cash Flow Statement 171
– Notes to the Financial Statements 173
10 Year Highlights 226

CIN: L51109WB1974PLC029637 Registered Offi ce: 14 Taratolla Road, Kolkata -700 088 Tel:91 33 30489299 Fax: 91 33 30489230, E-mail: investors@iĠ global.com Website: www.iĠ industries.com

NOTICE TO MEMBERS

Notice is hereby given that the forty fiĞh Annual General Meeting of the members of IFB Industries Limited will be held on Friday the 6th day of August, 2021 at 10.30 A.M. IST through Video Conferencing ("VC") / Other Audio Visual Means ("OAVM") , to transact the following business :

ORDINARY BUSINESS:

  • 1) To receive, consider and adopt the Audited Standalone Financial Statements of the Company for the year ended March 31,2021, including the audited Balance Sheet as at March 31, 2021, the statement of Profit and Loss for the year ended on that date and the reports of the Board of Directors and Auditors thereon.
  • 2) To receive, consider and adopt Audited Consolidated Financial Statements of the Company for the year ended March 31, 2021 and the Report of the Auditors thereon.
  • 3) To appoint a director in place of Mr. Prabir ChaĴerjee (DIN: 02662511), who retires by rotation and being eligible, offers himself for re-appointment as a Director.

SPECIAL BUSINESS:

4) To consider and if thought fit, to pass, the following Resolution as a Special Resolution:

"RESOLVED THAT pursuant to the provisions of Sections 152, 160 and all other applicable provisions if any, of the Companies Act, 2013 ("The Act") and the Companies (Appointment and Qualification of Directors) Rules, 2014 Mr. Partha Sen ( DIN: 07547244) ) who was inducted on the Board as Additional Director in the capacity of Managing Director & CEO of Engineering Division and for appointment of whom the Company has received a nomination from a member proposing his appointment be and is hereby appointed as Managing Director & CEO of Engineering Division of the Company for a period of 5 years with effect from 30.10.2020, liable to retire by rotation."

"RESOLVED FURTHER THAT pursuant to the provisions of Sections 196, 197, 198, 203 and other applicable provisions if any, of the Companies Act, 2013 ("The Act") read with Schedule V to the Act and the Companies (Appointment and Remunerations of Managerial Personnel) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), consent of the Company be and is hereby accorded for appointment of Mr. Partha Sen ( DIN: 07547244), designated as Managing Director & CEO of Engineering Division of the Company for a period of 5 ( Five ) years, with effect from 30.10.2020, on the terms and conditions including remuneration alongwith interim revision in between as set out in explanatory statement aĴached hereto and forming part of this resolution notwithstanding that the remuneration may exceed the limits prescribed in the provisions of Sections 197, 198 and Schedule V to the Companies Act, 2013 in case of no profits / inadequate profits during any financial year / period in between."

"RESOLVED FURTHER THAT the Board (the term " Board" includes Board of Directors of Company and the Nomination and Remuneration CommiĴee) be and is hereby authorized to vary and / or modify the terms and conditions including remuneration, benefits and perquisites payable / made available to the appointee in such manner as may be agreed upon between the board and the appointee."

"RESOLVED FURTHER THAT the Board be and is hereby authorized to do all acts, deeds and things and execute all such documents, instruments and writings, as may be required and to delegate all or any of its powers herein conferred to any commiĴee of directors or to any director or to any employee of the Company to give effect to the aforesaid resolutions."

5) To consider and if thought fit, to pass, the following Resolution as an Ordinary Resolution:

"RESOLVED THAT pursuant to the provisions of Sections 152, 160 and all other applicable provisions if any,

of the Companies Act, 2013 ("The Act") and the Companies (Appointment and Qualification of Directors) Rules, 2014 Mr. Rajshankar Ray (DIN: 03498696), who was inducted on the Board as Additional Director in the capacity of Managing Director & CEO of Appliances Division and for appointment of whom the Company has received a nomination from a member proposing his appointment be and is hereby appointed as Managing Director & CEO of Appliances Division of the Company for a period of 5 years with effect from 30.10.2020, liable to retire by rotation."

"RESOLVED FURTHER THAT pursuant to the provisions of Sections 196, 197, 198, 203 and other applicable provisions if any, of the Companies Act, 2013 ("The Act") read with Schedule V to the Act and the Companies (Appointment and Remunerations of Managerial Personnel) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), consent of the Company be and is hereby accorded for appointment of Mr. Rajshankar Ray (DIN: 03498696), designated as Managing Director and CEO of Appliances Division of the Company for a period of 5 ( Five ) years, with effect from 30.10.2020, on the terms and conditions including remuneration alongwith interim revision in between as set out in explanatory statement aĴached hereto and forming part of this resolution notwithstanding that the remuneration may exceed the limits prescribed in the provisions of Sections 197, 198 and Schedule V to the Companies Act, 2013 in case of no profits / inadequate profits during any financial year / period in between."

"RESOLVED FURTHER THAT the Board (the term " Board" includes Board of Directors of Company and the Nomination and Remuneration CommiĴee) be and is hereby authorized to vary and / or modify the terms and conditions including remuneration, benefits and perquisites payable / made available to the appointee in such manner as may be agreed upon between the board and the appointee."

"RESOLVED FURTHER THAT the Board be and is hereby authorized to do all acts, deeds and things and execute all such documents, instruments and writings, as may be required and to delegate all or any of its powers herein conferred to any commiĴee of directors or to any director or to any employee of the Company to give effect to the aforesaid resolutions."

6) To consider and if thought fit, to pass, the following Resolution as an Ordinary Resolution:

"RESOLVED THAT pursuant to the provisions of Sections 152, 160 and all other applicable provisions if any, of the Companies Act, 2013 ("The Act") and the Companies (Appointment and Qualification of Directors) Rules, 2014 Mr. Amar Singh Negi (DIN: 008941850) who was inducted on the Board as Additional Director in the capacity of Executive Director-Service Business Head and for appointment of whom the Company has received a nomination from a member proposing his appointment be and is hereby appointed as Executive Director-Service Business Head of the Company for a period of 5 years with effect from 30.10.2020, liable to retire by rotation."

"RESOLVED FURTHER THAT pursuant to the provisions of Sections 196, 197, 198 and other applicable provisions if any, of the Companies Act, 2013 ("The Act") read with Schedule V to the Act and the Companies (Appointment and Remunerations of Managerial Personnel) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), consent of the Company be and is hereby accorded for appointment of Mr. Amar Singh Negi ( DIN: 008941850), designated as Executive Director – Service Business Head of the Company for a further period of 5 ( Five ) years, with effect from 30.10.2020, on the terms and conditions including remuneration alongwith interim revision in between as set out in explanatory statement aĴached hereto and forming part of this resolution notwithstanding that the remuneration may exceed the limits prescribed in the provisions of Sections 197, 198 and Schedule V to the Companies Act, 2013 in case of no profits / inadequate profits during any financial year / period in between."

"RESOLVED FURTHER THAT the Board (the term " Board" includes Board of Directors of Company and the Nomination and Remuneration CommiĴee) be and is hereby authorized to vary and / or modify the terms and conditions including remuneration, benefits and perquisites payable / made available to the appointee in such manner as may be agreed upon between the board and the appointee."

"RESOLVED FURTHER THAT the board be and is hereby authorized to do all acts, deeds and things and execute all such documents, instruments and writings, as may be required and to delegate all or any of its powers herein conferred to any commiĴee of directors or to any director or to any employee of the Company to give effect to the aforesaid resolutions."

7) To consider and if thought fit, to pass, the following Resolution as an Ordinary Resolution:

"RESOLVED THAT pursuant to the provisions of Sections 196, 197, 198 and other applicable provisions if any, of the Companies Act, 2013 ("The Act") read with Schedule V to the Act and the Companies (Appointment and Remunerations of Managerial Personnel) Rules, 2014 (including any statutory modification(s) or re-enactment(s) thereof, for the time being in force), consent of the Company be and is hereby accorded to increase the remuneration paid/payable to Mr. Prabir ChaĴerjee (DIN: 02662511) , Whole-time Director and CFO of the Company with effect from 01.04.2021 as set out in the Explanatory Statement aĴached to this Notice."

"RESOLVED FURTHER THAT notwithstanding anything contained in Sections 197, 198 and Schedule V of the Companies Act, 2013 or any amendments / re-enactment thereof or any revised/ new schedule thereof, in the event of absence of profits or inadequate profits in any financial year, the salary, perquisites and statutory benefits as set out in the explanatory statement forming part of this resolution be paid as minimum remuneration to Mr. Prabir ChaĴerjee, designated as Whole-time Director & CFO of the Company even if it exceeds the various stipulated limits of the various provisions of the Companies Act, 2013 or the rules related thereto during any financial year / period in between."

"RESOLVED FURTHER THAT the Board (the term "Board" includes Board of Directors of Company and the Nomination and Remuneration CommiĴee) be and is hereby authorized to vary and / or modify the terms and conditions including remuneration, benefits and perquisites payable / made available to the appointee in such manner as may be agreed upon between the board and the appointee."

"RESOLVED FURTHER THAT the board be and is hereby authorized to do all acts, deeds and things and execute all such documents, instruments and writings, as may be required and to delegate all or any of its powers herein conferred to any commiĴee of directors or to any director or to any employee of the Company to give effect to the aforesaid resolutions."

8) To consider and if thought fit, to pass, the following Resolution as a Special Resolution:

"RESOLVED THAT pursuant to the provisions of Sections 149, 152 and other applicable provisions, if any, of the Companies Act, 2013 and the Rules made thereunder read with Schedule IV of the Companies Act, 2013, or any amendment or modification thereof, and Regulation 17 and other applicable Regulations of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, Mr. Ashok Bhandari (DIN : 00012210), Independent Director of the Company, who has submiĴed a declaration that he meets the criteria for independence as provided in the Act and Listing Regulations, and who is eligible for re-appointment and in respect of whom based on his evaluation of performance, the Nomination and Remuneration CommiĴee has recommended his re-appointment on the Board, be and is hereby re-appointed as an Independent Director of the Company for second term of five consecutive years with effect from 30.01.2021, not liable to retire by rotation."

9) To consider and if thought fit, to pass, the following Resolution as an Ordinary Resolution:

"RESOLVED THAT pursuant to the provisions of Sections 149, 152, 160 and other applicable provisions of the Companies Act, 2013 and the Rules made thereunder read with Schedule IV of the Companies Act, 2013, or any amendment or modification thereof, and Regulation 17 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, Mr. Desh Raj Dogra (DIN : 00226775) who was inducted on the Board as Additional Director in the capacity of an Independent Director and for appointment of whom the Company has received a nomination from a member proposing his appointment be and is hereby appointed as an Independent Director of the Company for a term of one year with effect from 10.02.2021, not liable to retire by rotation."

10) To consider and if thought fit, to pass, the following Resolution as an Ordinary Resolution:

"RESOLVED THAT pursuant to the provisions of Sections 149, 152 , 160 and other applicable provisions of the Companies Act, 2013 and the Rules made thereunder read with Schedule IV of the Companies Act, 2013, or any amendment or modification thereof, and Regulation 17 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, Mr. Biswadip Gupta (DIN: 00048258) who was inducted on the Board as Additional Director in the capacity of an Independent Director and for appointment of whom the Company has received a nomination from a member proposing his appointment be and is hereby appointed as an Independent Director of the Company for a term of one year with effect from 10.02.2021, not liable to retire by rotation."

11) To consider and if thought fit, to pass, the following Resolution as an Ordinary Resolution:

"RESOLVED THAT pursuant to the provisions of Section 148(3) and other applicable provisions, if any, of the Companies Act, 2013 ( " The Act") read with Rule 14 of Companies (Audit and Auditors) Rules, 2014,the remuneration payable during the year 2021-22 to M/s. MANI & CO, Cost Accountants appointed by the Board of Directors of the Company to conduct the audit of cost records of the Company for the financial year 2021-22, amounting to Rs.8,00,000/- (Rupees Eight lacs Only) plus tax as applicable and reimbursement of conveyance expenses on actual basis as incurred by them in connection with the aforesaid audit be and is hereby ratified and confirmed."

Registered Offi ce : By Order of the Board

14, Taratolla Road Kolkata - 700 088 G Ray Chowdhury CIN : L51109WB1974PLC029637 Company Secretary E-mail : investors@iĠglobal.com Membership No. : A8529 Website : www.iĠindustries.com

Place : Kolkata Date : 14th June, 2021

NOTES :

    1. In view of the continuing COVID-19 pandemic, the Ministry of Corporate Affairs ("MCA") has vide its circular nos. 14/2020 and 17/2020 dated April 8, 2020 and April 13, 2020 respectively, in relation to "Clarification on passing of ordinary and special resolutions by companies under the Companies Act, 2013 and the rules made thereunder on account of the threat posed by Covid-19", circular no. 20/2020 dated May 5, 2020 in relation to "Clarification on holding of annual general meeting (AGM) through video conferencing (VC) or other audio visual means (OAVM)" and Circular no. 02/2021 dated January 13, 2021 in relation to "Clarification on holding of annual general meeting (AGM) through video conferencing (VC) or other audio visual means (OAVM)" (collectively referred to as "MCA Circulars") and Securities and Exchange Board of India ("SEBI") vide its circular no. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated May 12, 2020 in relation to "Additional relaxation in relation to compliance with certain provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 – Covid-19 pandemic" and circular no. SEBI/HO/CFD/ CMD2/CIR/P/2021/11 dated January 15, 2021 in relation to "Relaxation from compliance with certain provisions of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 due to the COVID -19 pandemic" (collectively referred to as "SEBI Circulars") permiĴed the holding of the Annual General Meeting ("AGM") through VC / OAVM, without the physical presence of the Members at a common venue. In compliance with the MCA Circulars and SEBI Circulars, the AGM of the members of the Company is being held through VC / OAVM.
    1. Brief resume of Directors including those proposed to be appointed/ reappointed, nature of their expertise in specific functional areas, no. of companies in which they hold directorships and memberships/ chairmanships of Board CommiĴees, shareholding and relationships between directors inter-se as stipulated under SEBI (Listing obligations & Disclosure Requirements) Regulation, 2015 are provided as Annexure to the Notice & Corporate Governance Report which forms part of the Annual Report.

    1. Members of the Company had approved the appointment of Messars DeloiĴee Haskins & Sells, Chartered Accountants, having registration No. 302009E as the Statutory Auditors of the Company at the 43rd Annual General Meeting which is valid till 48th AGM. In accordance with the Act, the appointment of Statutory Auditors is not required to be ratified in every AGM.
    1. Pursuant to SEBI Circular no. SEBI/HO/CFD/CMD2/CIR/P/2021/11 dated January 15, 2021 the requirement of sending hard copies of annual reports to shareholders has been dispensed with.
    1. Pursuant to the provisions of the Act, a Member entitled to aĴend and vote at the AGM is entitled to appoint a proxy to aĴend and vote on his/her behalf and the proxy need not be a Member of the Company. Since this AGM is being held pursuant to the MCA Circulars through VC / OAVM, physical aĴendance of Members has been dispensed with. Accordingly, the facility for appointment of proxies by the Members will not be available for the AGM and hence the Proxy Form and AĴendance Slip are not annexed to this Notice.
    1. Institutional / Corporate Shareholders of its Board or governing body Resolution/Authorization etc., authorizing its representative to aĴend the AGM through VC / OAVM on its behalf and to vote through remote e-voting. The said Resolution/Authorization shall be sent to the Scrutinizer by email through its registered email address to [email protected] with a copy marked to [email protected].
    1. A statement pursuant to Section 102(1) of the Companies Act, 2013, relating to the Special Business to be transacted at the meeting is annexed hereto.
    1. The Company has notified closure of Register of Members and Share Transfer Books from 31.07.2021 to 06.08.2021 (both days inclusive) for the purposes of AGM.
    1. Members are requested to intimate changes, if any, pertaining to their name, postal address, email address, telephone/ mobile numbers, Permanent Account Number (PAN), mandates, nominations, power of aĴorney, etc., to their DPs in case the shares are held by them in electronic form and to IFB/Registrar of the Company in case the shares are held by them in physical form.
    1. In case of joint holders, the Member whose name appears as the first holder in the order of names as per the Register of Members of the Company will be entitled to vote at the AGM.
    1. Members seeking any information with regard to the accounts or any maĴer to be placed at the AGM, are requested to write to the Company on or before 3rd August, 2021 through email to investors@iĠgolobal.com. The same will be replied by the Company suitably.
    1. Since the AGM will be held through VC / OAVM, the Route Map is not annexed in this Notice.
    1. During the AGM, the Register of Directors and Key Managerial Personnel and their shareholding maintained under Section 170 of the Act and the Register of Contracts or arrangements in which Directors are interested maintained under Section 189 of the Companies Act, shall be made available for on-line inspection upon login at NSDL e-Voting system at www.evoting.nsdl.com.
    1. Pursuant to the Circular No. 14/2020 dated April 08, 2020, issued by the Ministry of Corporate Affairs, the facility to appoint proxy to aĴend and cast vote for the members is not available for this AGM. However, the Body Corporates are entitled to appoint authorised representatives to aĴend the AGM through VC/OAVM and participate there at and cast their votes through e-voting.
    1. The Members can join the AGM in the VC/OAVM mode 45 minutes before the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The facility of participation at the AGM through VC/ OAVM will be made available for 1000 members on first come first served basis. This will not include large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit CommiĴee, Nomination and Remuneration CommiĴee and Stakeholders Relationship CommiĴee, Auditors etc. who are allowed to aĴend the AGM without restriction on account of first come first served basis.
    1. The aĴendance of the Members aĴending the AGM through VC/OAVM will be counted for the purpose of reckoning the quorum under Section 103 of the Companies Act, 2013.
    1. Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing Obligations & Disclosure Requirements) Regulations 2015 (as amended), and the Circulars issued by the Ministry of Corporate Affairs dated April 08, 2020, April 13, 2020 and May 05, 2020 the Company is providing facility of remote e-Voting to its Members in respect of the business to be transacted at the AGM. For this purpose, the Company has entered into an agreement with National Securities Depository Limited (NSDL) for facilitating voting through electronic means, as the authorized agency. The facility of casting votes by a member using remote e-Voting system as well as venue voting on the date of the AGM will be provided by NSDL.
    1. In line with the Ministry of Corporate Affairs (MCA) Circular No. 17/2020 dated April 13, 2020, the Notice calling the AGM has been uploaded on the website of the Company at www.iĠindustries.com. The Notice can also be accessed from the websites of the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited at www. bseindia.com and www.nseindia.com respectively and the AGM Notice is also available on the website of NSDL (agency for providing the Remote e-Voting facility) i.e. www.evoting.nsdl.com.
    1. The remote e-voting period begins on 3rd August, 2021 at 9:00 A.M. and ends on 5th August 2021 at 5:00 P.M. The remote e-voting module shall be disabled by NSDL for voting thereaĞer. The Members, whose names appear in the Register of Members / Beneficial Owners as on the record date (cut-off date) i.e. 30th July, 2021, may cast their vote electronically. The voting right of shareholders shall be in proportion to their share in the paid-up equity share capital of the Company as on the cut-off date, being 30th July 2021.
    1. The details of the process and manner for remote e-Voting are explained herein below:

Step 1: Access to NSDL e-Voting system

Step 2: Cast your vote electronically and join virtual meeting on NSDL e-Voting system.

Details on Step 1 are mentioned below:

A. Login method for remote e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode

In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility.

Type of shareholders Login Method
Individual Shareholders A. NSDL IDeAS facility
holding securities in If you are already registered, follow the below steps:
demat mode with NSDL. 1.
Visit the e-Services website of NSDL. Open web browser by typing the following URL:
hĴps://eservices.nsdl.com/ either on a Personal Computer or on a mobile.
2.
Once the home page of e-Services is launched, click on the "Beneficial Owner" icon under
"Login" which is available under "IDeAS" section.
3.
A new screen will open. You will have to enter your User ID and Password. AĞer successful
authentication, you will be able to see e-Voting services.

Login method for Individual shareholders holding securities in demat mode is given below:

4. Click on "Access to e-Voting" appearing on the leĞ hand side under e-Voting services and
you will be able to see e-Voting page.
5. Click on options available against company name or e-Voting service provider - NSDL and
you will be re-directed to NSDL e-Voting website for casting your vote during the remote
e-Voting period or joining virtual meeting and e-Voting during the meeting.
If you are not registered, follow the below steps:
1.
Option to register is available at hĴps://eservices.nsdl. com.
2. Select "Register Online for IDeAS" Portal or click at hĴps://eservices.nsdl.com/SecureWeb/
IdeasDirectReg.jsp
3.
Please follow steps given in points 1-5.
B. e-Voting website of NSDL
1. Open web browser by typing the following URL: hĴps://www.evoting.nsdl.com/ either on
a personal computer or on a mobile phone.
2.
Once the home page of e-Voting system is launched, click on the icon "Login" which is
available under 'Shareholder/Member' section.
3. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat
account number held with NSDL), Password / OTP and a Verification Code as shown on
the screen.
4. AĞer successful authentication, you will be redirected to NSDL website wherein you can
see e-Voting page. Click on options available against company name or e-Voting service
provider - NSDL and you will be redirected to e-Voting website of NSDL for casting your
vote during the remote e-Voting period or joining virtual meeting and e-Voting during the
meeting.
Individual Shareholders
holding securities in
demat mode with CDSL
1. Existing users who have opted for Easi / Easiest, can login through their user id and
password. Option will be made available to reach e-Voting page without any further
authentication. The URL for users to login to Easi / Easiest is hĴps://web.cdslindia.com/
myeasi/home/login or www.cdslindia.com and click on New System Myeasi.
2. AĞer successful login of Easi / Easiest the user will be also able to see the e-Voting Menu.
The Menu will have links of ESP i.e. NSDL portal. Click on NSDL to cast your vote.
3. If the user is not registered for Easi/Easiest, option to register is available at hĴps://web.
cdslindia.com/myeasi/Registration/ EasiRegistration. Alternatively, the user can directly
access e-Voting page by providing demat Account Number and PAN from a link in
www.cdslindia.com home page. The system will authenticate the user by sending OTP
on registered Mobile and e-mail as recorded in the demat Account. AĞer successful
authentication, user will be provided links for the respective ESP i.e. NSDL where the
e-Voting is in progress.
Individual Shareholders
(holding securities in
1. You can also login using the login credentials of your demat account through your DP
registered with NSDL / CDSL for e-Voting facility.
demat mode) login
through their depository
participants
2. Once logged-in, you will be able to see e-Voting option. Once you click on e-Voting option,
you will be redirected to NSDL / CDSL Depository site aĞer successful authentication,
wherein you can see e-Voting feature.
3. Click on options available against company name or e-Voting service provider - NSDL and
you will be redirected to e-Voting website of NSDL for casting your vote during the remote
e-Voting period or joining virtual meeting and e-Voting during the meeting.

Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website.

Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL.

Login type Helpdesk details
Individual
Shareholders
holding securities in demat
mode with NSDL
Members facing any technical issue in login can contact NSDL helpdesk by sending a request
at [email protected] or call at toll free no.: 1800 1020 990 and 1800 22 44 30
Individual
Shareholders
holding securities in demat
mode with CDSL
Members facing any technical issue in login can contact CDSL helpdesk by sending a request at
[email protected] or contact at 022- 23058738 or 022-23058542-43

B. Login Method for e-Voting and joining virtual meeting for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode:

How to Log-in to NSDL e-Voting website?

    1. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: hĴps://www.evoting.nsdl.com/ either on a Personal Computer or on a mobile.
    1. Once the home page of e-Voting system is launched, click on the icon "Login" which is available under 'Shareholder/ Member' section.
    1. A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen.

Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at hĴps://eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL eservices aĞer using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically.

  1. Your User ID details are given below :
Manner of holding shares i.e.Demat (NSDL
or CDSL) or Physical
Your User ID is:
a) For Members who hold shares in demat
account with NSDL.
8 Character DP ID followed by 8 Digit Client ID
For example if your DP ID is IN300 and Client ID is 12 then
your user ID is IN300
12**.
b) For Members who hold shares in demat
account with CDSL.
16 Digit Beneficiary ID
For example if your Beneficiary ID is 12** then your user
ID is 12**
c) For Members holding shares in Physical
Form.
EVEN Number followed by Folio Number registered with the
company
For example if folio number is 001 and EVEN is 101456 then user
ID is 101456001
    1. Password details for shareholders other than Individual shareholders are given below:
  • a) If you are already registered for e-Voting, then you can user your existing password to login and cast your vote.
  • b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the 'initial password' which was communicated to you. Once you retrieve your 'initial password', you need to enter the 'initial password' and the system will force you to change your password.
  • c) How to retrieve your 'initial password'?
  • (i) If your email ID is registered in your demat account or with the company, your 'initial password' is

communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the aĴachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your 'User ID' and your 'initial password'.

  • (ii) If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered.
    1. If you are unable to retrieve or have not received the " Initial password" or have forgoĴen your password:
  • a) Click on "Forgot User Details/Password?"(If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com.
  • b) Physical User Reset Password?" (If you are holding shares in physical mode) option available on www.evoting. nsdl.com.
  • c) If you are still unable to get the password by aforesaid two options, you can send a request at [email protected] mentioning your demat account number/folio number, your PAN, your name and your registered address etc.
  • d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL.
    1. AĞer entering your password, tick on Agree to "Terms and Conditions" by selecting on the check box.
    1. Now, you will have to click on "Login" buĴon.
    1. AĞer you click on the "Login" buĴon, Home page of e-Voting will open.

Step 2: Details are mentioned below

How to cast your vote electronically and join virtual Annual General Meeting on NSDL e-Voting system?

    1. AĞer successful login at Step 1, you will be able to see all the companies "EVEN" in which you are holding shares and whose voting cycle and General Meeting is in active status.
    1. Select "EVEN" of company for which you wish to cast your vote during the remote e-Voting period and casting your vote during the General Meeting. For joining virtual meeting, you need to click on "VC/OAVM" link placed under "Join General Meeting".
    1. Now you are ready for e-Voting as the Voting page opens.
    1. Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on "Submit" and also "Confirm" when prompted.
    1. Upon confirmation, the message "Vote cast successfully" will be displayed.
    1. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
    1. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.

General Guidelines for shareholders

  1. Any person holding shares in physical form and non-individual shareholders, who acquires shares of the Company and becomes member of the Company aĞer the notice is send through e-mail and holding shares as of the cut-off date i.e. 30th July, 2021, may obtain the login ID and password by sending a request at [email protected] or Issuer/ RTA. However, if you are already registered with NSDL for remote e-voting, then you can use your existing user ID and password for casting your vote. If you forgot your password, you can reset your password by using "Forgot User Details/Password" or "Physical User Reset Password" option available on www.evoting.nsdl.com or call on toll free no. 1800 1020 990 and 1800 22 44 30. In case of Individual Shareholders holding securities in demat mode who acquires shares of the Company and becomes a Member of the Company aĞer sending of the Notice and holding shares as of the cut-off date i.e. 30th July, 2021 may follow steps mentioned in the Notice of the AGM under Step 1 :"Access to NSDL e-Voting system"(Above).

    1. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful aĴempts to key in the correct password. In such an event, you will need to go through the "Forgot User Details/Password?" or "Physical User Reset Password?" option available on www.evoting.nsdl.com to reset the password.
    1. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on toll free no.: 1800 1020 990 and 1800 22 44 30 or send a request to NSDL at [email protected]

Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice:

    1. In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self aĴested scanned copy of PAN card), AADHAR (self aĴested scanned copy of Aadhar Card) by email to investors@iĠglobal.com
    1. In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self aĴested scanned copy of PAN card), AADHAR (self aĴested scanned copy of Aadhar Card) to investors@iĠglobal.com. If you are an Individual shareholders holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A) i.e. Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode.
    1. Alternatively shareholder/members may send a request to [email protected] for procuring user id and password for e-voting by providing above mentioned documents.
    1. In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to access e-Voting facility.

THE INSTRUCTIONS FOR MEMBERS FOR e-VOTING ON THE DAY OF AGM ARE AS UNDER:

    1. The procedure for e-Voting on the day of the AGM is same as the instructions mentioned above for remote e-voting.
    1. Only those Members/ shareholders, who will be present in the AGM through VC/OAVM facility and have not casted their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting system in the AGM.
    1. Members who have voted through Remote e-Voting will be eligible to aĴend the AGM. However, they will not be eligible to vote at the AGM.
    1. The details of the person who may be contacted for any grievances connected with the facility for e-Voting on the day of the AGM shall be the same person mentioned for Remote e-voting.

INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE AGM THROUGH VC/OAVM ARE AS UNDER:

    1. Member will be provided with a facility to aĴend the AGM through VC/OAVM through the NSDL e-Voting system. Members may access by following the steps mentioned above for Access to NSDL e-Voting system. AĞer successful login, you can see link of "VC/OAVM link" placed under "Join General meeting" menu against company name. You are requested to click on VC/OAVM link placed under Join General Meeting menu. The link for VC/OAVM will be available in Shareholder/Member login where the EVEN of Company will be displayed. Please note that the members who do not have the User ID and Password for e-Voting or have forgoĴen the User ID and Password may retrieve the same by following the remote e-Voting instructions mentioned in the notice to avoid last minute rush.
    1. Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile Hotspot may experience Audio/Video loss due to Fluctuation in their respective network. It is therefore recommended to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches.

    1. Members who would like to express their views or ask questions during the AGM may register themselves as a speaker by sending in writing their views or questions to investors@iĠgolobal.com/ [email protected] from their registered email address mentioning their name, DP ID and Client ID/folio number, PAN, mobile number till August 03, 2021 (5:00 p.m. IST). Those Members who have registered themselves as a speaker will only be allowed to express their views/ ask questions during the AGM. The Company reserves the right to restrict the number of speakers depending on the availability of time for the AGM. Each Speaker is requested to express his / her views within 2 – 3 minutes of the alloĴed time.
    1. Members who need assistance before or during the AGM, can contact Ms. Pallavi Mhatre, Manager, NSDL at evoting@ nsdl.co.in or call 1800 1020 990 / 1800 22 44 30.

Other Instructions

    1. Mr. S K Patnaik, Practicing Company Secretary (Membership No. FCS 5699) Partner of M/s. Patnaik & Patnaik, Company Secretaries has been appointed by the Board of Directors as the Scrutinizer for providing facility to the members of the Company, to scrutinize the remote e-voting process and casting vote through the e-Voting system during the Meeting in a fair and transparent manner.
    1. The Scrutinizer shall, immediately aĞer the conclusion of voting at the AGM, first download the votes cast during the AGM, thereaĞer unblock the votes cast through remote e-voting system and make, not later than two working days of conclusion of the AGM, and make a consolidated Scrutinizer's Report of the total votes cast in favour or against, if any, to the Chairman or a person authorised by him in writing, who shall countersign the same.
    1. The result declared along with the Scrutinizer's Report shall be placed on the Company's website www.iĠindustries. com and on the website of NSDL hĴps://www.evoting.nsdl.com immediately aĞer the declaration of the results by the Chairman or person authorized by him in writing. The Company shall simultaneously forward the results to National Stock Exchange of India Limited and BSE Limited, where the shares of the Company are listed.
    1. Subject to receipt of requisite number of votes, the resolutions proposed in the notice shall be deemed to be passed on the date of the meeting itself, i.e. 6th August, 2021.

Statement Pursuant to Section 102(1) of the Companies Act, 2013

As required under section 102 of the Companies Act, 2013 the following explanatory statement sets out all material facts relating to business under Items no. 4 to 11 of the accompanying Notice:

Resolution no. 4

Mr. Partha Sen ( DIN: 07547244), aged 68 years was appointed as Managing Director & CEO of Engineering Division of the Company by the Board of Directors of the Company in its meeting held on 30th October, 2020 subject to approval of Shareholders of the Company in forthcoming Annual General Meeting of the Company for a period of five years w.e.f. 30th October, 2020. He was already associated with the Company as CEO since 26th May, 2017.

Requisite Notice under Section 160 of the Act proposing the appointment of Mr. Partha Sen has been received by the Company, and consent has been filed by Mr. Sen pursuant to Section 152 of the Act.

Section 196(3) of Companies Act, 2013, inter alia, provides that no Company shall continue the employment of a person who has aĴained the age of seventy years, as Managing Director, Whole-time Director or Manager unless it is approved by the members by passing a Special Resolution, Part I of Schedule V to the Act contains such relaxation. During the tenure of his appointment Mr. Sen will aĴain the age of seventy years.

Mr. Partha Sen (68), BTech (Hons) in Chemical Engg. IIT KGP, MS in Chemical Engg. and material Science from Syracuse University, New York, USA. He has more than 44 years of comprehensive experience in Manufacturing in diversified operational areas including Supply Chain Management, Cost & Management Control, Strategic Planning and Management, Corporate Governance, Risk Management, inventory and debtors control etc.

At the recommendation of Nomination & Remuneration CommiĴee, the Board of Directors of the Company appointed Mr. Partha Sen Managing Director & CEO of Engineering Division of the Company for a period of Five years with effect from 30.10.2020, subject to approval of the shareholders of the Company, in terms of Section 197, 198, Schedule V and any other applicable provisions of the Companies Act, 2013 , at the terms and conditions as set out below :

Remuneration :

  • a) Salary : Rs. 4,17,505/- (Rupees Four Lacs Seventeen Thousand Five Hundred Five only) per month
  • b) HRA : Rs 2,08,760/- (Rupees Two Lacs Eight Thousand Seven Hundred Sixty Only)
  • c) Special Personal Allowance (SPA) : Rs. 1,40,404/- (Rupees One Lac Forty Thousand Four Hundred Four only) per month.

Other Benefits :

i) Encashment of leave : As per the rules of the Company.

Apart from the aforesaid remuneration, he will be entitled to reimbursement of all expenses incurred in connection with the business of the Company.

The appointee shall not be entitled to any siĴing fees for Board / CommiĴee meetings.

Further at the recommendation of Nomination & Remuneration CommiĴee, the Board of Directors of the Company revised the remuneration of Mr. Partha Sen, Managing Director & CEO of Engineering Division of the Company with effect from 1st April, 2021, subject to approval of the shareholders of the Company, in terms of Section 197, 198, Schedule V and any other applicable provisions of the Companies Act, 2013 , at the terms and conditions as set out below :

Remuneration :

  • a) Salary : Rs. 4,75,005/- (Rupees Four Lacs Seventy Five Thousand Five only) per month
  • b) HRA : Rs 2,37,510/- ( Rupees Two Lacs Thirty Seven Thousand Five Hundred Ten Only) per month
  • c) Special Personal Allowance (SPA) : Rs. 1,69,154/- ( Rupees One Lac Sixty Nine Thousand One Hundred FiĞy Four only) per month.

Other Benefits :

i) Encashment of leave : As per the rules of the Company.

Apart from the aforesaid remuneration, he will be entitled to variable incentive pay not exceeding of Rs. 10 Lacs per year and reimbursement of all expenses incurred in connection with the business of the Company.

The appointee shall not be entitled to any siĴing fees for Board / CommiĴee meetings.

The said perquisites and allowances shall be evaluated, wherever applicable, as per the provisions of Income Tax Act,1961 or any rules thereunder or any statutory modifications or re-enactment thereof; and in the absence of any such rules, perquisite and allowances shall be evaluated at actual cost. The encashment of leave shall not be included for the purpose of computation of the overall ceiling of remuneration.

The terms and conditions of the said appointment and / or agreement are subject to provisions of Sections 196, 197, 203 and other applicable provisions if any, of the Companies Act, 2013 ("The Act") read with Schedule V to the Act and the Companies (Appointment and Remunerations of Managerial Personnel) Rules, 2014 including any statutory modifications or enactments thereof from time to time and may be altered and varied from time to time by the Board/ CommiĴee as it may in its discretion deem fit within the maximum amount of remuneration payable in accordance with the applicable rules and regulations. Further, the remuneration as would be paid to Mr. Partha Sen during his tenure would be the remuneration payable to him even if the said exceeds the stipulated managerial limits in terms of the provisions of Sections 196 and 197 of the Companies Act, 2013 read with Schedule V to the said Act and the excess payment of managerial remuneration, if any, during any financial year / period in between will stand waived subject to fulfillment and compliance of other conditions as mentioned under the various provisions of the Act or rules related thereto.

The agreement may be terminated by either party giving the other three months' notice.

The details of other Directorship and Membership in other companies/commiĴees of Mr. Partha Sen are provided in the 'Annexure' to the Notice. Mr Sen doesn't hold any share in the Company in his individual capacity or on a beneficial basis for any other person.

The above may be treated as an abstract of the terms of contract between the Company and Mr. Partha Sen.

Mr. Partha Sen is not disqualified from being appointed as a Director in terms of Section 164 of the Companies Act, 2013 and has given his consent to act as a Director.

Mr. Sen shall perform such duties and exercise such powers as are entrusted to him by the Board.

No director, Key managerial personnel or their relatives, except Mr. Partha Sen to whom resolution relates are concerned or interested, financially or otherwise, in the proposed resolution.

The board recommends the Resolutions set forth in item no. 4 for the approval of shareholders of the Company.

Resolution no. 5

Mr. Rajshankar Ray (DIN: 03498696), aged 52 years was appointed as Managing Director & CEO of Appliance Division of the Company by the Board of Directors of the Company in its meeting held on 30th October, 2020 subject to approval of Shareholders of the Company in forthcoming Annual General Meeting of the Company for a period of five years w.e.f. 30.10.2020. He was already associated with the Company as CEO since 26th May, 2017.

Requisite Notice under Section 160 of the Act proposing the appointment of Mr. Rajshankar Ray has been received by the Company, and consent has been filed by Mr. Rajshankar Ray pursuant to Section 152 of the Act.

Mr. Rajshankar Ray (52), B. Tech, Mechanical Engg,1991, IIT, Kharagpur. He has more than 29 years of comprehensive experience in Factory Management, Sales, Project Management and in diversified operational areas including Cost & Management Control, Strategic Management, Corporate Governance, Risk Management, SAP, inventory and debtors control etc. He was associated with Eicher Tractors as DGM from 1991 till April'06. He joined in the Company on 15.06.2006.

At the recommendation of Nomination & Remuneration CommiĴee, the Board of Directors of the Company appointed Mr. Rajshankar Ray (DIN: 03498696) as Managing Director & CEO of Appliances Division of the Company for a period of Five years with effect from 30.10.2020, subject to approval of the shareholders of the Company, in terms of Section 197, 198, Schedule V and any other applicable provisions of the Companies Act, 2013, at the terms and conditions as set out below :

Remuneration :

  • a) Salary : Rs. 3,36,725/- (Rupees Three Lacs Thirty Six Thousand Seven Hundred Twenty Five only) per month
  • b) HRA : Rs 1,68,365 /- (Rupees one Lac Sixty Eight Thousand Three Hundred Sixty Five only) per month
  • c) Special Personal Allowance (SPA) : Rs. 135,502/- (Rupees One Lac Thirty Five Thousand Five Hundred Two only) per month.
  • d) Additional SPA : Rs. 38,009/- (Rupees Thirty Eight Thousand Nine only) per month
  • e) Other allowances : Rs. 2550/- ( Rupees Two Thousand Five Hundred FiĞy Only)
  • f) Medical Reimbursement : As per the rules of the Company.
  • g) Leave Travel Allowance : For self and family once in a year incurred in accordance with the Rules of the Company.
  • h) Personal Accident Insurance : As per the rules of the Company.
  • i) Car : Provision of car for use on Company's Business will not be considered as perquisite. However, use of car for private purpose will be billed by the Company.
  • j) Telephone : Company will reimburse expenses in connection with telephone at residence & mobile connections used for official purposes as per the rules of the Company.

Explanation : For the purpose of this part, `family' means the spouse, the dependent children and dependent parents.

Other Benefits :

  • i) Gratuity : As per the rules of the Company.
  • ii) Contribution to the Provident Fund, Superannuation Fund or Annuity Fund : As per the rules of the Company.
  • iii) Encashment of leave : As per the rules of the Company.

Apart from the aforesaid remuneration, he will be entitled to reimbursement of all expenses incurred in connection with the business of the Company.

Further at the recommendation of Nomination & Remuneration CommiĴee, the Board of Directors of the Company revised the remuneration of Mr. Rajshankar Ray, Managing Director & CEO of Appliances Division of the Company with effect from 1st April, 2021, subject to approval of the shareholders of the Company, in terms of Section 197, 198, Schedule V and any other applicable provisions of the Companies Act, 2013 , at the terms and conditions as set out below :

Remuneration :

  • a) Salary : Rs. 5,53,710/- (Rupees Five Lacs FiĞy Three Thousand Seven Hundred Ten only) per month
  • b) HRA : Rs 2,76,860 /- (Rupees Two Lacs Seventy Six Thousand Eight Hundred Sixty only) per month
  • c) Special Personal Allowance (SPA) : Rs. 1,68,410/- ( Rupees One Lac Sixty Eight Thousand Four Hundred Ten only) per month.
  • d) Additional SPA : Rs. 38,009/- (Rupees Thirty Eight Thousand Nine only) per month
  • e) Other allowances : Rs. 2550/- ( Rupees Two Thousand Five Hundred FiĞy Only)
  • f) Medical Reimbursement : As per the rules of the Company.
  • g) Leave Travel Allowance : For self and family once in a year incurred in accordance with the Rules of the Company.
  • h) Personal Accident Insurance : As per the rules of the Company.
  • i) Car : Provision of car for use on Company's Business will not be considered as perquisite. However, use of car for private purpose will be billed by the Company.
  • j) Telephone : Company will reimburse expenses in connection with telephone at residence & mobile connections used for official purposes as per the rules of the Company.

Explanation : For the purpose of this part, `family' means the spouse, the dependent children and dependent parents.

Other Benefits :

  • i) Gratuity : As per the rules of the Company.
  • ii) Contribution to the Provident Fund, Superannuation Fund or Annuity Fund : As per the rules of the Company.
  • iii) Encashment of leave : As per the rules of the Company.

Apart from the aforesaid remuneration, he will be entitled to variable incentive pay not exceeding of Rs. 30 Lacs per year and reimbursement of all expenses incurred in connection with the business of the Company.

The appointee shall not be entitled to any siĴing fees for Board / CommiĴee meetings.

The said perquisites and allowances shall be evaluated, wherever applicable, as per the provisions of Income Tax Act,1961 or any rules thereunder or any statutory modifications or re-enactment thereof; and in the absence of any such rules, perquisite and allowances shall be evaluated at actual cost. The Company's contribution to Provident Fund, Superannuation or Annuity Fund, to the extent these singly or together are not taxable under the Income Tax law, gratuity payable and encashment of leave shall not be included for the purpose of computation of the overall ceiling of remuneration.

The terms and conditions of the said appointment and / or agreement are subject to provisions of Sections 196, 197, 203 and other applicable provisions if any, of the Companies Act, 2013 ("The Act") read with Schedule V to the Act and the Companies (Appointment and Remunerations of Managerial Personnel) Rules, 2014 including any statutory modifications

or enactments thereof from time to time and may be altered and varied from time to time by the Board/ CommiĴee as it may in its discretion deem fit within the maximum amount of remuneration payable in accordance with the applicable rules and regulations. Further, the remuneration as would be paid to Mr. Rajshankar Ray during his tenure would be the remuneration payable to him even if the said exceeds the stipulated managerial limits in terms of the provisions of Sections 196 and 197 of the Companies Act, 2013 read with Schedule V to the said Act and the excess payment of managerial remuneration, if any, during any financial year / period in between will stand waived subject to fulfillment and compliance of other conditions as mentioned under the various provisions of the Act or rules related thereto.

The agreement may be terminated by either party giving the other three months' notice.

The details of other Directorship and Membership in other companies/commiĴees of Mr. Rajshankar Ray are provided in the 'Annexure' to the Notice. Mr Ray holds 9,222 share in the Company.

The above may be treated as an abstract of the terms of contract between the Company and Mr. Rajshankar Ray.

Mr. Rajshankar Ray is not disqualified from being appointed as a Director in terms of Section 164 of the Companies Act, 2013 and has given his consent to act as a Director.

Mr. Ray shall perform such duties and exercise such powers as are entrusted to him by the Board.

No director, Key managerial personnel or their relatives, except Mr. Rajshankar Ray to whom resolution relates are concerned or interested, financially or otherwise, in the proposed resolution.

The board recommends the Resolutions set forth in item no. 5 for the approval of shareholders of the Company.

Resolution no. 6

Mr. Amar Singh Negi (DIN : 0008941850), aged 61 years was inducted on the Board as an Additional Director in the capacity of Executive Director-Service Business Head of the Company by the Board of Directors of the Company in its meeting held on 30th October, 2020 subject to approval of Shareholders of the Company in forthcoming Annual General Meeting of the Company for a period of five years w.e.f. 30th October, 2020.

Requisite Notice under Section 160 of the Act proposing the appointment of Mr. Negi has been received by the Company, and consent has been filed by Mr. Amar Singh Negi pursuant to Section 152 of the Act.

Mr. Amar Singh Negi (61), obtained Four Years Post diploma in Electrical Engg from YMCA Institute of Engineering Faridabad in 1982, with specialization in Electrical Machines and Power apparatus. He has more than 38 years of experience in various fields including service operations. He has been associated with our Company since 04-11-2000.

At the recommendation of Nomination & Remuneration CommiĴee, the Board of Directors of the Company appointed Mr. Amar Singh Negi (DIN : 0008941850) as Executive Director- Service Business Head of the Company for a period of five years with effect from 30.10.2020, subject to approval of the shareholders of the Company, in terms of Section 197, 198, Schedule V and any other applicable provisions of the Companies Act, 2013, at the terms and conditions as set out below :

Remuneration :

  • a) Salary : Rs. 3,14,595/- (Rupees Three Lacs Fourteen Thousand Five Hundred Ninety Five only) per month
  • b) HRA : Rs 1,57,300/- (Rupees One Lacs FiĞy Seven Thousand Three Hundred only) per month
  • c) Special Personal Allowance (SPA) : Rs. 93,556/- (Rupees Ninety Three Thousand Five Hundred FiĞy Six only) per month.
  • d) Additional SPA : Rs. 34,689/- (Rupees Thirty Four Thousand Six Hundred Eighty Nine only) per month
  • e) Other allowances : Rs. 2,550/- (Rupees Two Thousand Five Hundred FiĞy only) per month
  • f) Medical Reimbursement : As per the rules of the Company.
  • g) Leave Travel Allowance : For self and family once in a year incurred in accordance with the Rules of the Company.
  • h) Personal Accident Insurance : As per the rules of the Company.
  • i) Car : Provision of car for use on Company's Business will not be considered as perquisite. However, use of car for private purpose will be billed by the Company.

j) Telephone : Company will reimburse expenses in connection with telephone at residence & mobile connections used for official purposes as per the rules of the Company.

Explanation : For the purpose of this part, `family' means the spouse, the dependent children and dependent parents.

Other Benefits :

  • i) Gratuity : As per the rules of the Company.
  • ii) Contribution to the Provident Fund, Superannuation Fund or Annuity Fund : As per the rules of the Company.
  • iii) Encashment of leave : As per the rules of the Company.

Apart from the aforesaid remuneration, he will be entitled to reimbursement of all expenses incurred in connection with the business of the Company.

Further at the recommendation of Nomination & Remuneration CommiĴee, the Board of Directors of the Company revised the remuneration of Mr. Amar Singh Negi, Executive Director-Service Business Head of the Company with effect from 1st April, 2021, subject to approval of the shareholders of the Company, in terms of Section 197, 198, Schedule V and any other applicable provisions of the Companies Act, 2013 , at the terms and conditions as set out below :

Remuneration :

  • a) Salary : Rs. 4,90,395/- (Rupees Four Lacs Ninety Thousand Three Hundred Ninety Five only) per month
  • b) HRA : Rs. 2,45,200/- (Rupees Two Lacs Forty Five Thousand Two Hundred only) per month
  • c) Special Personal Allowance (SPA) : Rs. 1,20,487/- ( Rupees One lac Twenty Thousand Four Hundred Eighty Seven only) per month.
  • d) Additional SPA : Rs. 34,689/- (Rupees Thirty Four Thousand Six Hundred Eighty Nine only) per month
  • e) Other allowances : Rs. 2,550/- (Rupees Two Thousand Five Hundred FiĞy only) per month
  • f) Medical Reimbursement : As per the rules of the Company.
  • g) Leave Travel Allowance : For self and family once in a year incurred in accordance with the Rules of the Company.
  • h) Personal Accident Insurance : As per the rules of the Company.
  • i) Car : Provision of car for use on Company's Business will not be considered as perquisite. However, use of car for private purpose will be billed by the Company.
  • j) Telephone : Company will reimburse expenses in connection with telephone at residence & mobile connections used for official purposes as per the rules of the Company.

Explanation : For the purpose of this part, `family' means the spouse, the dependent children and dependent parents.

Other Benefits :

  • i) Gratuity : As per the rules of the Company.
  • ii) Contribution to the Provident Fund, Superannuation Fund or Annuity Fund : As per the rules of the Company.
  • iii) Encashment of leave : As per the rules of the Company.

Apart from the aforesaid remuneration, he will be entitled to variable incentive pay not exceeding of Rs. 30 Lacs per year and reimbursement of all expenses incurred in connection with the business of the Company.

The appointee shall not be entitled to any siĴing fees for Board / CommiĴee meetings.

The said perquisites and allowances shall be evaluated, wherever applicable, as per the provisions of Income Tax Act,1961 or any rules thereunder or any statutory modifications or re-enactment thereof; and in the absence of any such rules, perquisite and allowances shall be evaluated at actual cost. The Company's contribution to Provident Fund, Superannuation or Annuity Fund, to the extent these singly or together are not taxable under the Income Tax law, gratuity payable and encashment of leave shall not be included for the purpose of computation of the overall ceiling of remuneration.

The terms and conditions of the said appointment and / or agreement are subject to provisions of Sections 196, 197, 203 and other applicable provisions if any, of the Companies Act, 2013 ("The Act") read with Schedule V to the Act and the Companies (Appointment and Remunerations of Managerial Personnel) Rules, 2014 including any statutory modifications or enactments thereof from time to time and may be altered and varied from time to time by the Board/ CommiĴee as it may in its discretion deem fit within the maximum amount of remuneration payable in accordance with the applicable rules and regulations. Further, the remuneration as would be paid to Mr. Amar Singh Negi during his tenure would be the remuneration payable to him even if the said exceeds the stipulated managerial limits in terms of the provisions of Sections 196 and 197 of the Companies Act, 2013 read with Schedule V to the said Act and the excess payment of managerial remuneration, if any, during any financial year / period in between will stand waived subject to fulfillment and compliance of other conditions as mentioned under the various provisions of the Act or rules related thereto.

The agreement may be terminated by either party giving the other three months' notice.

The details of other Directorship and Membership in other companies/commiĴees of Mr. Amar Singh Negi are provided in the 'Annexure' to the Notice. Mr Negi holds 20,000 share in the Company.

The above may be treated as an abstract of the terms of contract between the Company and Mr. Amar Singh Negi.

Mr. Amar Singh Negi is not disqualified from being appointed as a Director in terms of Section 164 of the Companies Act, 2013 and has given his consent to act as a Director.

Mr. Negi shall perform such duties and exercise such powers as are entrusted to him by the Board.

No director, Key managerial personnel or their relatives, except Mr. Amar Singh Negi to whom resolution relates are concerned or interested, financially or otherwise, in the proposed resolution.

The board recommends the Resolutions set forth in item no. 6 for the approval of shareholders of the Company.

Resolution no. 7

At the recommendation of Nomination & Remuneration CommiĴee, the Board of Directors of the Company revised the remuneration of Mr. Prabir ChaĴerjee, Whole-time Director & CFO of the Company with effect from 1st April, 2021, subject to approval of the shareholders of the Company, in terms of Section 197, 198, Schedule V and any other applicable provisions of the Companies Act, 2013, at the terms and conditions as set out below :

Remuneration :

  • a) Salary : Rs. 5,63,900/- (Rupees Five Lacs Sixty Three Thousand Nine Hundred only) per month.
  • b) Special Personal Allowance (SPA) : Rs. 2,29,117/- ( Rupees Two lacs Twenty Nine Thousand One Hundred Seventeen only) per month.
  • c) Additional Special Personal Allowance : Rs. 59,483/- (Rupees FiĞy Nine Thousand Four Hundred Eighty Three only) per month.
  • d) Other allowances : Rs. 200/- (Rupees Two Hundred only) per month.
  • e) Medical Reimbursement : As per the rules of the Company.
  • f) Leave Travel Allowance : For self and family once in a year incurred in accordance with the Rules of the Company.
  • g) Personal Accident Insurance : As per the rules of the Company.
  • h) Car : Provision of car for use on Company's Business will not be considered as perquisite. However, use of car for private purpose will be billed by the Company.
  • i) Telephone : Company will reimburse expenses in connection with telephone at residence & mobile connections used for official purposes as per the rules of the Company.

Explanation : For the purpose of this part, `family' means the spouse, the dependent children and dependent parents.

Other Benefits :

  • i) Gratuity : As per the rules of the Company.
  • ii) Contribution to the Provident Fund, Superannuation Fund or Annuity Fund : As per the rules of the Company.
  • iii) Encashment of leave : As per the rules of the Company.

Apart from the aforesaid remuneration, he will be entitled to reimbursement of all expenses incurred in connection with the business of the Company.

The appointee shall not be entitled to any siĴing fees for Board / CommiĴee meetings.

The said perquisites and allowances shall be evaluated, wherever applicable, as per the provisions of Income Tax Act,1961 or any rules thereunder or any statutory modifications or re-enactment thereof; and in the absence of any such rules, perquisite and allowances shall be evaluated at actual cost. The Company's contribution to Provident Fund, NPS or Annuity Fund, to the extent these singly or together are not taxable under the Income Tax law, gratuity payable and encashment of leave shall not be included for the purpose of computation of the overall ceiling of remuneration.

The change in terms and conditions are subject to provisions of Sections 196, 197 and other applicable provisions if any, of the Companies Act, 2013 ("The Act") read with Schedule V to the Act and the Companies (Appointment and Remunerations of Managerial Personnel) Rules, 2014 including any statutory modifications or enactments thereof from time to time and may be altered and varied from time to time by the Board/ CommiĴee as it may in its discretion deem fit within the maximum amount of remuneration payable in accordance with the applicable rules and regulations. Further, the remuneration as would be paid to Mr. Prabir ChaĴerjee during his tenure would be the remuneration payable to him even if the said exceeds the stipulated managerial limits in terms of the provisions of Sections 196 and 197 of the Companies Act, 2013 read with Schedule V to the said Act and the excess payment of managerial remuneration, if any, during any financial year / period in between will stand waived subject to fulfillment and compliance of other conditions as mentioned under the various provisions of the Act or rules related thereto.

The agreement may be terminated by either party giving the other three months' notice.

The above may be treated as an abstract of the terms of contract between the Company and Mr. Prabir ChaĴerjee.

Mr. ChaĴerjee shall perform such duties and exercise such powers as are entrusted to him by the Board.

No director, Key managerial personnel or their relatives, except Mr. Prabir ChaĴerjee to whom resolution relates are concerned or interested, financially or otherwise, in the proposed resolution.

The board recommends the Resolutions set forth in item no. 7 for the approval of shareholders of the Company.

Resolution no. 8

The Board, on the recommendation of the Nomination and Remuneration CommiĴee has recommended for approval of members, the reappointment of Mr. Ashok Bhandari (DIN : 00012210) as Independent Director of the Company for second term of five consecutive years with effect from 30 January, 2021, in terms of Section 149 and other applicable provisions read with Schedule IV of the Companies Act, 2013, or any amendments thereto or modification thereof ("the Act") and Regulation 17 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Notice under Section 160 of the Act proposing the reappointment of Mr. Ashok Bhandari has been received. Requisite consent pursuant to Section 152 of the Act, has been filed by Mr. Bhandari.

Mr. Bhandari, a Chartered Accountant and his key areas of competency includes Fund Management, negotiation with Banks, Govt., JV Partners, technology and equipment suppliers etc.

The details of his other Directorship and memberships in other companies/commiĴees are provided in the "Annexure" to the Notice.

The CommiĴee and the Board are of view that the Company will be extremely benefiĴed by his rich management of forex risk, treasury management experience. Declaration has been received from Mr. Bhandari that he meets the criteria of Independence prescribed under Section 149 of the Act read with the Companies (Appointment and qualification of Directors) Rules, 2014 and

Regulation 16 of SEBI (LODR) Regulations, 2015. In the opinion of your Board Mr. Bhandari fulfills the conditions specified in the Act, the Rules thereunder and the Listing Regulations for appointment as Independent Director and he is Independent of the Management of the Company.

Mr. Ashok Bhandari is not disqualified from being appointed as a Director in terms of Section 164 of the Companies Act, 2013 and has given his consent to act as a Director.

Mr. Bhandari does not hold any share in the Company in his individual capacity or on a beneficial basis for any other person.

No director, Key managerial personnel or their relatives, except Mr. Ashok Bhandari to whom resolution relates are concerned or interested in the proposed resolution.

The board recommends the Resolution set forth in item no 8 for the approval of the Company.

Resolution no. 9

On the recommendation of the Nomination and Remuneration CommiĴee the Board through circular resolution dated 10th February, 2021 approved the appointment of Mr. Desh Raj Dogra (DIN 00226775) as Independent Director of the Company for a term of one year with effect from 10th February, 2021 in terms of Section 149 and other applicable provisions read with Schedule IV of the Companies Act, 2013, or any amendments thereto or modification thereof (" the Act") and Regulation 17 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Notice under Section 160 of the Act proposing the appointment of Mr. Desh Raj Dogra has been received. Requisite consent pursuant to Section 152 of the Act, has also been filed by Mr. Dogra.

Mr. Desh Raj Dogra (66 years) retired in 2016 as Managing Director and CEO of CARE Ratings. AĞer a stint of 15 years in Dena Bank, he joined CARE in 1993. By means of qualification, he holds a Bachelor's and a Master's degree in Agriculture from Himachal Pradesh University and MBA from Faculty of Management Studies, University of Delhi. He is a certified associate of the Indian Institute of Bankers

He has over 37 years of experience in the financial sector in the areas of banking and credit rating. He has been instrumental in driving CARE Ratings to the position which it has aĴained in the last few years.

The details of his other Directorship and memberships in other companies/commiĴees are provided in the "Annexure" to the Notice.

In the view of your Board, the association of Mr. Dogra and the rich experience he brings with him, would benefit the Company. Declaration has been received from Mr. Dogra that he meets the criteria of Independence prescribed under Section 149 of the Act read with the Companies ( Appointment and qualification of Directors) Rules, 2014 and Regulation 16 of SEBI (LODR) Regulations, 2015. In the opinion of your Board Mr. Dogra fulfills the conditions specified in the Act, the Rules thereunder and the Listing Regulations for appointment as Independent Director and he is Independent of the Management of the Company. Mr. Desh Raj Dogra does not hold any share in the Company in his individual capacity.

Mr. Desh Raj Dogra is not disqualified from being appointed as a Director in terms of Section 164 of the Companies Act, 2013 and has given his consent to act as a Director.

No director, Key managerial personnel or their relatives, except Mr. Desh Raj Dogra to whom resolution relates are concerned or interested in the proposed resolution.

The board recommends the Resolution set forth in item no 9 for the approval of the Company.

Resolution no. 10

On the recommendation of the Nomination and Remuneration CommiĴee the Board through circular resolution dated 10th February, 2021 approved the appointment of Mr. Biswadip Gupta (DIN 00048258) as Independent Director of the Company for a term of one year with effect from 10th February, 2021 in terms of Section 149 and other applicable provisions read with Schedule IV of the Companies Act, 2013, or any amendments thereto or modification thereof (" the Act") and Regulation 17 of the Securities and Exchange Board of India ( Listing Obligations and Disclosure Requirements) Regulations, 2015.

Notice under Section 160 of the Act proposing the appointment of Mr. Biswadip Gupta has been received. Requisite consent pursuant to Section 152 of the Act, has also been filed by Mr. Gupta.

Mr. Biswadip Gupta (70 years) is a BE (Metallurgy) and MBA (Marketing) and has more than 43 years' experience in the steel and refractory industry. He is Chairman of Vesuvius India Ltd., and Founder of Vesuvius India Ltd. and was Managing Director for over 27 years. He is President – Corporate Affairs (East) of JSW Steel Ltd. and Director of JSW Bengal Steel Ltd. He was formerly President of Bengal Chamber of Commerce and Industry and Former Chairman of CII (Eastern Region). He is also a member of Advisory CommiĴee of The Indian Chamber of Commerce and Member of Board of Governors, Indian Institute of Cerebral Palsy.

The details of his other Directorship and memberships in other companies/commiĴees are provided in the "Annexure" to the Notice.

In the view of your Board, the association of Mr. Gupta and the rich experience he brings with him, would benefit the Company. Declaration has been received from Mr. Gupta that he meets the criteria of Independence prescribed under Section 149 of the Act read with the Companies ( Appointment and qualification of Directors) Rules, 2014 and Regulation 16 of SEBI (LODR) Regulations, 2015. In the opinion of your Board Mr. Gupta fulfills the conditions specified in the Act, the Rules thereunder and the Listing Regulations for appointment as Independent Director and he is Independent of the Management of the Company. Mr. Biswadip Gupta does not hold any share in the Company in his individual capacity.

Mr. Biswadip Gupta is not disqualified from being appointed as a Director in terms of Section 164 of the Companies Act, 2013 and has given his consent to act as a Director.

No director, Key managerial personnel or their relatives, except Mr. Biswadip Gupta to whom resolution relates are concerned or interested in the proposed resolution.

The board recommends the Resolution set forth in item no 10 for the approval of the Company.

Resolution no. 11

The board on the recommendation of the Audit CommiĴee has approved the appointment and remuneration of the Cost Auditors to conduct the audit of the cost records of the company for the financial year ended March 31, 2022 at a fee of Rs 8,00,000.

In accordance with the provisions of Section 148 of the Companies Act read with the Companies (Audit and Auditors) Rules 2014, the remuneration payable to Cost Auditors require ratification by the shareholders of the company.

Accordingly, consent of the members is sought for passing an Ordinary Resolution as set out at item no 11 of the notice for ratification of the remuneration payable to the Cost Auditors for the financial year ending 31 March 2022.

None of the directors/ Key Managerial Personnel of the company / their relatives are in any way, concerned or interested, financially or otherwise in the resolution set out at item no 11 of the notice.

The board recommends the resolution set forth in item no 11 for the approval of the Company.

14, Taratolla Road Kolkata - 700 088 G Ray Chowdhury CIN : L51109WB1974PLC029637 Company Secretary E-mail : investors@iĠglobal.com Membership No. : A8529 Website : www.iĠindustries.com

Place : Kolkata Date : 14th June, 2021

Registered Offi ce : By Order of the Board

IFB INDUSTRIES LTD.

Details of Directors seeking appointment / reappointment in Annual General Meeting (in pursuance of Clause 36(3) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Name of Director Mr. Prabir
ChaĴerjee
Mr. Ashok
Bhandari
Mr. Desh Raj
Dogra
Mr. Biswadip
Gupta
Mr. Partha Sen Mr. Rajshankar
Ray
Mr. Amar Singh
Negi
Date of birth 18.06.1955 02.02.1953 21.09.1954 25.12.1950 12.10.1952 30.01.1969 02.06.1960
Nationality Indian Indian Indian Indian Indian Indian Indian
Date of first appoint
ment on the board
01.04.2013 30.01.2018 10.02.2021 10.02.2021 30.10.2020 30.10.2020 30.10.2020
Qualification B.Sc and Cost
Accountant.
Chartered
Accountant.
Bachelor's and a
Master's degree
in Agriculture
from Himachal
Pradesh Univer
sity and MBA
from Faculty of
Management
Studies,
University of
Delhi
BE (Metallurgy)
and MBA
(Marketing)
BTech (Hons)-
Chemical Engg. IIT
KGP, MS from USA
B. Tech,
Mechanical
Engg,1991, IIT,
Kharagpur.
Four Years Post
diploma in
Electrical Engg
from YMCA
Institute of
Engineering
Faridabad
in 1982,
specialization
in Electrical
Machines
and Power
apparatus.
Experience in
functional area
More than
40 years
experience
in accounts,
finance,
costing,
budgeting,
management
accounting,
Financial
analysis etc.
More than
40 years of
experience as
a key senior
executive and
his area of
specialiazation
includes Fund
Management
negotiations with
Banks, Govt. , JV
Partners etc.
He has over
37 years of
experience in the
financial sector
in the areas of
banking and
credit rating.
He has been
instrumental in
driving CARE
Ratings to the
position which it
has aĴained in the
last few years.
He has more
than 43 years'
experience in
the steel and
refractory
industry. He
is Chairman
of Vesuvius
India Ltd.,
and Founder
of Vesuvius
India Ltd. and
was Managing
Director for
over 27 years.
He has more
than 44years of
comprehensive
experience in
Manufacturing
in diversified
operational
areas including
Supply Chain
Management, Cost
& management
Controls, Strategic
Planning and
Management,
Corporate
Governance, Risk
Management,
inventory and
debtor controls etc
He has more
than 29 years of
comprehensive
experience
in Factory
Management,
Sales, Project
Management
and in diversified
operational areas
including cost
& management
Control, Strategic
Management,
Corporate
Governance, Risk
Management,
SAP, inventory
and debtors
control etc.
He has more
than 38 years
of experiencein
various fields
including Service
Management etc.
Relationship with
other Directors
Not related to
any Director.
Not related to any
Director.
Not related to any
Director.
Not related to
any Director.
Not related to any
Director
Not related to any
Director
Not related to
any Director.
Shareholding in the
Company
18,670 Nil Nil Nil Nil 9,222 20,000
List of directorship
held in other listed
companies
Nil IntrasoĞ
Technologies ltd.
Maithan Alloys
ltd.
Skipper ltd.
N.B.I. Industrial
Finance
company ltd.
Rupa &
Company Ltd.
Maharashtra
Seamless Ltd.
S Chand and
Company Ltd.
Welspun Corp
Ltd.
Capri Global
Capital Ltd.
Axiscades
Technologies
Ltd.
Sintex Plastics
Technology Ltd.
Vesuvius India
Ltd.
Nil Nil Nil

IFB INDUSTRIES LTD.

Name of Director Mr. Prabir
ChaĴerjee
Mr. Ashok
Bhandari
Mr. Desh Raj
Dogra
Mr. Biswadip
Gupta
Mr. Partha Sen Mr. Rajshankar
Ray
Mr. Amar Singh
Negi
CommiĴee
membership in other
listed companies
Nil Audit
CommiĴ ee ,
Nomination and
Remuneration
CommiĴ ee, Risk
Management
CommiĴ ee -
Maharashtra
Seamless Ltd
Audit
CommiĴ ee
– Rupa &
Company Ltd.
IntrasoĞ
Technologies
– Member of
Stakeholders
Relationship
CommiĴ ee
Audit
CommiĴ ee- S
Chand and
Company Ltd.
Welspun Corp
Ltd.
Axiscades
Technologies
Ltd.
Sintex Plastics
Technology Ltd.
Nomination and
Remuneration
CommiĴ ee - S
Chand and
Company Ltd.
Welspun Corp
Ltd.
Axiscades
Technologies
Ltd
Stakeholders
Relationship
CommiĴ ee
- Axiscades
Technologies
Ltd
CSR CommiĴ ee
- S Chand and
Company Ltd.
Axiscades
Technologies
Ltd
Risk
Management
CommiĴ ee -
Welspun Corp
Ltd
Audit
CommiĴ ee,
Stakeholders
Relationship
CommiĴ ee,
CSR
CommiĴ ee,
Risk
Management
CommiĴ ee,
Nomination
and
Remuneration
CommiĴ ee
- Vesuvius
India Ltd.
Nil Nil Nil

DIRECTORS' REPORT to the Members

To the Members,

The Directors have pleasure in presenting before you the forty fiĞh Annual Report of the Company together with the Audited Financial Statements of the Company for the year ended 31 March 2021.

FINANCIAL RESULTS

The performance during the period ended 31 March 2021 has been as under:

Rs. in lacs
Particulars Standalone Consolidated
2020-21 2019-20 2020-21 2019-20
Total revenue 273,566 256,418 282,316 264,947
Profit before depreciation/amortisation, finance costs and tax 22,800 13,170 23,224 13,331
Less : Finance costs 2,935 1,450 3,091 1,609
Less : Depreciation and amortization 9,911 8,898 10,242 9,195
Profit before Tax and exceptional item 9,954 2,822 9,891 2,527
Add : Exceptional Items 148 148
Profit before Tax 9,954 2,970 9,891 2,675
Less : Current tax 3,738 172 3,763 178
Less : Deferred tax (net) 42 (1) (283) ( 80)
Profit aĞer tax 6,174 2,799 6,411 2,577
Other comprehensive income
Items that will not to be classified to profit or loss –
- Re measurements of defined benefit plan (72) (656) (68) (6)
- Income tax relating to items that will not be reclassified to
profit or loss
25 25 (656)
Items that will reclassified to profit or loss –
- Exchange differences in translating the financial statements of
foreign operations
(14) 181
- Income tax relating to items that will be reclassified to profit or
loss
Other comprehensive income ( 47) ( 656) (57) (481)
Total comprehensive income for the year 6,127 2,143 6,354 2,096
- Owners of the parents NA NA 6,266 2,263
- Non-controlling interests NA NA 88 (167)

The consolidated figure includes standalone figure and figure of Trishan Metals Private Limited, a wholly owned subsidiary company, Global Appliances & Automotive Limited (GAAL), a wholly owned subsidiary company and step down subsidiary company, Thai Automotive and Appliances Pte. Ltd. (TAAL).

OPERATIONS - Standalone

Your company completed year 2020-21 on a marginal growth on revenue terms and achieved rise in profit before tax by more than three times of the last year. The company achieved above success despite a bleak performance in 1st quarter due to shut down on account of COVID-19. Net revenue from operations grew by 6.5 % to Rs 271,652 lacs. The profit before depreciation, finance cost and tax as compared to last year increased by 73.1% to Rs 22,800 lacs. The increase in margin is largely on account of favourable product mix, price hike, reduction in material cost, scheme cost and overheads etc.

OPERATIONS - Consolidated

Net revenue from operations on consolidated basis increased by 6.2% to Rs. 280,080 lacs. Profit before depreciation, finance cost and tax on consolidated basis as compared to last year increased by 74.2% to Rs. 23,224 lacs as compared to the last year.

DIVIDEND

Your Directors have decided not to recommend any dividend for the financial year under review to conserve resources for working capital, capital expenditure projects, acquisition etc.

TRANSFER TO RESERVE

The company does not propose to transfer any amount to Reserve.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

As required under Listing Obligations and Disclosure Requirements Regulations (LODR Regulations), 2015, the Management Discussion and Analysis Report is enclosed as a part of this report.

CHANGE IN THE NATURE OF BUSINESS OF THE COMPANY

During the year under review, there is no change in the nature of the business operations of the Company.

CORPORATE GOVERNANCE AND SHAREHOLDERS INFORMATION

Your Company has always taken adequate steps to adhere to all the stipulations laid down in LODR Regulations, 2015. A report on Corporate Governance is included as a part of this Annual Report. Certificate from the Statutory Auditors of the company M/s. DeloiĴe Haskins & Sells, Chartered Accountants confirming the compliance with the conditions of Corporate Governance as stipulated under Listing Obligations & Disclosure Requirements, Regulations, 2015 (LODR) is included as a part of this report.

LISTING WITH STOCK EXCHANGES

The Company confirms that it has paid the Annual Listing Fee for the year 2021-22 to NSE, BSE & CSE where the Company's Shares are listed. The company applied for delisting from CSE which is pending before them.

DEMATERIALISATION OF SHARES

98.23% of the company's paid up Equity Share Capital is in dematerialized form as on 31st March, 2021 and balance 1.77% is in physical form. The Company's Registrars is M/s C.B. Management Services Pvt. Ltd., having their registered office at P-22, Bondel Road, Kolkata - 700 019. The entire shareholding of the promoters' and promoters' group are in dematerialized form.

NUMBER OF BOARD MEETINGS HELD

The Board of Directors duly met six times during the financial year from 01 April 2020 to 31 March 2021. The dates on which the meetings were held are as follows :

6th July 2020, 6th August 2020, 30th October 2020, 30th December 2020, 28th January 2021 and 29th March 2021.

DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP)

Mr. Bijon Nag , Chairman of the Company was re-appointed for a further period of two years w.e.f 1st June, 2020 and the same was approved by the shareholders at the 44th AGM of the Company held on 4th September, 2020.

Mr. Bikramjit Nag, Joint Executive Chairman and Managing Director of the Company was re-appointed for a further period of three years w.e.f 1st November, 2019 and the same was approved by the shareholders at the 44th AGM of the Company held on 4th September, 2020.

Mr. Prabir ChaĴerjee, Director & CFO of the Company was re-appointed for a further period of two years w.e.f 1st April, 2020 and the same was approved by the shareholders at the 44th AGM of the Company held on 4th September, 2020.

Mr. Chacko Joseph was appointed to the Board as an Independent Director w.e.f 2nd November, 2019 for a term of three years and the same was approved by the shareholders at the 44th AGM of the Company held on 4th September, 2020.

Ms. Sangeeta Shankaran Sumesh, an Independent Director of the Company was re-appointed for second term of five consecutive years with effect from 30th January 2020 and the same was approved by the shareholders at the 44th AGM of the Company held on 4th September, 2020.

Mr. Prabir ChaĴerjee retires by rotation and being eligible offers himself for reappointment.

The three years term as an Independent Director of Mr. Ashok Bhandari has expired on 29th January 2021. Based on recommendation of Nomination and Remuneration CommiĴee, it is proposed to re-appoint him for second term of five consecutive years with effect from 30th January, 2021.

Mr. Desh Raj Dogra and Mr. Biswadip Gupta were appointed as Independent Directors w.e.f 10th February, 2021 for a term of one year and the same is subject to approval of the shareholders.

Mr. Partha Sen, Mr. Raj Shankar Ray and Mr. Amar Singh Negi were appointed as Managing Director and CEO of Engineering Division, Managing Director and CEO of Appliances Division and Executive Director - Service Business Head of the Company respectively for a period of five years w.e.f 30th October, 2020 and the concerned resolutions for approval of their appointment are proposed for approval of the members.

Brief particulars and expertise of all the directors seeking appointment/re-appointment together with their other Directorship and CommiĴee membership have been given in the annexure to the notice of the Annual General Meeting.

During the year under review, there is no other change in KMP of the Company.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013, Directors of your Company hereby state and confirm that:

  • a) in the preparation of the annual accounts for the year ended 31 March 2021, the applicable accounting standards have been followed and that there are no material departures;
  • b) they have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit of the company for the same period;
  • c) they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;
  • d) they have prepared the annual accounts on a going concern basis;
  • e) they have laid down internal financial controls in the company that are adequate and were operating effectively;
  • f) they have devised proper systems to ensure compliance with the provisions of all applicable laws and these are adequate and are operating effectively.

DECLARATION BY INDEPENDENT DIRECTORS

All the Independent Directors have submiĴed a declaration that each of them meets the criteria of independence as provided in Section 149(6) of the Companies Act, 2013 along with Rules framed thereunder and Regulation 16(1) (b) of the SEBI Listing Regulations. In the opinion there has been no change in the circumstances affecting their status as independent directors of the Company. The Independent Directors have also confirmed the compliance pertaining to their enrolment with the databank of the independent directors maintained by The Institute of Corporate Affairs in terms of Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014. The declaration was placed and noted by the Board in its meeting held on 14th June, 2021.

REMUNERATION POLICY

A Nomination and Remuneration Policy has been formulated pursuant to the provisions of Section 178 and other applicable provisions of the Companies Act, 2013 and rules there to and Regulation 19 of SEBI ( LODR) Regulation 2015 stating therein the Company's policy on Directors/ Key Managerial Personnel/ other employees appointment and remuneration by the Nomination and Remuneration CommiĴee and approved by the Board of Directors. The said policy may be referred to on company's website at www.iĠindustries.com. As part of the policy, the Company strives to ensure that the level and composition of remuneration is reasonable and sufficient to aĴract, retain and motivate Directors / KMPs of the quality required to run the company successfully; Relationship between remuneration and performance is clear and meets appropriate performance benchmarks.

ANNUAL EVALUATION OF BOARD'S PERFORMANCE

The Board of Directors has carried out an annual evaluation of its own performance, board commiĴees, and individual directors pursuant to the provisions of the Act and SEBI Listing Regulations.

The performance of the board was evaluated by the Board aĞer seeking inputs from all the directors on the basis of criteria such as the board composition and structure, effectiveness of board processes, information and functioning, etc.

The performance of the commiĴees was evaluated by the Board aĞer seeking inputs from the commiĴee members on the basis of criteria such as the composition of commiĴees, effectiveness of commiĴee meetings, etc.

In a separate meeting of independent directors, performance of non-independent directors, the Board as a whole and Chairman of the Company was evaluated, taking into account the views of executive directors and non-executive directors.

At the board meeting that followed the meeting of the independent directors and meeting of Nomination and Remuneration CommiĴee, the performance of the Board, its CommiĴees, and individual directors was also discussed. Performance evaluation of independent directors was done by the entire Board, excluding the independent director being evaluated.

AUDIT COMMITTEE

The Board has constituted an Audit CommiĴee, the details pertaining to the composition of the audit commiĴee are included in the report on Corporate Governance. There has been no instance during the year where recommendations of the Audit CommiĴee were not accepted by the board.

AUDITORS' REPORT

The notes on Financial statements referred to in the Auditor's Report are self-explanatory and do not call for any further explanation. During the year under review, the Auditors did not report any maĴer under Section 143(12) of the Act, therefore no detail is required to be disclosed under Section 134(3)(ca) of the Act.

STATUTORY AUDITORS

At 43rd Annual General Meeting held on 26th July, 2019 the shareholders of the company reappointed M/s. DeloiĴe Haskins & Sells (Firm Registration No.: 302009E), Chartered Accountants as the Auditors of the Company for the second term of five consecutive years from the conclusion of 43rd Annual General Meeting to the conclusion of 48th Annual General Meeting. The requirement to place the maĴer relating to reappointment of auditors for ratification by Members at every Annual General Meeting has been done away by the Companies (Amendment) Act, 2017 with effect from May 7, 2018. Accordingly, no resolution is being proposed for ratification of reappointment of statutory auditors at the ensuing AGM and a note in respect of same has been included in the Notice for this AGM.

COST AUDITORS

Your Board has appointed M/s MANI & Co., Cost Accountants as Cost Auditors of the Company for conducting cost audit for the financial year 2021-22. Accordingly, a resolution seeking approval of the members for ratifying the remuneration payable to Cost Auditors for financial year 2021-22 is provided in the Notice to the ensuing Annual General Meeting.

COST RECORDS

The Cost accounts and records as required to be maintained under Section 148(1) of the Act are duly made and maintained by the Company.

SECRETARIAL AUDIT

The provisions of Section 204 read with Section 134(3) of the Companies Act, 2013 mandates Secretarial Audit of the Company to be done from the financial year commencing on or aĞer 1 April 2014 by a Company Secretary in practice. The board in its meeting held on 29th March 2021 appointed Mr. Sankar Kumar Patanaik, Practising Company Secretary (Certificate of Practice no 7177) as the Secretarial Auditor for the financial year ended 31st March 2021.

According to the provision of section 204 of the Companies Act, 2013 read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Secretarial Audit Report submiĴed by Company Secretary in Practice is enclosed as a part of this report as Annexure-A. The observations of the Secretarial Auditor are self explanatory in nature and does not call for any further explanation.

SECRETARIAL STANDARDS

The Company has in place proper system to ensure compliance with the provisions of the applicable Secretarial Standards issued by The Institute of Company Secretaries of India and such systems are adequate and operating effectively.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

Information required under section 134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014, is enclosed as a part of this report as Annexure-B.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

In terms of section 135 and Schedule VII of the Companies Act, 2013, the Board of Directors of your Company constituted a CSR CommiĴee. The CommiĴee comprises Independent Director, non-executive director and executive director. CSR CommiĴee of the Board has developed a CSR Policy uploaded on the website of the Company at

hĴp://iĠindustries.com. Your company has identified the activities and accordingly activities covering mainly relating to (a) Promoting education, (b) Promoting Health Care and (c) skill development programme in line with the CSR policy of the Company. The company made an expenditure of Rs 156.87 lacs against the budgeted amount of Rs 156.54 lacs. The complete disclosure on CSR activities in terms of Rule 8 of the Companies (Corporate Social Responsibility Policy) Rules, 2014 is enclosed as Annexure C and constitutes part of the report.

VIGIL MECHANISM

In pursuant to the provisions of section 177(9) & (10) of the Companies Act, 2013, a Vigil Mechanism for directors and employees to report genuine concerns has been established. The Vigil Mechanism Policy has been uploaded on the website of the Company at www.iĠindustries.com.

CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES

All contracts/ arrangements/ transactions entered by the company during the financial year with related parties were in ordinary course of business and on an arm's length basis. During the year, the company had not entered into any contract / arrangement / transaction with related parties which could be considered material in accordance with the policy of the company on materiality of related party transaction on which is required to be reported in Form No. AOC-2 in terms of Section 134(3)(h) read with Section 188 of the Act. The policy on materiality of related party transaction and on dealing with related party transaction as approved by the board may be accessed on company's website at the link www.iĠindustries.com. There were no materially significant related party transaction which could have protential conflict with interest of the Company at large. Your directors draw aĴention of members to note 37 to the Financial Statements which set out related party disclosures.

EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in Form MGT-9 may be referred to at the Company's official website at the weblink : hĴp://www.iĠindustries.com/. The detail forming part of the extract of the Annual Return in Form MGT -9 is annexed herewith as Annexure D.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

The particulars of Loans, Guarantees and Investments

covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the Financial Statements.

REMUNERATION RATIO OF THE DIRECTORS / KEY MANAGERIAL PERSONNEL (KMP) / EMPLOYEES

The information required pursuant to Section 197 of the Companies Act, 2013 read with Rule 5 of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is enclosed as a part of this report as Annexure - E.

The number of permanent employees on the payroll of the company as on 31 March 2021 is 2466

The statement containing particulars of employees employed throughout the year and in receipt of remuneration of Rs. 1.02 crore or more per annum and employees employed for part of the year and in receipt of remuneration of Rs. 8.5 lacs or more per month, 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, forming part of this report and is available on the website of the Company, at www.iĠindustries.com.

In terms of Section 136 of the Act, the said Annexure is open for inspection and any member interested in obtaining a copy of the same may write to the Company to e-mail id : investors@iĠglobal.com.

BUSINESS RESPONSIBILITY REPORT

In conformance to the requirements of the clause (f) of subregulation (2) of regulation 34 of Securities and Exchange Board of India (SEBI) Listing Regulations, the Business Responsibility Report for Financial Year 2020-2021 is given in as Annexure F which forms part of this Report.

DIVIDEND DISTRIBUTION POLICY

The Board of Directors of IFB Industries Limited at its meeting held on May 29, 2018 has adopted the Dividend Distribution Policy (the "Policy") as required by Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the "Listing Regulations") is available at our website www.iĠindustries.com

DEPOSITS

During the year under review, your company has not accepted any deposit from the public / members u/s 73 of the Companies Act 2013 read with the Companies ( Acceptance of Deposits) Rules during the year.

SHARE CAPITAL

During the year under review, no new shares were issued by the Company, therefore there was no change in the Authorised, Issued and Paid-Up Share Capital of the Company.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

There has been no significant and material orders passed by the Regulators/ Courts/ Tribunals which would impact the going concerns status of the Company and its future operations.

MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT

There has been no material changes and commitments have occurred aĞer the closure of the year till the date of this Report, which affect the financial position of the Company.

DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION &REDRESSAL ) ACT, 2013

As per the requirement of Sexual Harassment of Women at workplace ( Prevention, Prohibition & redressal) Act, 2013, your Company has in place a Policy for Prevention of Sexual Harassment of Women at Work Place and constituted an Internal Complaints CommiĴees. No compliant has been raised during the year ended March, 2021.

DEVELOPMENT AND IMPLEMENTATION OF A RISK MANAGEMENT POLICY

The Board of Directors of the Company already formed a Risk Management CommiĴee to frame, implement and monitor the risk management plan for the Company. The CommiĴee is monitoring and reviewing the risk management plan and ensuring its effectiveness.

Risk management is the process of minimizing or mitigating the risk. It starts with the identification and evaluation of risk followed by optimal use of resources to monitor and minimize the same. The company is exposed to several risks. They can be categorized as operational risk and strategic risk. The company has taken several mitigating actions, applied many strategies and introduced control and reporting systems to reduce and mitigate those risks.

Appropriate structures are in place to proactively monitor and manage the inherent risks in businesses with unique/ relatively high risk profiles.

An independent Internal Audit function carries out risk focused audits across all business, enabling identification of areas where risk management processes may need to be strengthened. The Audit commiĴee of the board reviews internal audit findings on risk and provides strategic guidance on internal controls.

FAMILARISATION PROGRAMME FOR INDEPENDENT DIRECTORS

To familiarize the Independent Directors with the strategy, operations and functions of our company, the executive directors/ senior managerial employees make presentation to the Independent Directors about the company's strategy, operations, product and service offerings, markets, finance, quality etc. Independent Directors are also visiting factories and branch offices to familarise themselves with the operations of the company and to offer their specialized knowledge for improvement of the performance of the company.

Further, at the time of appointment of an Independent director, the company issues a formal leĴer of appointment outlining his/ her role, function, duties and responsibilities as a director. The format of the leĴer of appointment is available at our website www.iĠindustries.com under legal/ investors relation/ appointment of independent directors.

MERGER AND ACQUISITION

During the year, the board of directors of your company at its meeting held on 30th December 2020 approved the amalgamation of its wholly owned subsidiary Trishan Metals Private Limited (TMPL) with IFB Industries Limited (IFBIL). The transferor company (TMPL) and transferee company (IFBIL) submiĴed merger application on 6th February, 2021 to National Company Law Tribunal, Kolkata Bench with appointed date considered as 1st April, 2021. The first hearing was held on 5th April, 2021, the NCLT accepted the application and by its order dated 5th April, 2021 appointed the Chairperson and Scrutinizer for NCLT convened meeting of Equity Shareholders and Creditors (secured and unsecured) to be held on 24th May 2021 through video conferencing or other audio visual means to approve the Scheme of amalgamation. The meetings took place on 24th May, 2021 and the Equity Shareholders and Creditors (secured and unsecured) approved the

scheme of amalgamation between Trishan Metals Private Limited and IFB Industries Limited and their respective shareholders and creditors under the provisions of Sections 230 to 232 of the Companies Act, 2013 ("the Act") and other relevant provisions of the Act and rules framed thereunder ("Scheme") with requisite majority .The maĴer is now under process and pending before NCLT for further consideration.

SUBSIDIARY COMPANIES

IFB Industries Limited, has two wholly owned subsidiary companies (1)Trishan Metals Pvt. Ltd (TMPL) and (2) Global Automotive & Appliances Pte Ltd. (GAAL) and one step down subsidiary Thai Automotive and Appliances Ltd. (TAAL).

Trishan Metals Private Ltd. (TMPL)

IFB Industries Ltd. acquired 51.12% equity shares of TMPL, during 2016-17. Further, on 31 October, 2020, the Company (IFBIL) acquired the balance 48.88% (1,14,74,020 nos. equity shares) equity shares from the other shareholders of Trishan Metals Private Limited (TMPL) at a consideration of Rs. 1430 lacs, thereby making TMPL as its wholly owned subsidiary.

TMPL's performance has not reached its potential largely due to slow down and partly due to impact of COVID-19.

Rs. in lacs
Particulars 2020-21 2019-20
Revenue 7815 7606
PBDIT (19) (119)
PBT (265) (414)
PAT 60 (335)

Wholly Owned Subsidiary Global Automotive & Appliances Pte Ltd. (GAAL) and step down subsidiary Thai Automotive and Appliances Ltd. (TAAL)

IFB Industries Ltd. acquired 100 % equity shares of GAAL during July 2017. GAAL holds 100% equity holding in TAAL. GAAL acts as a special purpose vehicle for further investment in TAAL. GAAL is also engaged in trading of Electronics Parts and semi conductors and other commodities. TAAL is engaged in the business of Fine Blanking and Conventional Blanking and its acquisition helps IFB to consolidate its position in similar type of business in Thailand.

GAAL

During the year under review, GAAL has achieved revenue

of US\$ 4.53 Million and made a PBT of 3.03% and PAT of 2.73% on revenues. GAAL estimates that market would be subdued till end of Q2 and slowly would begin to rise subsequently.

TAAL

During the year under review, TAAL has achieved modest turnover of 171.86 million THB, which is a 2.39% decrease compared to 176.07 million THB achieved during 2019-20. During the year the company earned PBT of 2.39 million THB as compared to PBT of 4.49 million THB achieved during 2019-20.

We have, in accordance with Section 129(3) of the Companies Act, 2013 prepared consolidated financial statements of the company and its subsidiariesTrishan Metals Pvt. Ltd and Global Automotive & Appliances Pte Ltd. Further, the report on the performance and financial position of the subsidiary companies in the prescribed form AOC-1 is given in Annexure G.

In accordance with Section 136 of the Companies Act, 2013, the audited financial statements, including the Consolidated financial statements and related information of the company and financial statement of the subsidiary companies will be available on our website www.iĠindustries.com. These documents will also be available for inspection during business hours at the corporate office of company.

ACKNOWLEDGEMENT :

Directors take this opportunity to express their thanks to various departments of the Central and State Government, Bankers, Customers and Shareholders for their continued support.

The Directors wish to place on record their appreciation for the dedicated efforts put in by the Employees of the Company at all level.

For and on behalf of the Board of Directors

Bikramjit Nag (DIN: 00827155) Joint Executive Chairman & Managing Director

Place : Kolkata (DIN: 02662511) Date : 14th June 2021 Director & CFO

Prabir Chatterjee

MANAGEMENT DISCUSSIONS AND ANALYSIS REPORT

a) Structure and Developments, Opportunities and Threats, Performance, outlook, Risks and Concerns:

The good news that came a year ago may not hold good for long due to a severe contraction in gross domestic product, India is set to lose its gradually improving position in global gross domestic product. The International Monetary Fund (IMF) data shows that India became the world's fiĞh largest economy in 2019, surpassing U.K and France. The latest IMF data, however, puts India back in the sixth position in 2020 and further down to 7 in 2021.

As India baĴles the second wave of coronavirus infection, 98% of the nation is under some kinds of restrictions and lockdown which once again is leading to a crumbling economy. The Indian economy, by far, has been suffering since the pre-pandemic times and aĞer the surge in infection, the nation's economy has been hit hard.

Indian auto component industry's revenue dropped significantly in FY 2020-21. However, aĞer market demand for automotive components remained stable.

The CORONA virus pandemic has taken a toll on the Indian automobile industry by bringing down vehicle sales to figures lower than those recorded in 2019, which was the worst year for the Indian automobile industry in the last two decades. The COVID-19 outbreak, which started showing its effect in March 2020, not only impacted sales but also disrupted the global supply chain. This worsened things for the Indian automobile component industry which was already struggling because of the vehicle sales slowdown in the country. Going forward ACMA has once again recommended a uniform 18% GST rate across the automotive industry in India. Currently, almost 60 percent of auto component aĴracts 18 percent GST while the remaining aĴract 28 percent GST.

The year 2020 has been full of unwelcome surprises and unavoidable new realities. What started out as a health challenge escalated rapidly into an economic and humanitarian crisis. For the automotive industry- already under a shadow cast by sales slow-down in 2019-20, the spread of COVID-19 darkened the outlook further. The pandemic came with fluctuating supply chain scenarios, restricted people's relationship with mobility and sparked off new growth areas such as aĞermarket. As auto component manufacturers set their course for the future, strategizing to build locally to meet local and global demand, expanding to complementary sectors and optimizing costs could help regain growth momentum and shape the next normal aĞer 2nd strain of the COVID is over.

The G.O.I encourages foreign investment in the automobile sector and has allowed 100 percent FDI under the automatic route.

Going forward, with transition to BSVI and implementation of safety norms, the value-addition from the component industry is expected to progressively increase.

The survey to assess impact of Coronavirus by different agencies reveal that besides the direct impact on demand and supply of goods and services, businesses are also facing reduced cash flows due to slowing economic activity which in turn is having an impact on all payments including to those for employees, interest, loan repayments and taxes.

Subdued vehicle demand, recent investments made for transition from BS 4 to BS 6, liquidity crunch, lack of clarity on policy for electrification of vehicles among others, had also an adverse impact on the expansion plans of the auto component sector. The situation was so grim even before COVID-19 that discounts and freebies failed to spur any major demand.

Covid-19 which has so far disrupted the global complex auto-component supply chains and in immediate term automotive demand. This could manifest into a demand shock lasting multiple quarters for the domestic industry. As novel coronavirus is spreading across the country, the auto component manufacturing companies are all set to defer their planned capex till 2022 to preserve cash and cope with supply chain disruption. The domestic auto industry is set to decline in double digit this year and therefore almost all the companies in the component space are re-drawing their strategic road map. Going forward the majority of the tier-1 component maker will focus more on consolidating capacities rather than expanding at least for the short-term in order to preserve cash. The crisis has been further aggravated post COVID outbreak. The current situation demands government's handholding to help component makers to emerge from this crisis situation. We started our financial year 20-21 with zero revenue. The demand generation will only be possible if Government motivates the consumers by incentivizing or by providing tax relaxations etc.

Government Initiatives

Electric cars in India are expected to get new green number plates and may also get free parking for three years along with toll waivers. The GOI is also mulling the idea of granting the EV sector favourable terms in registration etc.

The Ministry of Heavy Industries, Government of India has shortlisted 11 cities in the country for introduction of electric vehicles (EVs) in their public transport systems under the FAME (Faster Adoption and Manufacturing of (Hybrid) and Electric Vehicles in India) scheme.

In the backdrop of the pandemic and the lock down, the automotive industry faced unprecedented challenges in the first half of 20-21. The auto component industry through agility, flexibility and financial discipline, has displayed remarkable resilience and has come back strongly with the unlocking of the economy. Going forward the performance of the industry during 2nd half was heartening. The increased focus by the auto industry on deep-localization and the recent announcement of PLI schemes for the automotive sector and cell/ baĴery manufacturing by Govt, augur well towards making the auto-component industry a self-reliant one.

Fine blanking Division (FBD) was already under pressure during FY2019-20 due to slowdown in automobile sector. Situation went into adverse mode aĞer country wide lockdown was imposed in the last week of March 2020. However, situation started to show signs of improvement since second week of May 2020 & production started in our factories located in Kolkata and Bangalore. Though initially dispatches were in low scale but things improved rapidly and the schedules received by both plants from different OEMs and Tier 1 suppliers were high. The Raw Material crisis which set in from September 2020 and is still continuing which has restricted the Divisions ability to service the schedules received in full thereby depriving the Division from the much-needed topline.The division could achieve a turnover of Rs 44989 lacs which was marginally higher by 6.2% over last year and PBDIT earned Rs 5,397 lacs higher by 6.1% over last year. Despite lock down, turnover was higher due to increase in turnover of AFM and pent-up demand in Automobile industry post lock down.

Currently Most states are extending lockdown-like restrictions till second week of June due to the second wave of the pandemic and this will again have a detrimental impact on the turnover of the company for Q1 of FY 2021-22.

Stamping Division

This Division was acquired from IFB Automotive Pvt. Ltd. in October'19, keeping in mind the operational synergy with the Fine Blanking Division. In FY '20-'21, due to outbreak of COVID-19 Pandemic and subsequent lockdowns imposed by government, there was negligible turnover in the 1st Quarter. However, things improved in the balance three quarters, which improved the YTD revenue. The 3rd and 4th quarter order value was Rs 20.60 crore and Rs 17.57 crore respectively. However, we could only achieve Rs 12.81 crore and Rs 12.77 crore respectively due to reasons such as material crisis, the impact of COVID-19 pandemic etc. The product has been well accepted and order book of FY'21-'22 is also robust. The strategic decision to buy this business and integrate it with Fine Blanking Division was well received by the customers. Unfortunately COVID-19 and the related shutdown have affected the division, a situation faced by many other countries. The company has enhanced its marketing thrust to garner additional revenue from existing customers while also accelerating its efforts to increase revenue from the non-auto segment.

The issues that FBD is successfully addressing include

  • i. Countering the reduction in demand of auto components.
  • ii. Strong pricing pressure from customers & competitors.
  • iii. Higher cost of CRC and HRC steel.
  • iv. Consistent increase in power cost.
  • v. Rapid increase in minimum wages.
  • vi. High cost for new machinery & technology.
  • vii. Timely Raw material availability.
  • viii. Fluctuations in demand forecasting by the automobile sector has created pressure in meeting inventory, debtors and margin metrics.

The Appliance Division has ended the year on a marginal growth of 6.4% in revenue terms and achieved a turnover of Rs 2,24,809 lacs including service income of Rs 7637 lacs. However, EBITDA margins reached to Rs 19319 lacs, and registered a growth of 90.9% as compared to 2019-20. The performance improved due to favorable product mix, price hike, material cost control, reduction in operating and administrative cost etc.

Our focus remains on the key agenda of localization for some of our high cost imports. This is a key de-risking mechanism against future currency fluctuations which has an impact on our business. Our focus on localizing manufacturing within India has resulted in a new generation of electronic components for models being manufactured in India. The work resulted in a significant portion of electronic controller imports being substituted by localized production in the washer segment. For this year, the key focus is in localization of controllers in the air conditioning segment. The expected customer demand, combined with the launch of new models and plans to reduce material costs, provide a positive outlook for the division.

With most states extending lockdown-like restrictions till 2nd week/ 3rd week of June 2021 due to the second wave of the pandemic, the consumer durable industry has started the financial year with a significant drop in sales and a washedout summer season. With consumer sentiment negatively affected due to the intensity of the second wave, there are concerns on the pace of recovery in demand for consumer durables once restrictions are liĞed. Air-conditioners did witness strong sales momentum in March and the early part of April 21, before the second wave hit the country. Last year, there was strong pent-up demand witnessed in the second half of the year as consumers prioritized spending on appliances. But this time, with consumers experiencing the pain of the pandemic more seriously than the last year, there are concerns about whether the second half of the year will be as good as the last year. The market saw only less than 15 percent of the consumer durables retail stores operational in the country, that too under restrictions and limited footfalls. It is expected that if the spread is curbed and with the focus on vaccinations, consumer sentiment will see a revival in the second half of the year especially during the festive season. The industry is hoping to see pent up demand for appliances from June onwards. As on date, consumer appliance retailers are saddled with large inventories of cooling products as they began stocking up due to projections of an intense summer as early as February. Due to above situation most of the appliance companies have either completely shut down all their plants or have cut production significantly in April and May 21.

The Appliance Division continues to deliver a wellpositioned and differentiated range of products in both domestic and industrial categories. The products include domestic washing machines, industrial washing systems (including dry cleaning and other finishing equipment like ironers etc), microwave ovens, domestic and industrial dishwashers, clothes dryers, modular kitchens, kitchen appliances (hobs, chimneys and built-in ovens), air conditioners, a range of service products etc. The industrial laundry division of the company has added a significant product portfolio in the ~11kg semi-commercial segment which will drive business volumes and has also finished field testing of a new water-less technology of washing laundry. The commercial laundry and dishwashing range of the company is unique. The key action we have taken since FY 2019-20 (March 20) is localizing the manufacturing for inverter ranges of air conditioners. The impact of the increased forex levels and additional customs duties is also being addressed through price increases, which are regularly rolled out. Customer demand for the products of the Appliance Division remains healthy. The models introduced and to be introduced include a new series of front load and top load washing machines as well as new microwave models. Along with plans to grow the markets, targeted reduction in material costs in manufacturing are being addressed through projects. The price increases and material cost reductions under implementation will help to improve the boĴom line margins in order to negate impact of the current forex levels and customs duties.

Post last year's lock down, demand increased from the 2nd Qtr 2020 and remained healthy upto the Q4 2020- 21. However, supply chain stresses, especially in areas of electronic components, remain high. Also, commodity prices have significantly increased since November '20 and continue to rise. These issues pose a serious risk to market pricing and profitability. We have taken price increases in both washers and air conditioners – however, these have partially offset the impact of the price increases.

Tier 2 and Tier 3 towns are seeing a significant rise in demand towards high capacity washers as well as in categories like dishwashers etc.

The updates on the products and the relative market position of our future plans are as given hereunder:

Washing Category

Front Loaders (Domestic Segment)

The range of models is well differentiated, both by aesthetics and performance. The demand for these is high and we have also addressed gaps against competition models. The Company continues to maintain a dominant market share in this segment. The key task is to drive an increase in shares in this segment through its distribution network and also through increases in revenue shares from large Key Accounts. This will be done through the introduction of new models, which has already been completed. The volume potential going forward from the existing market reach and the current direct and indirect channels is high and will be released shortly. A range, with the technology to significantly reduce/ eliminate water usage during the clothes cleaning process.

Top loading washing machines (Domestic Segment)

Demand has been high in the top loader washing machine segment as well over the last few quarters. The new models introduced in the 6.5 Kg segment, including ones with inbuilt hearers, have generated good demand. The key task is to ensure availability of the new models and to drive further placements of them across market segments. There is increasing demand for models of higher capacities in the market and we are improving our supply chain capabilities to address this need. Additions made to the range and the new range will now fully address market segments, including the high growth higher capacity segments in which IFB now has very well differentiated models and features.

Clothes Dryers and Dishwashers (Domestic Segment)

Demand in the clothes dryers segment increased in the 3rd & 4th quarter. This is no longer a seasonal product and its demand has been consistently high since the 2nd quarter of 20-21.This category may partially move to the washerdryer-refresher segment. The domestic dishwasher segment has seen significant growth for the company and continues to be under-served in terms of displays / availability to all customers touchpoints across India. The availability scenario for dishwashers has been fixed in theQ4 of 20-21 and we are preparing the distribution network to sell > 100,000 dishwashers per annum from the current fiscal year. Both dishwashers and cloth dryers will be strong growth categories, going forward.

Dish washing and Laundry Equipment (Industrial Segment)

IFB range covers the categories of glass washers, under counter dishwashers as well as hood type and rack conveyor type dishwashing equipment. The company has significant presence in varied customer segments including defense establishments, pubs, bars, large institutions, hotels and restaurants etc.

The revenues in both the commercial categories have been low, given that all major institutions in the education, hotel and restaurant categories have remained closed upto the 3rd quarter of 20-21. We expected a turnaround in demand from 4th quarter 20-21, including tender-based sales, for which we have a healthy pipe line. However, 2nd phase of Covid 19 has further dampened the demand.

Kitchen Appliances

In this category, the range includes products like chimneys, hobs and built-in-ovens. These are products which are aspiration led- and with the modernizing of the Indian kitchens and the rising disposable incomes- your company expects significant growth from these products in the medium term of 2-3 years.

Built-in Ovens, cooker hoods and Hobs

We have targeted market placements in this category at 1500 counters, likely to be completed by the Q3 of this current financial year. This includes the displays in the IFB Points. The IFB Points accounts for ~50 % of sales in this category, The Company is investing in full range product displays for increasing its presence in multi-brand channels to 1000 nos. The kitchen appliances category is a key segment for expansion and is also accretive to margins.

The IFB Points are a key vertical for driving growth in this segment and ~50% of the company's sales in this category is generated from IFB Points. IFB Point sales were affected in the 4th Quarter as compared to 3rd Quarter due to a partial lockdown at the end of March'21. Organic growth initiatives have been put in place that focus on growth in conversion, footfall and revenue of like for like stores. Retail experience enhancement will also be undertaken to showcase our complete portfolio across the laundry, living and kitchen categories. The addition of new stores will be delayed due to the lockdown. Instead, we will closely watch whether the third wave comes and how the market reacts. ThereaĞer, we will decide on enhancing geographic coverage etc.

Microwave Ovens

IFB continues to be a dominant player in this category. The key delivery targets ahead are to address the new model introductions, including those with new technology for automating and improving the cooking process. There has been a surge in demand in this segment over last few quarters and we have been unable to service the demand fully due to COVID related supply chain issue etc. With the new range, the company continues to innovate with new cooking programs eg. cooking with variations like olive oil for healthier cooking options.

Modular Kitchens

We have expanded the kitchen format presence in Goa and Bangalore by adding another three outlets in last financial year. The new design format combines the modular kitchens with appliances. This format will be a part of future retail expansion. In the current year, we will reformat ~30 stores to expand the modular kitchen business to selected locations.

This is a segment in which we have not delivered the desired results and our processes and operating structures are key focus areas for business delivery as commiĴed.

The IFB design offering for this category is of high quality with unique customer offerings. The products are well priced and include aĴractive EMI offers and an enabling range of accessories for the various storage modules.

Cooling category

Air conditioner

Our range of Air conditioners feature rich energy efficient and deliver superior performance products at high ambient temperatures. The IFB range is uniquely placed in the market, with features such as 58 degrees complaint compressors across all models with green gas and copper piping features designed for high-end performance. IFB is also unique in terms of having a complete green range of products at par with the best in the market. This category was affected by the COVID-19 pandemic last year. We achieved sales volume of 81K in the fiscal year as compared to 90K in previous year. This deficit was due to a complete washout in April and May'20. However, sales in 4th Quarter were significantly higher over last year's volume. The 1st Quarter of new fiscal year was also severly affected by the second wave of pandemic. Sadly, the AC plant was supposed to start operating from January'20 but the technicians from China who were here to do installations went back in January'20 and did not return due to outbreak of COVID-19 pandemic. As a result, the installation was delayed. Operation began on 17 March, '20 but unfortunately faced a shutdown again within three days (from 20 March,'20) due to a lockdown. In the process, we lost season in '20-21. Sales started to pick up thereaĞer and the 4th Quarter volumes were good. However, the business was disrupted once again in the 1st Quarter of FY '21-'22 due to the second wave of the pandemic. However, we foresee good sales going forward from 2nd Quarter onwards based on new and pent-up demand etc.

The range has been well received in the market and is differentiated and benchmarked to the best in the industry. In addition, a new series is being introduced in the 2nd Quarter of the new fiscal year with lower price positioning and features benchmarked to the middle of high volume segment. This will increase Company's penetration in segments like distribution etc.

Commodity price changes have been the largest in the AC raw materials segment and the pricing area remains crucial, given the high stocks in the market and competitors' reluctance to pass on price increase to customers. The Company has invested in marketing, for increased communication related to the quality and features of the IFB range.

One of the key strengths for the Appliances Division is the service function and its reach to the customers. We have a total of ~1200 service franchisees across India. Currently, we have 29 service training centers, which are fully equipped to impart training on all aspects of assembly, dismantling, installation and troubleshooting of our products.

Sales of additives and accessories continue to be a key focus area and are expected to continue to contribute significantly, both to the topline and boĴom line in the current year. IFB's 6 million plus customer base has a high potential for the company to generate revenues through the sale of additives and accessories. The company's own contact centers in Goa, Delhi and Bangalore - which we call "service centers" continue to be effective in issue resolution and customer feed-back / cross selling initiatives with a total manning of ~250 people as on date. IFB has also outsourced call centers at Munnar and Hyderabad. The service centers focus on outbound calls to track and improve customer satisfaction and drive reduction in the number of pending customer issues.

In the Company's Customer Contact Program, we continue to contact customers directly and then visit them. This is increasing customer satisfaction and is also enabling higher revenues from the customer visits.

Amongst the major issues, Appliances Division is addressing are:

    1. Competition is increasing. To manage this, company is in continuous process of improving its placement of products and managing multiple channels effectively.
    1. The impact of significant commodity price increases, increased duties.This is being addressed through multiple projects to drop material costs.

Your company continues to answer against the above challenges and to be focused on differentiating itself by beĴer product range planning continuously. Local challenges are addressed as applicable and needed. We are confident of our ability to remain a dominant market player across categories as it is now and we will keep investing in building market networks and product development capability.

Motor Division

The division started operation in 1993, producing motors for our washing machine plant in Goa. In 2019, the Motor Division acquired Automotive Motor Division from IFB Automotive Pvt. Ltd. and merged it with existing business, keeping in mind the operational synergy between the two. The Division is supplying to our Appliance Division as well as to automotive companies such as Hanon Automotive, M&M, Subros, Sanden Vikas etc. Business trends were down over the last year due to COVID-19 pandemic and we forecast that in coming months the oğake from OEMs will improve.

b) Internal Control Systems and their Adequacy :

Your Management has put in place effective Internal Control Systems to provide reasonable assurance for:

  • Safeguarding Assets and their usage.
  • Maintenance of Proper Accounting Records and
  • Adequacy and Reliability of the information used for carrying on Business Operations.

Key elements of the Internal Control Systems are as follows:

  • (i) Corporate policies for Financial Reporting and Accounting.
  • (ii) A Management information system updated from time to time as may be required.
  • (iii) Annual Budgets and Long Term Business Plans.
  • (iv) Internal Audit System.
  • (v) Periodical review of opportunities and risk factors depending on the Global / Domestic Scenario and to undertake measures as may be necessary.
  • (vi) Application of Internal Financial Control Your company has in place adequate internal financial controls with reference to the Financial Statements. Such controls have been tested at during the year and no reportable material weakness in the design or operations was observed. Moreover, regular review of the processes ensure that such systems are reinforced on an ongoing basis.

Over and above Company's in house Internal Audit team, the Company has appointed PWC and Maheswari Associates to ensure compliance and effectiveness and of the Internal Control Systems.

The Audit CommiĴee regularly reviews the Internal Audit/ Internal Control Reports for the auditing carried out in all the key areas of the operations. Additionally the Audit CommiĴee approves all the audit plans and reports for significant issues raised by the Internal and External Auditors. Regular reports on the business development, future plans and projections are given to the Board of Directors. Internal Audit Reports are regularly circulated for perusal of Senior Management for appropriate action as required.

Normal foreseeable risks of the Company's assets are adequately covered by comprehensive insurance.

c) Financial and Operational Performance :

The Highlights of Financial Operational Performance are given below :

(Rs. in lacs)
Sl. Particulars Standalone Consolidated
No. 2020-21
2019-20
2020-21 2019-20
1 Revenue from
operations
2,71,652 2,55,142 2,80,080 2,63,697
2 Other Income 1,914 1,276 2,236 1,250
3 Sub-total 2,73,566 2,56,418 2,82,316 2,64,947
4 Total Expenditure
(Before interest and
depreciation)
2,50,766 2,43,248 2,59,092 2,51,616
5 PBDIT before
exceptional item
22,800 13,170 23,224 13,331
6 PBDIT % 8.33% 5.14% 8.23% 5.03%
7 Profit AĞer Tax 6,174 2,799 6,411 2,577

d) Human Resources Development and Industrial Relations :

IFB is a knowledge-driven organization and its greatest asset is the experience and skill of its employees. Recognizing that the workforce will provide critical competitive edge in its growth endeavor, IFB has laid major emphasis on recruiting, maintaining and developing its human asset base. Itoffer's a wide range of career development programmes including on the job training and job rotation amongst others. A highly evolved Human Resource Policy has ensured a minimal rate of aĴrition amongst executives.

IFB's welfare activities for employees include Medical Care, Group Insurance etc.

e) Ke y Financial Ratios :

Key Financial Ratios for the financial year ended 31 March 2021 to be enclosed as a part of this report as Annexure - H.

f) Cautionary Statement :

Statements in the Management Discussion and Analysis and Directors Report describing the Company's strengths, strategies, projections and estimates, are forward-looking statements and progressive within the meaning of applicable laws and regulations. The Actual results may vary from those expressed or implied, depending upon economic conditions, Government Policies and other incidental factors. Readers are cautioned not to place undue reliance on the forward looking statements.

For and on behalf of the Board of Directors

Bikramjit Nag (DIN: 00827155) Joint Executive Chairman & Managing Director

Prabir Chatterjee Place : Kolkata (DIN: 02662511) Date : 14th June 2021 Director & CFO

ANNEXURE - A

Form No. MR-3

SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2021

[Pursuant to section 204(1) of the Companies Act, 2013 and rule No. 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]

To The Members IFB Industries Ltd. 14 Taratolla Road Kolkata – 700 088

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by IFB Industries Ltd. (hereinaĞ er called the Company). Secretarial audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon.

Based on our verifi cation of the books, papers, minute books, forms and returns fi led and other records maintained by the Company and also the information provided by the Company, its offi cers, agents and authorised representatives during the conduct of secretarial audit, we hereby report that in our opinion, the Company has, during the audit period covering the fi nancial year ended on 31st March, 2021("Audit Period") complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinaĞ er.

We have examined the books, papers, minute books, forms and returns fi led and other records maintained by the Company for the fi nancial year ended on 31stMarch, 2021 according to the provisions of:

  • (i) The Companies Act, 2013 ("the Act") and the rules made thereunder;
  • (ii) The Securities Contracts (Regulation) Act, 1956 ("SCRA") 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 regulations made thereunder to the extent of Foreign Direct Investment and Overseas Direct Investment;
  • (v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 ("SEBI Act"):-
  • a] The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
  • b] The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
  • c] The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 (Not applicable to the company during the audit period);
  • d] Securities and Exchange Board of India (Share Based Employee Benefi ts) Regulations, 2014 (Not applicable to the company during the audit period);
  • e] The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008 (Not applicable to the company during the audit period);
  • 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 (Not applicable to the company during the audit period); and
  • h] The Securities and Exchange Board of India (Buy-Back of Securities) Regulations, 2018 (Not applicable to the company during the audit period).

  • (vi) The other laws, as informed and certifi ed by the Management of the Company, which are specifi cally applicable to the Company namely:

  • a] The Environment (Protection) Act, 1986, read with the Environment (Protection) Rules, 1986;
  • b] The Water (Prevention & Control of Pollution)Act, 1974, read with Water (Prevention & Control of Pollution) Rules, 1975;
  • c] The Air (Prevention & Control of Pollution) Act, 1981 read with Air (Prevention & Control of Pollution) Rules, 1982;
  • d] The Factories Act, 1948 and allied state laws.

We have also examined compliance with the applicable clauses of the following :

  • (i) The Secretarial Standards (SS-1 and SS-2) issued by The Institute of Company Secretaries of India;
  • (ii) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015;

We report that, during the period under review the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above subject to the following observation:

The Company has complied with all the mandatory requirements as specifi ed in SEBI LODR except the provisions of Regulation 17(1) pertaining to composition of the Board of Directors which was also complied with as on 31st March 2021. The Company received notices from NSE& BSE against which proper representation were made before the exchanges and under protest paid the fi ne imposed by stock exchanges.

We further report that, the Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors. The changes in the composition of the Board of Directors that took place during the period under review were carried out in compliance with the provisions of the Act.

Adequate notice is given to all Directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven days in advance and a system exists for seeking and obtaining further information and clarifi cations on the agenda items before the meeting and for meaningful participation at the meeting.

As per the minutes of the meetings duly recorded and signed by the Chairman, the decisions of the Board were unanimous and no dissenting views have been recorded.

We further report that there are adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

We further report that during the audit period the board of directors of the company at its meeting held on 30th December, 2020 approved the amalgamation of its wholly owned subsidiary Trishan Metals Private Limited (TMPL) with IFB Industries Limited(IFBIL). The transferor company (TMPL) and transferee company (IFBIL) submiĴ ed merger application on 6th February, 2021 to National Company Law Tribunal, Kolkata Bench with appointed date considered as 1st April, 2021. The fi rst hearing was held on 5th April, 2021 the NCLT accepted the application and by its order dated 5th April, 2021 appointed the Chairperson and Scrutinizer for NCLT convened meeting of Equity Shareholders and Creditors (secured and unsecured) to be held on 24th May 2021 through video conferencing or other audio visual means to approve the Scheme of amalgamation. The meetings took place on 24.5.2021 and the Equity Shareholders and Creditors (secured and unsecured) approved the scheme of amalgamation between Trishan Metals Private Limited and IFB Industries Limited and their respective shareholders and creditors under the provisions of Sections 230 to 232 of the Companies Act, 2013 ("the Act") and other relevant provisions of the Act and rules framed thereunder ("Scheme") with requisite majority.Except the same there were no other instances of the Company entering into any events/actions, having a major bearing on the Company's aff airs in pursuance of the above referred laws, rules, regulations, guidelines, standards, etc.

For Patnaik & Patnaik Company Secretaries

S. K. Patnaik Partner Place : Kolkata FCS No.: 5699, C.P. No.: 7117 Date : 14th June, 2021 UDIN: F005699C000455491

Note: This Report is to be read with our leĴ er of declaration which is annexed hereto as "Annexure –A" and forms an integral part of this Report.]

Annexure - A

To The Members IFB Industries Ltd. 14 Taratolla Road Kolkata – 700 088.

Our Report is to be read along with this leĴ er.

  • (i) Maintenance of secretarial record is the responsibility of the Management of the Company. Our responsibility is to express an opinion on these secretarial records based on our audit.
  • (ii) We have followed the audit practices and processes as appropriate to obtain reasonable assurance about the correctness of the contents of the secretarial records. The verifi cation was done on test basis to ensure that correct facts are refl ected in secretarial records. We believe that the processes and practices, we followed provide a reasonable basis for our opinion.
  • (iii) Our Audit was based on examination, in physical or electronic form, as feasible under the prevailing circumstances, of books and records maintained by the Company.
  • (iv) We have not verifi ed the compliance by the Company of applicable fi nancial laws such as direct and indirect tax laws and maintenance of fi nancial records and books of accounts since the same have been subject to review by the statutory fi nancial auditors, tax auditors and other designated professionals.
  • (v) The status of compliance of other laws as listed at (vi)in our Report, we relied upon the statement provided by the Management.
  • (vi) Wherever required, we have obtained the Management representation about the compliance of laws, rules and regulations and happening of events, etc.
  • (vii) The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of Management. Our examination was limited to the verifi cation of the same on test basis.
  • (viii) The Secretarial Audit Report is neither an assurance as to the future viability of the Company nor of the effi cacy or eff ectiveness with which the Management has conducted the aff airs of the Company.

For Patnaik & Patnaik Company Secretaries

S. K. Patnaik Partner Place : Kolkata FCS No.: 5699, C.P. No.: 7117 Date : 14th June, 2021 UDIN: F005699C000455491

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNING AND OUTGO ETC.

Information on conservation of Energy, Technology absorption, Foreign Exchange earning and outgo required to be disclosed under section 134 of the companies Act, 2013 read with Companies (Accounts) Rules, 2014 are provided hereunder:

(A) Conservation of Energy :
1. Steps taken or impact on conservation of
energy.
Energy conservation continues to receive priority aĴ ention at
all levels.
All the factories have implemented measures to maintain the
power factor in excess of 0.97 to reduce reactive power losses.
High energy illumination is being replaced, on an ongoing
basis, by lower power consuming illumination (Eg LED lights)
in the working area.
We have started drive of puĴ ing variable frequency drive on
rotating parts of machines. Such as blowers, pumps etc. That
is through capital investments and could save a minimum of
10 % power and can be even up to 40% on case to case basis.
Engineering Division had installed some press automation
for component evacuation which will help in reduction of Air
consumption and also will help in protecting the parts from
dent and damages.
2. The steps taken by the company for utilizing
alternate sources of energy.
The factory at Goa is now operating majorly with solar energy.
All lighting in offi ces are covered by auto-shut off mode
sensors – which only activate lighting when movements are
traceable.
Areas like the paint shop have already been shiĞ ed to LPG led
burners - diesel usage has been eliminated.
As mentioned earlier, the washer factory at Goa is running
with solar energy for a major part of its consumption.
3. The capital investment on energy
conservation equipment.
Not signifi cant, as work has been done over the years.
(B) Technology absorption :
1. The eff orts made towards technology
absorption.
In its Home Appliance Division, the company continues to
work with partners from countries like Italy, China, Korea etc -
to enhance knowledge and capability developments.
2. The benefi ts derived like product
improvement, cost reduction, product
development or import substitution.
Localization of electronic controllers – this is a major import
substitution agenda for the country – in line with the
Government's Make in India program.
Testing and validation of products iOT, wireless controls and
app based controls for appliances. Advance Sensors Internal
design teams are working on technology upgrades, cost
reduction and product improvement projects on an ongoing
basis.
3.
In case of imported technology (imported
during the last three years reckoned from
the beginning of the fi nancial year)
a. The details of technology imported The technology imported during last year includes designs
for Air conditioners, with which the company will substitute
imports and save foreign exchange. The technology has been
fully absorbed.
b. The year of import 2019-20
c. Whether the technology been fully
absorbed
Technology fully absorbed.
d. If not fully absorbed, areas where
absorption has not taken place, and the
reasons thereof.
(C) The expenditure incurred on Research and Data provided in the table below :
Development. Expenditure on R&D (Rs in lacs)
Sl No Particulars 2020-21 2019-20
A Capital 87 2,188
B Recurring 3,560 3,884
C Total 3,647 6,072
(D) The foreign exchange earnings and Outgo. Data provided in the table below :
(Rs in lacs)
Sl No Particulars 2020-21 2019-20
A Foreign
exchange
earnings
1,045 1,286
B Foreign
exchange
outgo
67,332 62,097

For and on behalf of the Board of Directors

Bikramjit Nag

(DIN: 00827155) Joint Executive Chairman & Managing Director

Prabir Chatterjee

Place : Kolkata(DIN: 02662511) Date : 14th June 2021 Director & CFO

ANNEXURE - C

CORPORATE SOCIAL RESPONSIBILITY

1. Brief outline on CSR Policy of the Company.

The CSR CommiĴ ee decided to spend amount towards promoting education, skill development programme etc. during the year 2020-21.

The activities undertaken are within the broad framework of Schedule VII of the Companies Act, 2013. Details of the CSR policy and activities undertaken by the Company are available on www.iĠ industries.com

  1. Composition of CSR CommiĴee:
Sl.
No.
Name of Director Designation / Nature of
Directorship
Number of meetings
of CSR CommiĴee
held during the year
Number of meetings
of CSR CommiĴee
aĴended during the year
1 Mr. Sudip Banerjee Chairman/Non Executive Director 1 1
2 Mr. Ashok Bhandari Member/ Independent Director 1 1
3 Mr. Prabir ChaĴerjee Member/ Executive Director 1 1
  1. Provide the web-link where Composition of CSR commiĴee, CSR Policy and CSR projects approved by the board are disclosed on the website of the company. –

Composition of the CSR commiĴee, CSR Policy etc. are available on the Company's website on www.iĠindustries.com

    1. Provide the details of Impact assessment of CSR projects carried out in pursuance of sub-rule (3) of rule 8 of the Companies (Corporate Social responsibility Policy) Rules, 2014, if applicable (aĴach the report) – Not Applicable. There is no project undertaken or completed aĞer January 22, 2021, for which the impact assessment report is applicable in FY 2021.
    1. Details of the amount available for set off in pursuance of sub-rule (3) of rule 7 of the Companies (Corporate Social responsibility Policy) Rules, 2014 and amount required for set off for the financial year, if any:- NOT Applicable
Sl. Financial Year Amount available for set-off from Amount required to be setoff for the
No. preceding financial years (in Rs) financial year, if any (in Rs)
- NIL NIL
    1. Average net profit of the company as per section 135(5) Rs. 7827.00 lakhs
    1. (a) Two percent of average net profit of the company as per section 135(5) Rs. 156.54 lakhs
  • (b) Surplus arising out of the CSR projects or programmes or activities of the previous financial years NIL
  • (c) Amount required to be set off for the financial year, if any NIL
  • (d) Total CSR obligation for the financial year (7a+7b+7c) Rs. 156.54 lakhs
    1. (a) CSR amount spent or unspent for the financial year:
Total Amount Spent Total Amount transferred to Amount transferred to any fund specified under
for the Financial Year. Unspent CSR Account as per Schedule VII as per second proviso to section
(in Rs.) section 135(6) 135(5)
Amount.
Date of transfer
Name of the Fund Amount.
Date of transfer
Rs. 156.87 lakhs NIL - - NIL

IFB INDUSTRIES LTD.

(b) Details of CSR amount spent against ongoing projects for the financial year: NIL

Sl.
No.
Name of
the Project
Item from
the list of
activities in
Schedule VII
to the Act
Local area
(Yes/No)
Location of the project Project
duration
Amount
allocated
for the
project (in
Rs.)
Amount
spent in
the current
financial
Year (in Rs.)
Amount
transferred to
Unspent CSR
Account for
the project as
Mode of
Implementation -
Direct (Yes/No)
Mode of Imple mentation - Through
Implementing Agency
State District per Section
135(6)
(in Rs.)
Name CSR
Registration
number

(c) Details of CSR amount spent against other than ongoing projects for the financial year:

Sl.
No.
Name of the Project Item from the list
of activities in
Schedule VII to
the Act
Local area
(Yes/No)
Location of the project. Amount spent
Mode of
for the project
Implementation -
(in Rs.).
Direct (Yes/No)
Mode of Implementation -
Through Implementing Agency
State District Name CSR Registration
number
1. Promoting Health (i) Yes Goa South Goa
District
66,289 Yes Office of the Collector & District
Magistrate, South Goa District
2. Promoting Health (i) Yes Goa South Goa
District
505,240 Yes Verna Industrial Association
3. Promoting Health (i) Yes Goa South Goa
District
20,000 Yes CII
4. Promoting Education (ii) Yes Goa South Goa
District
5,00,000 Yes Holy Cross High School
5. Promoting Education (ii) Yes Goa Curchorem 10,00,000 Yes Chetna Charitable Trust,
Curchorem
6. Promoting Education (ii) Yes Goa South Goa
District
15,00,000 Yes Sai Nursing Institute
7. Promoting Education (ii) Yes Goa Sankli 10,00,000 Yes Sankli Shri Bhumika Primary School,
8. Promoting Education (ii) Yes Bangalore Bangalore 5,00,000 Yes GHPS CHARVAKA
9. Promoting Education (ii) Yes Bangalore Udupi 5,00,000 Yes EDUCATION TRUST SHRI SODE VADIRAJA MUTT
10. Promoting Education (ii) Yes Bangalore Bangalore 5,00,000 Yes PATLA RURAL EDCATON SOCIETY
11. Promoting Education (ii) Yes Mumbai Andheri (East) 15,00,000 Yes Abhiyan
12. Promoting Education (ii) Yes Madhya
Pradesh
Chhindwara 7,00,000 Yes Maa Education Society
13. Promoting Education (ii) Yes West Bengal Hooghly 3,96,000 Yes Pratibondhi Kalyan Kendra
14. Promoting Education (ii) Yes West Bengal Hooghly 6,00,000 Yes Prabartak Nari Mandir
15. Promoting Education (ii) Yes West Bengal Burdwan 1,00,000 Yes Institute Rasuikhananda MA Public
16. Promoting Health (i) Yes Maharashtra Nagpur 10,00,000 Yes Dr. Aabaji ThaĴe Seva Aur
Institute
Anusandhan Sanstha, Cancer care
17. Promoting Education (ii) Yes Maharashtra Nagpur 10,00,000 Yes Sevasadan Shikshan Sanstha
18. Promoting Education (ii) Yes Haryana Gurgaon 40,00,000 Yes Anjali Foundation
19. Promoting Education (ii) Yes West Bengal Purba
Medinipur
3,00,000 Yes Vivekananda Mission Ashram

  • (d) Amount spent in Administrative Overheads : NIL
  • (e) Amount spent on Impact Assessment, if applicable : Not Applicable
  • (f) Total amount spent for the Financial Year (8b+8c+8d+8e) : Rs. 1,56,87,529
  • (g) Excess amount for set off, if any
Sl. No. Particulars Amount (in Rs.)
1. Two percent of average net profit of the company as per section 135(5) 1,56,54,000
2. Total amount spent for the Financial Year 1,56,87,529
3. Excess amount spent for the financial year [(ii)-(i)] 33529
4. Surplus arising out of the CSR projects or programmes or activities of the previous financial years, if any NIL
5. Amount available for set off in succeeding financial years [(iii)-(iv)] 33529

9. (a) Details of Unspent CSR amount for the preceding three financial years: N.A

Sl.
No.
Preceding
Financial Year
Amount transferred
to Unspent CSR
Account under
section 135 (6) (in Rs.)
Amount spent
in the reporting
Financial Year
(in Rs.)
Amount transferred to any fund specified under Schedule VII as
per section 135(6), if any
Name of the Fund
Amount (in Rs) Date of transfer Amount remaining to
be spent in succeeding
financial years. (in Rs.)
1 NIL NIL

(b) Details of CSR amount spent in the financial year for ongoing projects of the preceding financial year(s): NIL

1. 2. 3. 4. 5. 6. 7. 8. 9.
Sl. No. Project ID. Name of the
Project.
Financial Year in
which the project
was commenced.
Project
duration.
Total amount
allocated for the
project (in Rs.).
Amount spent
on the project
in the reporting
Financial Year
(in Rs).
Cumulative
amount spent
at the end
of reporting
Financial Year.
(in Rs.)
Status of
the project -
Completed /
Ongoing.
  • 10. In case of creation or acquisition of capital asset, furnish the details relating to the asset so created or acquired through CSR spent in the financial year (asset-wise details) – Not Applicable
  • (a) Date of creation or acquisition of the capital asset(s) : Not Applicable
  • (b) Amount of CSR spent for creation or acquisition of capital asset : NIL
  • (c) Details of the entity or public authority or beneficiary under whose name such capital asset is registered, their address etc. : Not Applicable
  • (d) Provide details of the capital asset(s) created or acquired (including complete address and location of the capital asset) : Not Applicable
  • 11. Specify the reason(s), if the company has failed to spend two per cent of the average net profit as per section 135(5) – Not Applicable

For and on behalf of the Board of Directors

Bikramjit Nag

(DIN: 00827155) Joint Executive Chairman & Managing Director

Prabir Chatterjee

Place : Kolkata (DIN: 02662511) Date : 14th June 2021 Director & CFO

ANNEXURE - D

Form No MGT-9

EXTRACT OF THE ANNUAL RETURN

As on the financial year ended on 31 March 2021

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

I. REGISTRATION AND OTHER DETAILS

i) CIN L51109WB1974PLC029637
iii) Registration Date 12.09.1974
iii) Name of the Company IFB INDUSTRIES LIMITED
iv) Category/Sub Category of the Company Company Limited by shares
v) Address of registered office & Contact Details 14 Taratolla Road
Kolkata-700088
Tel: (033) 3048 9219
Fax: (033) 3048 9230
vi) Whether shares listed on recognized Stock Yes
Exchange(s)
vii) Name, Address and Contact details of Registrar CB Management Services Pvt Ltd
and Transfer Agent, if any: P-22 Bondel Road, Kolkata-700 019
Tel No: (033) 4011 6700/22806692/93/94
Fax No: (033) 2287 0263

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
No.
Name & Description of the main products/services NIC Code of the
Product/Service
% to total turnover of
the Company
1. Engineering –
Manufacture of diverse part and accessories for Motor Vehicle,
etc.
29301 16
2. Home Appliance Products 27501 82

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

S.No. Name and address of the
Company
CIN/GLN Holding/
Subsidiary/
Associate
% of shares
held
Applicable
section
1 Trishan Metals Private Limited U27109WB1996PTC079844 Wholly Owned
Subsidiary
100 2(87)
2 Global Automotive & Appliances
Pte. Ltd
N.A Wholly Owned
Subsidiary
100 2(87)
3 Thai Automotive & Appliances
Ltd.
N.A Step Down
Subsidiary
100 2(87)

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

i) Category-wise Share Holding

No. of Shares held at the beginning of the year 01.04.2020 No. of Shares held at the end of the year 31.03.2021 %
Category of Shareholders Demat Physical Total % of
Total
Shares
Demat Physical Total % of
Total
Shares
Change
during
the year
A. Promoters
(1) Indian
a) Individual/ HUF 292771 292771 0.72 292771 292771 0.72
b) Central Government(s)
c) State Government(s)
d) Bodies Corporate 30080428 30080428 74.24 30080428 30080428 74.24
e) Bank/Financial
Institutions
f) Others
Sub Total (A)(1) : 30373199 30373199 74.96 30373199 30373199 74.96
(2) Foreign
a) NRIs - Individuals
b) Other - Individuals
c) Bodies Corporate
d) Bank/Financial
Institutions
e) Any Other
Sub Total (A)(2) :
Total shareholding of
Promoter (A) = (A)(1) +
(A)(2)
30373199 30373199 74.96 30373199 0 30373199 74.96
B. Public Shareholding
1. Institutions
a) Mutual Funds
b) Alternate Investment
Funds
951681
35763
987444
2.44
516186
57000
35763
551949
57000
1.36
0.14
–1.08
0.14
c) Foreign Portfolio
Investors
3340709 17512 3358221 8.29 3269081 17512 3286593 8.11 –0.18
d) Bank/Financial
Institutions
8129 1647 9776 0.02 1895 1647 3542 0.01 –0.01
e) Central Government(s)
f) State Government(s)
g) Venture Capital Funds
h) Insurance Companies
i) Foreign Institutional
Investors (FII)
j) Foreign Venture Capital
Investors
k) Others (specify)
Sub Total (B)(1) : 4300519 54922 4355441 10.75 3844162 54922 3899084 9.62 –1.13
No. of Shares held at the beginning of the year 01.04.2019 No.of Shares held at the end of the year 31.03.2020 %
Category of Shareholders Demat Physical Total % of
Total
Shares
Demat Physical Total % of
Total
Shares
Change
during
the year
2. Non-Institutions
a) Bodies Corporate
i) Indian 1299935 33005 1332940 3.29 1651597 32805 1684402 4.16 0.87
ii) Overseas
b) Individuals
i) Individual shareholders
holding nominal share
capital upto Rs. 1 lakh
2116612 549366 2665978 6.58 1964135 539418 2503553 6.18 –0.40
ii) Individual
shareholders holding
nominal share capital in
excess of Rs 1 lakh
1230930 1230930 3.03 757924 757924 1.87 –1.16
c) Other (specify)
i) NRI 187361 1699 189060 0.47 76335 1699 78034 0.19 –0.28
ii) Clearing Member 34073 34073 0.08 99617 99617 0.25 0.17
iii) OCB
iv) Trust 33379 33379 0.08 34335 34335 0.08 0.00
Foreign Body Corporate
Employee 135091 94449 229540 0.57 108959 89125 198084 0.49 –0.08
Director & Director
Relatives
18670 18670 0.05 47892 47892 0.12 0.07
LLP 15626 15626 0.04 767162 767162 1.89 1.85
HUF 39960 39960 0.10 75510 75510 0.19 0.09
Sub-total (B)(2) : 5111637 678519 5790156 14.29 5583466 663047 6246513 15.42 1.13
(B) Total Public
Shareholding (B) = (B)
(1)+ (B)(2)
9412156 733441 10145597 25.04 9427628 717969 10145597 25.04
TOTAL (A)+(B) 39785355 733441 40518796 100.00 39800827 717969 40518796 100.00
(C) Shares held by
Custodians for GDRs &
ADRs
Grand Total (A)+(B)+(C) 39785355 733441 40518796 100.00 39800827 717969 40518796 100.00

IFB INDUSTRIES LTD.

ii) Shareholding of Promoters

the year 01.04.2020 Shareholding at the beginning of Shareholding at the end of the
year 31.03.2021
SL.
No.
Shareholder's Name No. of
Shares
% of
total
Shares
of the
company
% of Shares
Pledged /
encumbered
to total
shares
No. of
Shares
% of
total
Shares
of the
company
% of Shares
Pledged /
encumbered
to total
shares
% change in
share holding
during the
year
1 Bijon Nag 157869 0.3896 157869 0.3896
2 Preombada Nag 131902 0.3255 131902 0.3255
3 Bikramjit Nag 3000 0.0074 3000 0.0074
4 Mac Consultants Pvt Ltd. 706197 1.7429 706197 1.7429
5 CPL Industries Ltd. 74813 0.1846 74813 0.1846
6 CPL Projects Ltd. 523535 1.2921 523535 1.2921
7 IFB Agro Industries Ltd. 172733 0.4263 172733 0.4263
8 Shubh Engineering Ltd. 260723 0.6435 260723 0.6435
9 Asansol BoĴling &
Packaging Company Pvt Ltd
3366428 8.3083 3366428 8.3083
10 IFB Automotive Pvt. Ltd. 18856833 46.5385 18856833 46.5385
11 Special Drinks Pvt. Ltd. 17250 0.0426 17250 0.0426
12 ZIM Properties Pvt.Ltd. 34300 0.0847 34300 0.0847
13 Windsor Marketiers Pvt.
Ltd.
19600 0.0484 19600 0.0484
14 Lupin Agencies Pvt. Ltd. 37600 0.0928 37600 0.0928
15 Nurpur Gases Pvt. Ltd. 6010416 14.8336 6010416 14.8336
Total 30373199 74.9608 30373199 74.9608

iii) Change in Promoters Shareholding (please specify, if there is no change) : NO CHANGE

SL.
No.
Shareholding at the beginning of
the year 01.04.2020
Cumulative Shareholding during
the year 31.03.2021
No. of shares % of total shares
of the company
No. of shares % of total shares
of the company
At the beginning of the year 30373199 74.96 30373199 74.96
Date wise increase/decrease in Promoters
Shareholding during the year specifying the
reason for increase/decrease (e.g. allotment/
transfer/bonus sweat equity etc. ) :
No Change in Shareholding during the year
At the end of the year 30373199
74.96
30373199
Shareholding at the Cumulative Shareholding
beginning of the year during the year
Sl. NAME Date Reason No.of % of total No.of % of total
No. Shares shares of the
Company
Shares shares of the
Company
1 JWALAMUKHI INVESTMENT
HOLDINGS
a) At the beginning of the year 1-Apr-2020 2905140 7.17 2905140 7.17
b) Changes during the year 4-Sep-2020 Buy 975 0.00 975 0.00
c) At the end of the year 31-Mar-2021 2906115 7.17
2 CHATTERJEE MANAGEMENT
SERVICES PRIVATE LIMITED
a) At the beginning of the year 1-Apr-2020 680260 1.68 680260 1.68
b) Changes during the year NIL NIL NIL NIL NIL
c) At the end of the year 31-Mar-2021 680260 1.68
3 HDFC TRUSTEE COMPANY LTD
A/C - HDFC CHILDREN'S GIFT
FUND - INVESTMENT PLAN
a) At the beginning of the year 1-Apr-2020 538428 1.33 538428 1.33
b) Changes during the year
17-Jul-2020 Sale 7819 0.02 530609 1.31
31-Jul-2020 Sale 13437 0.03 517172 1.28
7-Aug-2020 Sale 3200 0.01 513972 1.27
14-Aug-2020 Sale 11887 0.03 502085 1.24
21-Aug-2020 Sale 16180 0.04 485905 1.20
28-Aug-2020 Sale 281771 0.70 204134 0.50
4-Sep-2020 Sale 33324 0.08 170810 0.42
11-Sep-2020 Sale 55200 0.14 115610 0.29
18-Sep-2020 Sale 27085 0.07 88525 0.22
18-Dec-2020 Sale 58310 0.14 30215 0.07
15-Jan-2021 Sale 23949 0.06 6266 0.02
22-Jan-2021 Sale 6266 0.02 0 0.00
c) At the end of the year 31-Mar-2021 NIL NIL NIL NIL
4 UTI-MID CAP FUND
a) At the beginning of the year 1-Apr-2020 393755 0.97 393755 0.97
b) Changes during the year
23-Oct-2020 Sale 35755 0.09 358000 0.88
30-Oct-2020 Sale 1625 0.00 356375 0.88

iv) Shareholding PaĴern of top ten shareholders (Other than Directors, Promoters and Holders of GDRs and ADRs)

IFB INDUSTRIES LTD.
5-Feb-2021 Sale 3807 0.01 352568 0.87
12-Feb-2021 Sale 2089 0.01 350479 0.86
c) At the end of the year 31-Mar-2021 350479 0.86
5 ASHISH AGARWAL
a) At the beginning of the year 1-Apr-2020 298529 0.74 298529 0.74
b) Changes during the year
29-May-2020 Sale 23529 0.06 275000 0.68
10-Jul-2020 Sale 4203 0.01 270797 0.67
17-Jul-2020 Sale 28381 0.07 242416 0.60
24-Jul-2020 Sale 29708 0.07 212708 0.52
31-Jul-2020 Sale 15753 0.04 196955 0.49
7-Aug-2020 Sale 41748 0.10 155207 0.38
14-Aug-2020 Sale 155207 0.38 0 0.00
c) At the end of the year 31-Mar-2021 NIL NIL NIL NIL
6 ASHISH KACHOLIA
a) At the beginning of the year 1-Apr-2020 223759 0.55 223759 0.55
b) Changes during the year
5-Jun-2020 Sale 23759 0.06 200000 0.49
26-Jun-2020 Sale 24822 0.06 175178 0.43
3-Jul-2020 Sale 175178 0.43 0 0.00
c) At the end of the year 31-Mar-2021 NIL NIL NIL NIL
7 MERLIN RESOURCES PRIVATE
LIMITED
a) At the beginning of the year 1-Apr-2020 186673 0.46 186673 0.46
b) Changes during the year NIL NIL NIL NIL NIL
c) At the end of the year 31-Mar-2021 186673 0.46
8 SURESH KUMAR AGARWAL
a) At the beginning of the year 1-Apr-2020 151350 0.37 151350 0.37
b) Changes during the year
17-Apr-2020 Sale 18700 0.05 132650 0.33
24-Apr-2020 Sale 6300 0.02 126350 0.31
29-May-2020 Sale 26350 0.07 100000 0.25
5-Jun-2020 Sale 100000 0.25 0 0.00
c) At the end of the year 31-Mar-2021 NIL NIL NIL NIL
9 TCG ADVISORY SERVICES
PRIVATE LIMITED
a) At the beginning of the year 1-Apr-2020 122071 0.30 122071 0.30
b) Changes during the year NIL NIL NIL NIL NIL
c) At the end of the year 31-Mar-2021 122071 0.30
10 PLUTUS WEALTH
MANAGEMENT LLP
a) At the beginning of the year 1-Apr-2020 5943 0.01 5943 0.01
b) Changes during the year
17-Apr-2020 Sale 592 0.00 5351 0.01
24-Apr-2020 Buy 1114 0.00 6465 0.02
5-Jun-2020 Buy 267629 0.66 274094 0.68
12-Jun-2020 Buy 906 0.00 275000 0.68
26-Jun-2020 Sale 6183 0.02 268817 0.66
30-Jun-2020 Buy 24683 0.06 293500 0.72
3-Jul-2020 Buy 200000 0.49 493500 1.22
10-Jul-2020 Sale 3000 0.01 490500 1.21
28-Aug-2020 Buy 250000 0.62 740500 1.83
4-Sep-2020 Buy 9500 0.02 750000 1.85
18-Sep-2020 Buy 200 0.00 750200 1.85
25-Sep-2020 Sale 200 0.00 750000 1.85
12-Feb-2021 Sale 22491 0.06 727509 1.80
19-Feb-2021 Sale 469 0.00 727040 1.79
26-Feb-2021 Sale 62 0.00 726978 1.79
19-Mar-2021 Buy 23022 0.06 750000 1.85
c) At the end of the year 31-Mar-2021 750000 1.85
11 ADITYA BIRLA SUN LIFE
TRUSTEE PRIVATE LIMITED
A/C ADITYA BIRLA SUN LIFE
SMALL CAP FUND
a) At the beginning of the year 1-Apr-2020 NIL NIL NIL NIL
b) Changes during the year
9-Oct-2020 Buy 19155 0.05 19155 0.05
16-Oct-2020 Buy 5220 0.01 24375 0.06
23-Oct-2020 Buy 4867 0.01 29242 0.07
6-Nov-2020 Buy 11041 0.03 40283 0.10
13-Nov-2020 Buy 14700 0.04 54983 0.14
20-Nov-2020 Buy 3270 0.01 58253 0.14
19-Feb-2021 Buy 10382 0.03 68635 0.17
26-Feb-2021 Buy 9100 0.02 77735 0.19
5-Mar-2021 Buy 2600 0.01 80335 0.20
12-Mar-2021 Buy 20000 0.05 100335 0.25
19-Mar-2021 Buy 15521 0.04 115856 0.29
26-Mar-2021 Buy 34524 0.09 150380 0.37

31-Mar-2021 Buy 10425 0.03 160805 0.40
c) At the end of the year 31-Mar-2021 160805 0.40
12 DHUNSERI TEA AND
INDUSTRIES LIMITED
a) At the beginning of the year 1-Apr-2020 NIL NIL NIL NIL
b) Changes during the year
11-Dec-2020 Buy 14906 0.04 14906 0.04
18-Dec-2020 Buy 134767 0.33 149673 0.37
25-Dec-2020 Buy 6000 0.01 155673 0.38
12-Feb-2021 Buy 3600 0.01 159273 0.39
c) At the end of the year 31-Mar-2021 159273 0.39
13 MATTHEWS ASIA SMALL
COMPANIES FUND
a) At the beginning of the year 1-Apr-2020 NIL NIL NIL NIL
b) Changes during the year
4-Sep-2020 Buy 5250 0.01 5250 0.01
11-Sep-2020 Buy 153485 0.38 158735 0.39
18-Sep-2020 Buy 97399 0.24 256134 0.63
18-Dec-2020 Sale 12795 0.03 243339 0.60
12-Feb-2021 Sale 20788 0.05 222551 0.55
19-Feb-2021 Sale 9252 0.02 213299 0.53
12-Mar-2021 Sale 49514 0.12 163785 0.40
19-Mar-2021 Sale 21733 0.05 142052 0.35
26-Mar-2021 Sale 24028 0.06 118024 0.29
31-Mar-2021 Sale 3501 0.01 114523 0.28
c) At the end of the year 31-Mar-2021 114523 0.28
14 DHUNSERI VENTURES
LIMITED
a) At the beginning of the year 1-Apr-2020 NIL NIL NIL NIL
b) Changes during the year
18-Dec-2020 Buy 8650 0.02 8650 0.02
25-Dec-2020 Buy 32118 0.08 40768 0.10
31-Dec-2020 Buy 30200 0.07 70968 0.18
29-Jan-2021 Buy 5980 0.01 76948 0.19
5-Feb-2021 Buy 1343 0.00 78291 0.19
12-Feb-2021 Buy 11000 0.03 89291 0.22
26-Feb-2021 Buy 13001 0.03 102292 0.25
5-Mar-2021 Buy 4050 0.01 106342 0.26
c) At the end of the year 31-Mar-2021 106342 0.26
15 SG JOKALAND HOLDINGS LLC
a) At the beginning of the year 1-Apr-2020 NIL NIL NIL NIL
b) Changes during the year
4-Sep-2020 Buy 74475 0.18 74475 0.18
11-Sep-2020 Buy 5180 0.01 79655 0.20
18-Sep-2020 Buy 17602 0.04 97257 0.24
30-Sep-2020 Buy 4046 0.01 101303 0.25
c) At the end of the year 31-Mar-2021 101303 0.25
16 VIJAY AGGARWAL
a) At the beginning of the year 1-Apr-2020 75000 0.19 75000 0.19
b) Changes during the year NIL NIL NIL NIL NIL
c) At the end of the year 31-Mar-2021 75000 0.19
17 THE EMERGING MARKETS
SMALL CAP SERIES OF THE
DFA INVESTMENT TRUST
COMPANY
a) At the beginning of the year 1-Apr-2020 69703 0.17 69703 0.17
b) Changes during the year
17-Apr-2020 Sale 2932 0.01 66771 0.16
8-May-2020 Sale 3644 0.01 63127 0.16
15-May-2020 Sale 2105 0.01 61022 0.15
17-Jul-2020 Sale 4424 0.01 56598 0.14
24-Jul-2020 Sale 2377 0.01 54221 0.13
14-Aug-2020 Sale 2462 0.01 51759 0.13
21-Aug-2020 Sale 1793 0.00 49966 0.12
4-Sep-2020 Sale 2650 0.01 47316 0.12
c) At the end of the year 31-Mar-2021 47316 0.12
18 DOLLY KHANNA
a) At the beginning of the year 1-Apr-2020 10731 0.03 10731 0.03
b) Changes during the year Date Reason
Sale
0.00 0.02
17-Apr-2020 Sale 2000 0.01 8731 0.01
24-Apr-2020 Sale 6000 0.00 2731 0.00
1-May-2020
3-Jul-2020
Sale 2000
500
0.00 731
231
0.00
17-Jul-2020 Sale 200 0.00 31 0.00
28-Aug-2020 Buy 1000 0.00 1031 0.00
4-Sep-2020 Buy 10000 0.02 11031 0.03
11-Sep-2020 Buy 13000 0.03 24031 0.06
18-Sep-2020 Sale 22031 0.05 2000 0.00
IFB INDUSTRIES LTD.
25-Sep-2020 Buy 22031 0.05 24031 0.06
25-Sep-2020 Sale 22031 0.05 2000 0.00
30-Sep-2020 Buy 22031 0.05 24031 0.06
30-Sep-2020 Sale 22031 0.05 2000 0.00
2-Oct-2020 Buy 22031 0.05 24031 0.06
2-Oct-2020 Sale 19762 0.05 4269 0.01
9-Oct-2020 Buy 19762 0.05 24031 0.06
9-Oct-2020 Sale 18762 0.05 5269 0.01
16-Oct-2020 Buy 18762 0.05 24031 0.06
16-Oct-2020 Sale 18012 0.04 6019 0.01
23-Oct-2020 Buy 18012 0.04 24031 0.06
23-Oct-2020 Sale 15762 0.04 8269 0.02
30-Oct-2020 Buy 15762 0.04 24031 0.06
30-Oct-2020 Sale 13762 0.03 10269 0.03
6-Nov-2020 Buy 13762 0.03 24031 0.06
6-Nov-2020 Sale 10762 0.03 13269 0.03
13-Nov-2020 Buy 10762 0.03 24031 0.06
13-Nov-2020 Sale 8762 0.02 15269 0.04
20-Nov-2020 Buy 8762 0.02 24031 0.06
20-Nov-2020 Sale 1221 0.00 22810 0.06
27-Nov-2020 Buy 1221 0.00 24031 0.06
27-Nov-2020 Sale 221 0.00 23810 0.06
4-Dec-2020 Buy 1000 0.00 24810 0.06
11-Dec-2020 Buy 28031 0.07 52841 0.13
18-Dec-2020 Buy 7000 0.02 59841 0.15
25-Dec-2020 Buy 4000 0.01 63841 0.16
31-Dec-2020 Buy 3500 0.01 67341 0.17
8-Jan-2021 Sale 4000 0.01 63341 0.16
15-Jan-2021 Sale 1000 0.00 62341 0.15
22-Jan-2021 Sale 6000 0.01
0.02
56341 0.14
0.16
5-Feb-2021 Buy 10000 0.00 66341 0.16
19-Feb-2021 Sale
Sale
380 0.02 65961 0.15
26-Feb-2021
5-Mar-2021
Sale 6581
5822
0.01 59380
53558
0.13

12-Mar-2021 Sale 7930 0.02 45628 0.11 19-Mar-2021 Sale 8000 0.02 37628 0.09 26-Mar-2021 Sale 8000 0.02 29628 0.07 c) At the end of the year 31-Mar-2021 0.00 29628 0.07

SL. No. For each of the Directors and KMP Date Reason Shareholding at the beginning of the year Cumulative Shareholding during the year No. of shares % of total shares of the company No. of shares % of total shares of the company 1. Bijon Nag Chairman a) At the beginning of the year 01.04.2020 157869 0.3896 157869 0.3896 b) Changes during the year NIL NIL NIL NIL NIL c) At the end of the year 31.03.2020 157869 0.3896 2. Bikramjit Nag Joint Executive Chairman and MD a) At the beginning of the year 01.04.2020 3000 0.0074 3000 0.0074 b) Changes during the year NIL NIL NIL NIL NIL c) At the end of the year 31.03.2021 3000 0.0074 3. Prabir ChaĴerjee (Director & CFO) a) At the beginning of the year 01.04.2020 18670 0.0461 18670 0.0461 b) Changes during the year NIL NIL NIL NIL NIL c) At the end of the year 31.03.2021 18670 0.0461 4. Goutam Ray Chowdhury (Company Secretary) a) At the beginning of the year 01.04.2020 18228 0.0450 18228 0.0450 b) Changes during the year NIL NIL NIL NIL NIL c) At the end of the year 31.03.2021 18228 0.0450 5. Raj Shankar Ray (MD & CEO -Appliances Division) a) At the beginning of the year 01.04.2020 12222 0.0320 12222 0.0320 b) Changes during the year 21.08.2020 Sale 3000 0.01 9222 0.02 c) At the end of the year 31.03.2021 9222 0.02 9222 0.02 6. Partha Sen (MD & CEO – Engineering) a) At the beginning of the year 01.04.2020 NIL NIL NIL NIL b) Changes during the year NIL NIL NIL NIL NIL c) At the end of the year 31.03.2021 NIL NIL NIL NIL 7. Amar Singh Negi (ED- Service Business Head) a) At the beginning of the year 01.04.2020 20000 0.0493 20000 0.0493 b) Changes during the year NIL NIL NIL NIL NIL

v) Shareholding of Directors & Key Managerial Personnel

c) At the end of the year 31.03.2021 20000 0.0493 20000 0.0493

(Rs.)
Secured Loans
excluding deposits
Unsecured
Loans
Deposits Total
Indebtedness
Indebtedness at the beginning of the financial year
i) Principal Amount 2,84,90,17,085 2,84,90,17,085
ii) Interest due but not paid
iii) Interest accrued but not due 3,32,22,629 3,32,22,629
Total (i+ii+iii) 2,88,22,39,714 2,88,22,39,714
Change in Indebtedness during the financial year
Addition 1,11,67,14,682 1,11,67,14,682
Reduction –1,77,57,80,758 –1,77,57,80,758
Net Change –65,90,66,076 –65,90,66,076
Indebtedness at the end of the financial year
i) Principal Amount 2,19,34,72,342 2,19,34,72,342
ii) Interest due but not paid
iii) Interest accrued but not due 2,97,01,296 2,97,01,296
Total (i+ii+iii) 2,22,31,73,638 2,22,31,73,638

V) INDEBTEDNESS - Indebtedness of the Company including interest outstanding/accrued but not due for payment

IFB INDUSTRIES LTD.

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director, Whole-time Directors and/or Manager : (Rs.)

Name of the Directors
Sl.
No.
Particulars of Remuneration Mr. Bijon
Nag,
Chairman
–WTD
Mr.
Bikramjit
Nag, Joint
Executive
Chairman &
MD
Mr. Prabir
ChaĴerjee
–WTD
Mr. Partha
Sen –MD
& CEO,
Engineering
Division –
w.e.f 30th
October, 2020
Mr.
Rajshankar
Ray– MD
& CEO,
Appliances
Division –
w.e.f 30th
October,
2020
Mr. Amar
Singh Negi,
ED- Service
Business
Head -
w.e.f 30th
October,
2020
Total
Amount
1 Gross salary
a)
Salary as per provisions
contained in section
17(1) of the Income-Tax
Act
1,44,22,983 85,65,140 87,09,629 35,45,844 33,78,168 31,30,652 4,17,52,416
b) Value of perquisite u/s
17(2) of the Income-tax
Act, 1961
9,00,060 2,51,019 93,589 1,924 731 12,47,323
c)
Profit in lieu of salary
under section 17(3)
Income Tax Act 1961
2 Stock Option
3 Sweat Equity
4 Commission
- as % of profit
- others, specify
5 Others, please specify
Total (A) 1,53,23,043 88,16,159 88,03,218 35,45,844 33,80,092 31,31,383 4,29,99,739
Ceiling as per the Act 4,91,49,987 4,91,49,987 4,91,49,987 4,91,49,987 4,91,49,987 4,91,49,987

B.
Remuneration to other directors
(Rs.)
Name of Directors
Sl.
No.
Particulars of
Remuneration
Dr.
Rathindra
Nath Mitra
Mr. Ashok
Bhandari
Ms.
Sangeeta
Sumesh
Mr. Rahul
Choudhuri
Mr.
Chacko
Joseph
Mr. Desh
Raj Dogra
Mr.
Biswadip
Gupta
Mr. Sudip
Banerjee
Total
Amount
1 Independent
Directors
Fee for aĴending
board commiĴee
meetings
11,90,000 10,10,000 8,70,000 9,40,000 8,70,000 1,30,000 1,30,000 51,40,000
Commission
Others, please specify
Total (1) 11,90,000 10,10,000 8,70,000 9,40,000 8,70,000 1,30,000 1,30,000 51,40,000
2 Other Non-Executive
Directors
Fee for aĴending
board commiĴee
meetings
8,40,000 8,40,000
Commission
Others, please specify
Total (2) 8,40,000 8,40,000
Total (B)=(1+2) 11,90,000 10,10,000 8,70,000 9,40,000 8,70,000 1,30,000 1,30,000 8,40,000 59,80,000
Total Managerial
Remuneration (A+B)
4,89,79,739
Ceiling as per the Act 10,81,29,971

C. Remuneration to Key Managerial Personnel other than Directors (Rs.)

Sl.
No.
Particulars of Remuneration Goutam Ray
Chowdhury
(Company
Secretary)
Raj Shankar Ray
(Chief Executive
Officer–HAD)
Partha Sen
(Chief Executive
Officer–FBD)
Total
1. Gross salary
(a) Salary as per provisions contained
in section 17(1) of the Income-tax
Act, 1961
75,80,584 81,07,604 85,10,025 2,41,98,213
(b) Value of perquisites u/s 17(2)
Income-tax Act, 1961
6,015 4,618 10,633
(c) Profits in lieu of salary under
section 17(3) Income-tax Act, 1961
2. Stock Option
3. Sweat Equity
4. Commission
- as % of profit
Others, please specify
5. Total 75,86,599 81,12,222 85,10,025 2,42,08,846
Type Section of the
Companies Act
Brief
Description
Details of Penalty
/ Punishment/
Compounding
fees imposed
Authority
[RD / NCLT/
COURT]
Appeal made,
if any (give
Details)
A. COMPANY
Penalty NIL NIL NIL NIL NIL
Punishment NIL NIL NIL NIL NIL
Compounding NIL NIL NIL NIL NIL
B. DIRECTORS
Penalty NIL NIL NIL NIL NIL
Punishment NIL NIL NIL NIL NIL
Compounding NIL NIL NIL NIL NIL
C. OTHER OFFICERS IN DEFAULT
Penalty NIL NIL NIL NIL NIL
Punishment NIL NIL NIL NIL NIL
Compounding NIL NIL NIL NIL NIL

VII. PENALTIES/PUNISHMENT/COMPOUNDING OF OFFENCES – NIL

For and on behalf of the Board of Directors

Bikramjit Nag

(DIN: 00827155) Joint Executive Chairman & Managing Director

Prabir Chatterjee

Place : Kolkata (DIN: 02662511) Date : 14th June 2021 Director & CFO IFB INDUSTRIES LTD.

ANNEXURE - E

PARTICULARS OF EMPLOYEES

Part A : Information required pursuant to section 197(12) of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are given hereunder.

1) The ratio of remuneration of each director to the median remuneration of the employees of the Company:

Name Ratio of remuneration to Median remuneration of employee
(including whole time directors)
Mr. Bijon Nag 25.11
Mr. Bikramjit Nag 14.45
Mr. Rajshankar Ray* 5.54
Mr. Amar Singh Negi* 5.13
Mr. Partha Sen* 5.81
Mr. Prabir ChaĴerjee 14.43

* Remuneration has been considered with effect from 30th October, 2020.

2) Percentage increase in remuneration of each director, Chief Financial Officer (CFO), Chief Executive Officer (CEO), Company Secretary in the financial year 2020-21

Name Designation % increase/(decrease) in remuneration
in the financial year
Mr. Bijon Nag Executive Chairman (6.11)
Mr. Bikramjit Nag Joint Executive Chairman and
Managing director
(6.16)
Mr. Rajshankar Ray CEO, Home Appliances Division (17.67)
Mr. Partha Sen CEO, Engineering Division (16.57)
Mr. Prabir ChaĴerjee Director and CFO (4.58)
Mr. G Ray Chowdhury Company Secretary (1.08)

• Decrease in remuneration % is partly due to availing arrear LTA, Leave Salary, Medical during 2019-20 and Pay-cut etc. during the year.

• Since last year Mr. Amar Singh Negi was not a Director, therefore his name has not been included in the above table.

3) Percentage increase in the median remuneration of employees in the financial year 2020-21: Nil

The median remuneration of employees (including whole time directors) was Rs.6.10 lacs and Rs. 6.89 lacs in financial year 2020-21 and 2019-20 respectively.

4) The number of permanent employees on the rolls of the Company as on 31 March 2021 is 2466 nos.

5) Average percentage increase in salaries of employees other than managerial personnel in the last financial year and its comparison with the percentage increase in the Managerial Remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the Managerial Remuneration.

Average percentage increase in salaries of employees other than managerial personnel
during 2020-21
4.63
The percentage increase/(decrease) in the Managerial Remuneration (17.54)

6) Key parameter for any variable component availed by the Directors:

No variable component of remuneration was availed by the Directors.

7) Affirmation that the remuneration is as per the remuneration policy of the Company:

The Board of Directors of the Company affirms that the remuneration is as per the remuneration policy of the Company.

Part B : The Statement of Disclosure Pursuant to Section 197 of Companies Act, 2013 read with Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014

Name Mr. Seungki Bae Mr. Dong Shin Mr. Hwan Myung Mr. Jin Kim Mr. Bijon Nag
(1) (2) (3) (4) (5)
Designation Head-Design Head-Mechanical
Design
Head-R&D Head-R&D
Drives
Chairman
Remuneration
received (2020-21)
Rs 280.18 lacs Rs 240.12 lacs Rs 259.16 lacs Rs 180.09 lacs Rs 153.23 lacs
Nature of employment Permanent
employee
Permanent
Employee
Permanent
Employee
Permanent
Employee
Permanent
Employee
Qualification Graduation MSC (Mechanical
Systems Major)
PHD Mechanical
Engg
Poly techs Mold
Major
Mechanical
Engineer
Experience 28 years 28 years 19 years 29 years > 50 years
Date of joining the
company
1 April 2015 25 Nov 2016 12 Nov 2016 14 Nov 2016 9 Dec 1974
Age of employee on
31.03.2021
56 years 59 years 52 years 59 years 78 years
Last employment held
before joining the
company
Don Design Institute of Press
Die Techn of
Dong Gu
L.G Kum-Oh Engg.
Percentage of equity
shares held by the
employee within the
meaning of clause
(iii) of Rule 5(2)
of the Companies
(Appointment and
Remuneration of
Managerial Personnel)
Rules, 2014
NIL NIL NIL NIL 0.39
Whether the employee
is a relative of any
director
No No No No Yes

(A) Top ten employees in terms of remuneration drawn.

Name Mr. Amitabha Kumar
Nag
Mr. JAE UK LEE Mr. BACKGUN HO
(6) (7) (8)
Designation Sr. President Deputy GM Sr. Manager
Remuneration received (2020-21) Rs. 136.96 lacs Rs. 112.50 lacs Rs 123.24 lacs
Nature of employment Permanent employee Permanent Employee Permanent Employee
Qualification FCA, M. Com Industrial design
Major
Mechanical Major
Experience 40 years 12.5 years 21 years
Date of joining the company 16 Dec 1982 27 March `2019 15 February 2020
Age of employee on 31.03.2021 65 years 41 years 41 years
Last employment held before joining the company Price Waterhouse &
Co., Kolkata
Daewoo Electronics
Co. Ltd.
NARA–M&D Co.
Ltd.
Percentage of equity shares held by the employee
within the meaning of clause (iii) of Rule 5(2) of the
Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014
NIL NIL NIL
Whether the employee is a relative of any director No No No
  • (B) Names of other employees employed throughout the financial year and was in receipt of remuneration during the Financial year 2020-21 which in the aggregate was not less than Rs. 102 lacs: Nil
  • (C) Other employees employed for a part of the financial year and was in receipt of remuneration for any part of that year, at a rate which, in the aggregate, was not less than Rs. 8.5 lacs per month:
Name Moon Kim
Designation Sr. Manager
Monthly Remuneration received (2020-21) 6.69 lacs (monthly gross was 8.72 lacs, last
working date was 20.04.2020
Nature of employment Permanent
Qualification MECHANICAL ENGG
Experience 28 YEARS
Date of joining the company 25-04-2017
Age of employee on 31.03.2021 63 years
Last employment held before joining the company DAWOO DELTA CO. LTD.
Percentage of equity shares held by the employee within the meaning
of clause (iii) of Rule 5(2) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014
NIL
Whether the employee is a relative of any director NO

(D) Other employees employed throughout the financial year and was in receipt of remuneration which, in the aggregate, is in excess of that drawn by the managing director or whole time director or manager and holds by himself or along with his spouse and dependent children not less than 2% of the equity shares of the company: Nil

For and on behalf of the Board of Directors

Bikramjit Nag

(DIN: 00827155) Joint Executive Chairman & Managing Director

Prabir Chatterjee

Place : Kolkata (DIN: 02662511) Date : 14th June 2021 Director & CFO

ANNEXURE - F

BUSINESS RESPONSIBILITY REPORT

The Company is conscious of its responsibilities towards various stakeholders such as customers, vendors, employees, shareholders, Bankers, Statutory authorities and to the society at large. Our Business Responsibility Report includes the responses of the Company to the questions on its practices and performance on key principles defined by the Regulation 34(2)(f) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 covering topics across environment, governance and stakeholder relationships. We provide hereunder the Business Responsibility Report in the format provided under Regulation 34(2)(f) of SEBI (listing Obligations and Disclosure Requirements) Regulations, 2015.

SECTION A: GENERAL INFORMATION ABOUT THE COMPANY

    1. Corporate Identity Number (CIN) of the Company : L51109WB1974PLC029637
    1. Name of the Company : IFB Industries Limited
    1. Registered Office Address : 14, Taratolla Road, Kolkata 700088

Website: www.iĠindustries.com

E-mail id : investors@iĠglobal.com

    1. Financial Year reported : 2020-2021
    1. Sector(s) that the Company is engaged in (industrial activity code-wise)
Sl. No. Name and Description of main products/ service NIC Code of the Product/Service
1 Engineering – Manufacture of diverse parts and accessories for 29301
motor vehicles etc.
2 Home Appliances Products 27501
    1. List three key products/services that the Company manufactures/provides (as in balance sheet)
  • (a) Diverse parts and accessories for motor vehicles etc.
  • (b) Washing Machines
  • (c) Microwave Ovens
    1. Total number of locations where business activity is undertaken by the Company
  • (a) Number of International Locations (Provide details of major 5): NIL. However, the company has a subsidiary i.e. Global Automotive & Appliances Pte. Ltd. at Singapore and a step down subsidiary Thai Automotive & Appliances Ltd. at Thailand.
  • (b) Number of National Locations: The Company's business and operations are spread across the country. Details of Plant locations are provided in the section, 'General Shareholder Information' in the Corporate Governance Report.
    1. Markets served by the Company IFB's products and services have a national presence and some of products are exported.

SECTION B: FINANCIAL DETAILS OF THE COMPANY

    1. Paid up Capital (INR): Rs.4,128 lacs
    1. Total Turnover (INR): Rs. 2,73,566 lacs
    1. Total profit aĞer taxes (INR): Rs. 6,174 lacs
    1. Total Spending on Corporate Social Responsibility (CSR) as percentage of profit aĞer tax (%): 2..52% of average profit for previous three years.

    1. List of activities in which expenditure in 4 above has been incurred:
  • (a) Promoting Education
  • (b) Skill Development Program
  • (c) Eradicating Hunger, malnutrition and safe drinking water.

SECTION C: OTHER DETAILS

    1. Does the Company have any Subsidiary Company/ Companies? Yes.
    1. Do the Subsidiary Company/Companies participate in the BR Initiatives of the parent company? If yes, then indicate the number of such subsidiary company(s) - No
    1. Do any other entity/entities (e.g. suppliers, distributors etc.) that the Company does business with, participate in the BR initiatives of the Company? If yes, then indicate the percentage of such entity/entities? [Less than 30%, 30-60%, More than 60%] - No

SECTION D: BR INFORMATION

1. Details of Director/Directors responsible for BR

  • (a) Details of the Director/Directors responsible for implementation of the BR policy/policies
    1. DIN Number 00827155
    1. Name: Mr. Bikramjit Nag
    1. Designation: Joint Executive Chairman and Managing Director
  • (b) Details of the BR Head
No. Particulars Details Details
1 DIN Number(if applicable) 03498696 07547244
2 Name Mr. Rajshankar Ray Mr. Partha Sen
3 Designation Managing Director and CEO – Home
Appliances Division
Managing Director and CEO –
Engineering Division
4 Telephone number 0832 303380 033 30489299
5 e-mail id rajshankar_ray@iĠglobal.com partha_sen@iĠglobal.com

2. Principle-wise (as per NVGs) BR Policy/policies

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

No. Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
1 Do you have a policy/ policies for.
2 Has the policy being formulated
in consultation with the relevant
stakeholders?
3 Does the policy conform to any national /
international standards? If yes, specify?
4 Has the policy being approved by the
Board? Is yes, has it been signed by MD/
Owner/CEO/ appropriate Board director?
5 Does the Company have a specified
commiĴee of the Board /Director/Official
to oversee the implementation of the
Policy?

No. Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
6 Indicate the link for the policy to be
viewed online?
Policies available on Company website
www.iĠindustries.com
7 Has the policy been formally
communicated to all relevant internal and
external stakeholders?
8 Does the Company have in house structure
to implement the policy/ policies.
9 Does the Company have a grievance
redressal mechanism related to the
policy/ policies to address stakeholders'
grievances related to the policy/ policies?
10 Has the Company carried out independent
audit/ evaluation of the working of this
policy by an internal or external agency?
The BR Policy is evaluated internally.

(b) If answer to the question at serial number 1 against any principle, is 'No', please explain why: (Tick up to 2 options) – Not applicable

3. Governance related to BR

  • (a) Indicate the frequency with which the Board of Directors, CommiĴee of the Board or CEO to assess the BR performance of the Company. Within 3 months, 3-6 months, Annually, More than 1 year: Six Board meetings were held during the year and different commiĴees meeting were held time to time.
  • (b) Does the Company publish a BR or a Sustainability Report? What is the hyperlink for viewing this report? How frequently it is published? –

Yes. It is used to get hosted on website of the Company at www.iĠindustries.com as and when arises.

SECTION E: PRINCIPLE-WISE PERFORMANCE

Principle 1

  1. Does the policy relating to ethics, bribery and corruption cover only the company? Yes/ No. Does it extend to the Group/ Joint Ventures/ Suppliers/Contractors/NGOs /Others?

Yes. It extends only to the Company.

  1. How many stakeholder complaints have been received in the past financial year and what percentage was satisfactorily resolved by the management? If so, provide details thereof, in about 50 words or so

During the past financial year no compliant received.

Principle 2

    1. List up to 3 of your products or services whose design has incorporated social or environmental concerns, risks and/or opportunities.
  • (a) Not directly applicable however, the following points can be noted
  • a. The front loading and top loading automatic washers save water during the washing process compared to manual washing.
  • b. The appliances manufactured and marketed are energy efficient and benchmarked to global standards
  • c. Fine blanking does not have any product design of its own. It manufactures components etc. on the basis of drawings and designs given by customers. FBD follows the process as agreed and approved by the customers.

  • (b) The design process currently followed does not directly incorporate social and environmental inputs however, the manufacturing process followed by the company and by its suppliers have controls on environmental friendly processes, effluent discharge control which are fully addressed as mandated by the Government.

    1. For each such product, provide the following details in respect of resource use (energy, water, raw material etc.) per unit of product (optional):
  • (a) Reduction during sourcing/production/ distribution achieved since the previous year throughout the value chain? Not specifically measured throughout the value chain.

Power to the factory is now through solar energy. Sewage and water effluent treatments are in line with Government regulations. Water is recycled, post treatment, for usage in areas like gardening.

(b)Reduction during usage by consumers (energy, water) has been achieved since the previous year?

All washing machines produced by the company now have 5 star rating in energy norms as per Government Norms. The company started voluntary rating of its products in the year. The new air conditioning manufacturing plant started since 17th March, 2020 is also producing products with energy ratings as per Government directives.

    1. Does the company have procedures in place for sustainable sourcing (including transportation)?
  • (a)If yes, what percentage of your inputs was sourced sustainably? Also, provide details thereof, in about 50 words or so.

No formal procedures wriĴen specifically for sustainable sourcing as on date – as this is still evolving within India. As wriĴen earlier, the supplier partners of the company adhere to all environmental and social standards as mandated by the Government of India.

  1. Has the company taken any steps to procure goods and services from local & small producers, including communities surrounding their place of work?

Yes, the company has built up a complete small producers' supplier base over the years – generating employment in the local community.

(a) If yes, what steps have been taken to improve their capacity and capability of local and small vendors?

For capacity and capability enhancement, the company's suppliers visit technology hubs in India and abroad. They also aĴend exhibitions and learn about new raw material / processing trends. The company organizes discussions / interactions with leading global players also – along-with the local / small supplier partners – thus involving them in all projects and driving the upgradation agenda.

For the Fine Blanking Division (FBD): Most of the subcontracting works done on the products of the company are done through local small vendors and MSME suppliers. The parties are trained and their competencies increased through intervention of company's vendor development department.

  1. Does the company have a mechanism to recycle products and waste? If yes what is the percentage of recycling of products and waste (separately as <5%, 5-10%, >10%). Also, provide details thereof, in about 50 words or so. –

Yes, the company promotes a product "End Of Life" return policy. The company enables exchange of old products and the returned products are then recycled by approved partners in an environmentally friendly manner – in accordance with regulations of the Government of India.

In both the Appliances Division and the Fine Blanking Division, the Scrap generated in the processes are disposed of in accordance to regulations under the EPR standards or are sent to Mini steel plants and copper smelters for recycling into another value added product.

Principle 3

    1. Please indicate the Total number of employees: 2466 Nos. as on March 31, 2021 employees in IFB Industries Ltd – inclusive of the appliances, motor and engineering divisions.
    1. Please indicate the Total number of employees hired on temporary/ contractual/ casual basis. 2353 nos. as on March 31, 2021 – across all divisions of the company
    1. Please indicate the Number of permanent women employees. 259 nos. as on March 31, 2021. across all the division
    1. Please indicate the Number of permanent employees with disabilities None
    1. Do you have an employee association that is recognized by management Not applicable?
    1. What percentage of your permanent employees is members of this recognized employee association? Not applicable
    1. Please indicate the Number of complaints relating to child labour, forced labour, involuntary labour, sexual harassment in the last financial year and pending, as on the end of the financial year :
No. Category No. of complaints filed
during the financial year
No. of complaints pending as on
end of the financial year
1 Child labour/ forced labour/
involuntary labour
NIL
2 Sexual harassment
3 Discriminatory employment
  • 8. What percentage of your under mentioned employees were given safety & skill upgradation training in the last year?
  • (a) Permanent employees 100%
  • (b) Permanent Women employees 100%
  • (c) Casual / Temporary/ Contractual employees 60 70%
  • (d) Employees with disabilities Not applicable

Principle 4

    1. Has the company mapped its internal and external stakeholders? Yes/No Yes – in terms of mapping stake holders upto supplier / sales partner levels
    1. Out of the above, has the company identified the disadvantaged, vulnerable & marginalized stakeholders. No
    1. Are there any special initiatives taken by the company to engage with the disadvantaged, vulnerable and marginalized stakeholders? If so, provide details thereof, in about 50 words or so. - No

Principle 5

  1. Does the policy of the company on human rights cover only the company or extend to the Group/Joint Ventures/ Suppliers/Contractors/NGOs/Others? –

The policy of the company on human rights is cover only the Company.

  1. How many stakeholder complaints have been received in the past financial year and what percent was satisfactorily resolved by the management? -

There was no complaint received related to violation of human rights during 2020-21.

Principle 6

  1. Does the policy related to Principle 6 cover only the company or extends to the Group/Joint Ventures/Suppliers/ Contractors/NGOs/others. –

All supplier partners and also the company itself adhere to the environment and social norms as mandated by the Government of India.

    1. Does the company have strategies/ initiatives to address global environmental issues such as climate change, global warming, etc? Y/N. If yes, please give hyperlink for webpage etc. Not applicable.
    1. Does the company identify and assess potential environmental risks? Not applicable.
    1. Does the company have any project related to Clean Development Mechanism? If so, provide details thereof, in about 50 words or so. Also, if Yes, whether any environmental compliance report is filed? Not applicable
    1. Has the company undertaken any other initiatives on clean technology, energy efficiency, renewable energy, etc. Y/N. If yes, please give hyperlink for web page etc.

The company has projects on energy efficiency at the work place and in its products. Details of the energy efficiency of the company's products and it's activities are listed on the company's website.

  1. Are the Emissions/Waste generated by the company within the permissible limits given by CPCB/SPCB for the financial year being reported? –

Yes

  1. Number of show cause/ legal notices received from CPCB/SPCB which are pending (i.e. not resolved to satisfaction) as on end of Financial Year. –

We have received two notices which have been duly replied.

Principle 7

  1. Is your company a member of any trade and chamber or association? If Yes, Name only those major ones that your business deals with:

Confederation of Indian Industries (CII), GIDC (Local Goa chamber), Consumer Electronics and Manufacturers Association (CEAMA), CII, MAIT.

  1. Have you advocated/lobbied through above associations for the advancement or improvement of public good? Yes/No; if yes specify the broad areas (drop box: Governance and Administration, Economic Reforms, Inclusive Development Policies, Energy security, Water, Food Security, Sustainable Business Principles, Others) Not Applicable

Principle 8

  1. Does the company have specified programs / initiatives/projects in pursuit of the policy related to Principle 8? If yes details thereof.

Not applicable

  1. Are the programs / projects undertaken through in-house team/ own foundation/ external NGO/ government structures/ any other organization?

Not applicable

    1. Have you done any impact assessment of your initiative? Not applicable
    1. What is your company's direct contribution to community development projects- Amount in INR and the details of the projects undertaken?

The company's contribution in CSR projects during 2020-21 was Rs. 156.54 lacs which has been elaborated in Annexure to the Board's Report.

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

Currently the company is working with schools and Charitable Trust and working to establish infrastructure and programs to promote education and skill development for under privileged.

Principle 9

    1. What percentage of customer complaints/consumer cases are pending as on the end of financial year? These are handled on an ongoing manner – through a contact center / service teams.
    1. Does the company display product information on the product label, over and above what is mandated as per local laws? Yes/No/N.A./ Remarks (additional information) – Yes
    1. Is there any case filed by any stakeholder against the company regarding unfair trade practices, irresponsible advertising and/or anti-competitive behavior during the last five years and pending as on end of financial year? If so, provide details thereof, in about 50 words or so - No

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

Yes, these are done on an ongoing manner – through the contact centers, service teams etc as applicable on an ongoing basis.

For and on behalf of the Board of Directors

Bikramjit Nag (DIN: 00827155) Joint Executive Chairman & Managing Director

Prabir Chatterjee

Place : Kolkata(DIN: 02662511) Date : 14th June 2021 Director & CFO

Form AOC-1

(Pursuant to fi rst proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014)

Statement containing salient features of the fi nancial statement of subsidiaries or associate companies or joint ventures

Part A : Summary of Financial Information of Subsidiary Companies

(Rs. in lacs)

Sl. No. 1 2 3
Name of the subsidiary Trishan Metals Private
Limited
Global Automotive &
Appliances Pte Ltd.
Thai Automotive and
Appliances Limited
The date since when subsidiary
was acquired
11 July 2016 13 July 2017 13 July 2017
Reporting period for the
subsidiary concerned, if different
from the holding company's
reporting period.
Same as holding
company ie.,
31 March, 2021
Same as holding
company ie.,
31 March, 2021
Same as holding
company ie., 31 March,
2021
Reporting currency Indian Rupees U.S. Dollar Thai BhaĴ
Exchange rate as on the last date
of the relevant Financial year in
the case of foreign subsidiaries.
73.11 2.34
Indian Rupees 2347 2976 2763
Reserves and surplus (2201) 609 (792)
Total assets 3703 4566 3767
Total Liabilities 3557 981 1796
Investments (excluding
investments made in
subsidiaries)
Turnover 7815 3360 4109
Profit before taxation (265) 102 60
Provision for taxation (325) 10 15
Profit aĞer taxation 60 92 45
Proposed Dividend
Extent of shareholding (in
percentage)
100% 100% 100%

Notes :

  1. There are no subsidiaries which are yet to commence operations

  2. There are no subsidiaries which have been liquidated or sold during the year.

Part B : Associates and Joint Ventures

Statement containing salient features of the fi nancial statement of subsidiaries or associate companies or joint ventures

Since there are no associates and joint ventures as at 31 March, 2021 the information required in Part B has not been furnished.

Notes :

    1. There are no associates or joint ventures which are yet to commence operations.
    1. There are no associates or joint ventures which have been liquidated or sold during the year.

For and on behalf of the Board of Directors

Bikramjit Nag

(DIN: 00827155) Joint Executive Chairman & Managing Director

Prabir Chatterjee

Place : Kolkata(DIN: 02662511) Date : 14th June 2021 Director & CFO

ANNEXURE - H

KEY FINANCIAL RATIOS

Disclosure of Key Financial Ratios pursuant to Schedule V(B) to the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Key Financial Ratios for the Company:

Sl. No. Particulars FY 2020-21 FY 2019-20
i) Interest Coverage Ratio ( No of times) 1 11 20
ii) Debt Equity Ratio (No of times) 2 0.27 0.43
iii) Operating Profit Margin (%) 3 4.71 1.67
iv) Net Profit Margin (%) 3 2.26 1.09

Notes :

    1. Interest expenses on borrowings have increased in FY 21 as compared to last year, full impact on increased borrowings was not refl ected as borrowings happened mostly in second half of the year. Secondly the company made pre-payments to DBS Bank India Ltd. & Standard Chartered Bank and charges on pre-payments also enhanced interest expenses.
    1. Debt decreased on account of two pre-payments made during the year one in December'20 to DBS Bank India Ltd. for Rs. 2291 lacs and another for Rs. 2832 lacs in January' 21 to Standard Chartered Bank. Apart from these pre-payments, the residual old term loan amount of Rs. 250 lacs from DBS Bank India Ltd was also cleared off during the year. This has reduced the debt portion as compared to equity.
    1. There has been signifi cant improvement in margin due to favouable product mix, decline in material costs and operating expenses.

Return on Net Worth

Return on net worth for the year has been improved to 10.3% from 5.2% of previous year due to signifi cant improvements in margins.

& Managing Director

For and on behalf of the Board of Directors

Bikramjit Nag (DIN: 00827155) Joint Executive Chairman

Place : Kolkata(DIN: 02662511) Date : 14th June 2021 Director & CFO

Prabir Chatterjee

REPORT ON CORPORATE GOVERNANCE

[Pursuant to Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015(hereinaĞ er referred as "SEBI LODR")]

1) Company's philosophy on code of Governance

The Company is commiĴ ed to good Corporate Governance. The Company fully realizes the rights of its shareholders to information on the performance of the Company and considers itself a trustee of its shareholders. The Company is of the view that good Corporate Governance is an optimum mix of regulatory compliances as well as voluntary disclosures and practices.

The Company is focused on aĴ aining the highest levels of transparency, fairness, accountability and integrity in its dealings with all the constituents of its business i.e. the stakeholders. Towards this end, substantial disclosures on the Board of Directors and its CommiĴ ees, fi nancial and stock performance has been made in this Annual Report.

2) Board of Directors

A) Composition of the Board of Directors as on 31 March 2021 is as follows:

The Board of Directors of the Company had an optimum combination of Executive, Non-Executive and Independent Directors. The Composition of the board as on 31 March 2021 is as per "SEBI LODR".

Category No. of Directors %
Executive Directors 6 43.00
Non-Executive & Independent Directors 7 50.00
Non-Executive & Non-Independent Director 1 7.00
Total 14 100.00

B) Particulars of Directorships & CommiĴ ee Chairmanship/Membership of other Companies & AĴ endance at the Board Meetings & Last AGM held on 4th September 2020

Name Category No. of
Board
Meetings
aĴended
during
Last AGM
AĴended
No. of Directorships
in other Indian Public
Limited Companies as
on 31 March 2021*
March 2021** No. of CommiĴee
position held in other
Indian Public Limited
Companies as on 31
Directorship in other
listed entity (Category
of Directorship)
2020-21 Chairman Member Chairman Member
Mr Bijon Nag
(Executive Chairman)
Executive, Non
Independent
1 Yes 1 IFB Agro Industries
Limited-Non Executive
Chairman, Non
Independent
Mr Bikramjit Nag
(Joint Executive
Chairman & MD)
Executive, Non
Independent
6 Yes 1 2 IFB Agro Industries
Limited -
Joint Executive
Chairman, Non
Independent
Mr Prabir ChaĴerjee Executive, Non
Independent
6 Yes 1
Mr Sudip Banerjee Non-Executive,
Non
Independent
6 Yes 3 3 1. Kesoram Industries
Limited (Non-Executive,
Independent)
2. L & T Technology
Services Limited (Non -
Executive, Independent)
3. LTI Limited (Non -
Executive, Independent)

Name Category No. of
Board
Meetings
aĴended
during
Last AGM
AĴended
No. of Directorships
in other Indian Public
Limited Companies as
on 31 March 2021*
No. of CommiĴee
position held in other
Indian Public Limited
Companies as on 31
March 2021**
Directorship in other
listed entity (Category
of Directorship)
2020-21 Chairman Member Chairman Member
Dr Rathindra Nath
Mitra
Non-Executive,
Independent
6 Yes 1 1
Ms. Sangeeta
Shankaran Sumesh
Non-Executive,
Independent
6 Yes
Mr. Rahul
Choudhuri
Non-Executive,
Independent
6 Yes
Mr. Ashok Bhandari Non-Executive,
Independent
6 Yes 8 5 1. IntrasoĞ Technologies
Limited (Non -
Executive, Independent)
2. Maithan Alloys
Ltd (Non - Executive,
Independent)
3. Maharashtra
Seamless Limited( Non -
Executive, Independent)
4. N.B.I. Industrial
Finance Co. Ltd. (Non -
Executive, Independent)
5. Rupa & Company
Limited (Non -
Executive, Independent)
6. Skipper Limited
(Non - Executive,
Independent)
Mr. Chacko Joseph Non-Executive,
Independent
6 Yes 2
Mr. Partha Sen
(Appointed on
30.10.2020)
Executive, Non
Independent
4 N.A 1
Mr. Raj Shankar
Ray (Appointed on
30.10.2020)
Executive, Non
Independent
3 N.A
Mr. Amar Singh
Negi (Appointed on
30.10.2020)
Executive, Non
Independent
3 N.A
Mr. Biswadip Gupta
(Appointed on
10.02.2021)
Non-Executive,
Independent
1 N.A 1 8 2 1 Vesuvius India Ltd
Name Category No. of
Board
Meetings
aĴended
during
Last AGM
AĴended
No. of Directorships
in other Indian Public
Limited Companies as
on 31 March 2021*
March 2021** No. of CommiĴee
position held in other
Indian Public Limited
Companies as on 31
Directorship in other
listed entity (Category
of Directorship)
2020-21 Chairman Member Chairman Member
Mr. Desh Raj Dogra
(Appointed on
10.02.2021)
Non-Executive,
Independent
1 N.A 1 5 2 3 1. S Chand and
Company limited (Non -
Executive, Independent)
2. Welspun Corp
Limited (Non -
Executive, Independent)
3. Capri Global
Capital Limited (Non -
Executive, Independent)
4. Axiscades
Technologies limited
(Non - Executive,
Independent)
5. Sintex Plastics
Technology Limited
(Non - Executive,
Independent)

*Number includes only Public limited companies as per Companies Act, 2013.

**Only Membership/ Chairmanship of Audit Committee, Stakeholders Relationship Committee have been considered.

None of the Directors held directorship in more than 10 Public Limited Companies and/or were members of more than 10 committees or acted as Chairman of more than 5 committees across all the Indian Public Limited Companies in which they were Directors.

None of the Directors served as Director in more than 8 listed Companies.

None of the Independent Directors served as an Independent Director in more than 7 listed Companies.

No Director is related to any other Director on the Board except Mr. Bijon Nag and Mr. Bikramjit Nag in terms of the definition of "Relative" given under the Companies Act, 2013.

No shares or any other convertible instrument is held by any Non-Executive Director during the year.

C) Board Meetings held in the fi nancial year 2020-2021

The Board meets at least once in a quarter in order to consider amongst other business, the quarterly performance of the Company and its fi nancial results. The gap between any two meetings does not exceed 120 days.

During the year under review 6 meetings were held on following dates:

6th July 2020, 6th August 2020, 30th October 2020, 30th December 2020, 28th January 2021 and 29th March 2021.

D) Independent Directors

The Company has complied with the defi nition of Independent Director as per "SEBI LODR" and according to the Provisions of section 149(6) Companies Act, 2013. In terms of Regulation 25(8) of the SEBI Listing Regulations, they have confi rmed that they are not aware of any circumstance or situation which exists or may reasonably be anticipated that could impair or impact their ability to discharge their duties. Based on the declarations received from the Independent Directors, the Board of Directors has confi rmed that they meet the criteria of independence as mentioned under Section 149 of the Act and Regulation 16(1)(b) of the SEBI Listing Regulations and that they are independent of the management. Further, the IDs have in terms of Section 150 of the Act read with Rule 6 of the Companies (Appointment & Qualifi cation of Directors) Rules, 2014, confi rmed that they have enrolled themselves in the Independent Directors' Databank maintained with the Indian Institute of Corporate Aff airs.

i) Training of Independent Directors

Whenever new Non-executive and Independent Directors are inducted on the Board they are introduced to our Company's culture through appropriate session and they are also introduced to our organization structure, our business, constitution, board procedures, our major risks and management strategy.

The appointment leĴ ers of Independent Directors has been placed on the Company's website at hĴ p:// iĠ industries.com.

ii) Performance Evaluation of Board, its commiĴ ees and individual Directors

During the year, the Board evaluated the performance of its own performance, its commiĴ ees and individual directors which has been recommended by Nomination and Remuneration CommiĴ ee. All the Directors are eminent personalities having wide experience in the fi eld of business, industry and administration. Their presence on the Board is advantageous and fruitful in taking business decisions.

iii) Separate Meeting of the Independent Directors

The Independent Directors held a Meeting on 29th March, 2021, without the aĴ endance of Non-Independent Directors and members of Management. All Independent Directors were present at the meeting.

iv) Familiarisation program for Independent Directors

The familiarisation of the Independent Directors is done by the Managing Director/ Executive Director / Sr. Management Personnel who conducts presentations/ programmes to familiarise the Independent Directors with the operations and functioning of the Company.

Such presentation/ programs enable the Independent Directors to directly interact with senior leadership of the company and help them to know Company's strategy, business model, product, market, fi nance, human resource, technology and such other areas as may arise from time to time. Presentations cover annual results, budgets, policies, internal audit etc.

The presentation/ program familiarizes the Independent Directors with their role, rights and responsibilities specifi ed under the Companies Act and the "SEBI LODR". The Web link of the familiarization programme is given under the offi cial website of the company at hĴ p://www.iĠ industries.com

The Company is also conducting familiarisation program whenever a new Independent Director is inducted on the Board of the Company.

E) Code of conduct

The Board of the Company has laid down a code of conduct for all Board members and for its employees including Senior Management of the Company. The Code of Conduct is available on the website of the Company under the weblink: hĴ p://iĠ industries.com. All Board members and Senior Management personnel have affi rmed compliance with the Code of Conduct.

F) Skills / Expertise/ Competencies of Board of Directors

The Board composition is evenly poised between members specialized in Technical & commercial fi elds. The specialized skills/ experience of Board Members are given hereunder :

1. Mr. Bij on Nag, Chairman

Mr. Bij on Nag a Mechanical Engineer, Mentor, having more than fi ve decades of vast experience in Machine tool and Engineering industries. He is a visionary for our state of art Washing Machine factory at Goa, Engineering Factories in Kolkata & Bangalore.

2. Mr. Bikramjit Nag, Joint Executive Chairman and Managing Director

Mr. Bikramjit Nag a BBA from Richmond College, U.K. His area of core competency area includes Business Management, Controls, Financial analysis, Planning, Strategic decision Making, Marketing etc.

  1. Mr. Sudip Banerjee, Non Executive Director

Mr. Sudip Banerjee Graduated in Economics ( Hons.) from Sri Ram College of Commerce, New Delhi and obtained Diploma in Management from AIMA. Mr. Banerjee is having rich exposure in functions like business development, Operations, Technology, H.R, IT services, acquisitions etc.

  1. Dr. Rathindra Nath Mitra, Independent Director

Dr. Rathindra Nath Mitra is a B.Sc. ( Hons.) from IIT Kharagpur, M. Sc., DIIT from IIT Kharagpur and also a Ph. D from IIT Kharagpur. He is specialized in process development and IT System etc.

  1. Mr. Ashok Bhandari, Independent Director

Mr. Ashok Bhandari, a qualifi ed Chartered Accountant and his key areas of competency includes Fund Management, negotiation with Banks, Govt., JV Partners, technology and equipment suppliers etc.

6. Ms. Sangeeta Sumesh, Independent Director

Ms Sangeeta Sumesh has done her graduation in commerce from the University of Madras. She is a qualifi ed Chartered Accountant, Cost Accountant and also a Certifi ed Public Accountant from Botswana Institute of Accountants. She also has undergone Executive Education in Organizational leadership from Harvard Business School. She is a credentialed coach from International Coaching Federation. She got comprehensive experience in diversifi ed areas including cost & management Controls, Financials Analysis, Strategic Management, CSR activities, Corporate governance, Risk Management, Operations Management etc.

  1. Mr. Chacko Joseph, Independent Directorr

Mr. Chacko Joseph, a qualifi ed Chartered Accountant with 37 years rich experience in overseeing fi nancial operations encompassing Financial Reporting, Strategic Financial Reporting, Project Financing, Budgeting, Finance & Accounting, Auditing, International Business and System Implementations etc.

8. Mr. Rahul Choudhuri, Independent Director

Mr. Rahul Choudhuri Hons. Graduated from Presidency College, Kolkata, Certifi ed Associates of Indian Institute of Banking, Mumbai. His key areas of competency includes management of forex risk, treasury management, working capital management, investment etc.

9. Mr. Prabir ChaĴ erjee, Whole-time Director and Chief Financial Offi cer

Mr. Prabir ChaĴ erjee a B.Sc. & qualifi ed Cost Accountant and core areas of competency includes Management Accounting, Financial Accounting, Budgeting, Control, Financial Analysis etc.

  1. Mr. Partha Sen, Managing Director & CEO – Engineering Division

Mr. Partha Sen (68), B. Tech (Hons)- Chemical Engg. IIT KGP, MS in Chemical Engg. and Material Science from Syracuse University, New York, USA. He has more than 44 years of experience.

11. Mr. Raj Shankar Ray, Managing Director & CEO – Appliances Division

Mr. Rajshankar Ray (51), B. Tech, Mechanical Engg,1991, IIT, Kharagpur. He has more than 29 years of experience.

  1. Mr. Amar Singh Negi, Executive Director -Service Business Head

Mr. Amar Singh Negi (60), Four Years Post diploma in Electrical Engg from YMCA Institute of Engineering Faridabad in 1982, specialization in Electrical Machines and Power apparatus. He has more than 38 years of experience.

  1. Mr. Biswadip Gupta, Independent Director

Mr. Biswadip Gupta (70 years) is a BE (Metallurgy) and MBA (Marketing) and has more than 43 years' experience in steel and refractory industry etc.

  1. Mr. Desh Raj Dogra, Independent Director

Mr. Desh Raj Dogra, Bachelor's and Master's in Agriculture from Himachal Pradesh University and MBA from Faculty of Management Studies, University of Delhi. He is a certifi ed associate of the Indian Institute of Bankers. He has over 37 years of experience in the fi nancial sector in the areas of banking and credit rating.

G) Confi rmation

The Board of Directors of the Company has confi rmed that the Independent Directors of the Company fulfi ll the conditions specifi ed in the SEBI ( LODR) Regulations, 2015 and they are Independent of the management as on 31.03.2021.

3. Audit CommiĴ ee

A) Terms of Reference

The Audit CommiĴ ee is responsible for reviewing with the management the fi nancial statements and adequacy of internal audit function and to discuss signifi cant internal audit fi ndings. The CommiĴ ee acts as a link between the management, external and internal auditors and the Board of Directors of the Company. The broad terms of reference of this CommiĴ ee cover the maĴ ers specifi ed for Audit CommiĴ ees under section 177 of the Companies Act, 2013 as well as "SEBILODR":

  • i) Overview of the Company's fi nancial reporting processes and fi nancial information disclosure;
  • ii) Review with the Management, the annual and quarterly fi nancial statements before submission to the Board; maĴ ers to be included into the Director Responsibility Statement;
  • iii) Monitoring the auditor's independence and performance, and eff ectiveness of audit process;
  • iv) Review with the Management, the Internal and External Audit Reports and the adequacy of internal control systems and risk management systems;
  • v) Review the adequacy and eff ectiveness of accounting and fi nancial controls of the company, compliance with the Company's policies and applicable laws and regulations;
  • vi) Review the functioning of the Whistle Blower Mechanism;
  • vii) Recommending the appointment and removal of External Auditors and fi xation remuneration and of audit terms;
  • viii) To approve transaction at the Company with related parties.
  • ix) Review of utilisation proceeds raised from Public/Right issue.
  • B) Composition, Name of members, Number of meetings, Chairman and aĴ endance of the Audit CommiĴ ee during the fi nancial year 2020-21:
Name of Members Member/Chairman No. of Meetings
held
No. of Meetings
aĴ ended
Dr. Rathindra Nath Mitra Chairman 5 5
Mr. Ashok Bhandari Member 5 5
Ms. Sangeeta Sumesh Member 5 5
Mr. Chacko Joseph Member 5 5
Mr. Prabir ChaĴ erjee Member 5 5
  • The Company Secretary acted as the 'Secretary' to the Audit CommiĴ ee.
  • The Chairman of the audit commiĴ ee is an Independent Director.

C) No. of Meetings held during the year

During the year under review fi ve meetings were held of the members of the CommiĴ ee which are as follows: 6th July 2020, 6th August 2020, 30th October 2020, 30th December 2020 and 28th January 2021.

M/s DeloiĴ e Haskins & Sells, Statutory Auditors, Internal Auditors of the Company are invited to aĴ end the Audit CommiĴ ee Meetings.

The Minutes of the Audit CommiĴ ee are circulated to all the members of the CommiĴ ee.

4. Nomination and Remuneration CommiĴ ee:

A) Terms of reference :

This CommiĴ ee identifi es the persons, who are qualifi ed to become Directors of the Company / who may be appointed in Senior Management in accordance with the criteria laid down, recommend to the Board their appointment and removal and also carries out evaluation of the performance of the board, its commiĴ ees and each director's performance. The CommiĴ ee also formulate the criteria for determining qualifi cations, positive aĴ ributes, independence of the Directors and recommend to the Board a Policy, relating to the remuneration for the Directors, Key Managerial Personnel and other employees.

B) Composition, Name of members, Number of meetings, Chairperson and aĴ endance of the Nomination and Remuneration CommiĴ ee during the fi nancial year 2020-21 :

Name of Members Member/Chairman No. of Meetings
held
No. of Meetings
aĴ ended
Dr. Rathindra Nath Mitra# Erstwhile Chairman 4 3
Mr. Ashok Bhandari* Chairman 4 1
Mr. Rahul Choudhuri Member 4 4
Mr. Sudip Banerjee Member 4 4
Ms. Sangeeta Shankaran Sumesh** Member 4 1

*Appointed as member and Chairman in the CommiĴ ee on 28th January, 2021

# Cessation from the CommiĴ ee as Chairman and Member w.e.f 28th January, 2021.

**Appointed as member in the CommiĴ ee on 28th January, 2021

C) No. of meetings held during the year

During the year under review four meetings were held on 4th July, 2020, 29th October 2020, 30th December, 2020 and 9th February, 2021.

D) Nomination and Remuneration Policy

The Nomination and Remuneration policy may be referred to at the Company's offi cial website at the web link hĴ p://iĠ industries.com/nomination_remuneration_policy.php.

E) Remuneration paid or payable to Directors for the year ended 31 March 2021 are as follows:

(Fig in Rs.)
Name of Director SiĴ ing Fees Salary and Total Stock Option
Perquisites granted
Mr. Bij on Nag 1,53,23,043 1,53,23,043 NIL
Mr. Bikramjit Nag 88,16,159 88,16,159 NIL
Mr. Prabir ChaĴ erjee 88,03,218 88,03,218 NIL
Mr. Rajshankar Ray# 33,80,092 33,80,092 NIL
Mr. Partha Sen# 35,45,844 35,45,844 NIL
Mr. Amar Singh Negi# 31,31,383 31,31,383 NIL
Mr. Sudip Banerjee 8,40,000 8,40,000 NIL
Dr. Rathindra Nath Mitra 11,90,000 11,90,000 NIL
Ms. Sangeeta Shankaran Sumesh 8,70,000 8,70,000 NIL
Name of Director SiĴ ing Fees Salary and Total Stock Option
Perquisites granted
Mr. Rahul Choudhuri 9,40,000 9,40,000 NIL
Mr. Ashok Bhandari 10,10,000 10,10,000 NIL
Mr. Chacko Joseph 8,70,000 8,70,000 NIL
Mr. Desh Raj Dogra 1,30,000 1,30,000 NIL
Mr. Biswadip Gupta 1,30,000 1,30,000 NIL
Total 59,80,000 4,29,99,739 4,89,79,739
  • No severance fee is payable, no stock option has been given & no performance bonus is granted.
  • Other than siĴ ing fees, there is no other pecuniary relationship or transactions with any of the Non Executive Directors.

# Mr. Rajshankar Ray appointed as Managing Director & CEO of Appliances Division w.e.f 30th October, 2020 # Mr. Partha Sen appointed as Managing Director & CEO of Engineering Division w.e.f 30th October, 2020 # Mr. Amar Singh Negi appointed as Executive Director- Service Business Head w.e.f 30th October, 2020.

5. Corporate Social Responsibility CommiĴ ee (CSR)

A) Terms of reference

The CommiĴ ee formulates and recommend to the Board a CSR Policy. CommiĴ ee framed a mechanism for implementation of CSR projects or programs or activities undertaken by the Company and also monitor CSR Policy from time to time. This policy has been placed in the website of the company at the weblink hĴ p:// iĠ industries.com/csr_policy.php

B) No of meetings held during the year

During the year the CommiĴ ee had one meeting i.e. on 29th March, 2021.

C) Composition, Name of Members and AĴ endance

The CSR CommiĴ ee of the company consists of Non-Executive, Independent and Executive Director

Name of Director Position No of Meetings
held
No of Meetings
aĴ ended
Mr. Sudip Banerjee Chairman 1 1
Mr. Ashok Bhandari Member 1 1
Mr. Prabir ChaĴ erjee Member 1 1

6. Risk Management

A) Terms of reference :

The CommiĴ ee formulates and recommend to the Board a Risk Management Policy. The primary objectives of the CommiĴ ee are to assist the Board in the following :

  • i. To assist the Board in fulfi lling its responsibilities with regard to the identifi cation, evaluation and mitigation of strategic, operational, and external environment risks.
  • ii. To periodically assess risks to the eff ective execution of business strategy by reviewing key leading indicators in this regard.
  • iii. To periodically review the risk management processes and practices of the Company and ensure that the Company is taking the appropriate measures to achieve prudent balance between risk and reward in both ongoing and new business activities.
  • iv. To evaluate signifi cant risk exposures of the Company and assess the Management's actions to mitigate the exposures in a timely manner.

B) No of meetings held during the year

During the year the CommiĴ ee had two meetings i.e. on 11th September 2020 and 26th March 2021.

C) Composition, Name of Members and AĴ endance

The Risk Management CommiĴ ee of the company consists of Non-Executive, Independent and Executive Director

Name of Director Position No of Meetings
held
No of Meetings
aĴ ended
Dr. Rathindra Nath Mitra Chairman 2 2
Mr. Sudip Banerjee Member 2 2
Mr. Rahul Choudhuri Member 2 2
Mr. Chacko Joseph Member 2 1
Mr. Prabir ChaĴ erjee Member 2 2
Mr. Raj Shankar Ray Member 2 2
Mr. Partha Sen Member 2 2

7. Investors Grievance & Stakeholder's Relationship CommiĴ ee :

A) Terms of reference :

The terms of reference of the CommiĴ ee includes the following:

  • i. To review all complaints recorded in SCORES of SEBI and replies made to the same by the RTA/Company Secretary of the Company.
  • ii. To receive report on all complaints recorded in SCORES of the Registrar and Share Transfer Agent and note the corrective actions taken by the Registrars.
  • iii. To take action of all grievances and complaints lodged by stock exchange, shareholder associations and other bodies.
  • iv. To review grievances of other Stakeholders of the Company given in their individual capacity.
  • v. Overview activities relating to Share maintenance and related work.
  • B) Composition and aĴ endance of the Investors Grievance & Stakeholder's Relationship CommiĴ ee during the fi nancial year 2020-21 :
Name of Members Executive/ Non Member/ No. of Meetings No. of Meetings
Executive Chairman held aĴ ended
Dr. Rathindra Nath Mitra Independent Chairman 6 6
Mr. Ashok Bhandari Independent Member 6 6
Mr. Prabir ChaĴ erjee Executive Member 6 6
Mr. Rahul Choudhuri Independent Member 6 6

In view of compulsory trading of shares in dematerialized form and consequent lowering of volume of physical transfers there were very few complaints which were adequately addressed to at the level of the Compliance Offi cer and CB Management Services (P) Ltd., the Registrar & Shares Transfer Agent of the Company for shares both in physical and demat modes.

C) No. of Meetings Held during the year

During the year under review six meetings were held on the following dates:

21st July 2020, 18th September 2020, 9th December 2020, 18th December 2020, 13th January 2021 and 4th March 2021.

D) Complaints

No. of shareholders complaints received so far 7
No. of complaints not solved to the satisfaction of shareholders 0
No. of pending complaints 0
No of Complaint disposed off 7

E) Name, Designation & Address of the Compliance Offi cer :

Mr. G Ray Choudhury, Company Secretary IFB Industries Limited Plot No IND-5 Sector 1, East Kolkata Township Kolkata 700107 Tel: (033) 39849524 Fax: (033) 24421003 E-Mail: investors@iĠ global.com

8. General Body Meetings :

A) Location and time where last three AGMs were held:

Annual General Meeting Date Time Venue of the AGM No of Special
Resolutions passed
44th Annual General
Meeting
4th
September
2020
10.30 A.M through Video
Conferencing ("VC") /
Other Audio Visual Means
("OAVM")
7
43rd Annual General
26 July 2019
9.30 A.M
Meeting
Club Ecovista, Eco Space
(Business Park), Premises
No. 2F/11, Action Area
II, Rajarhat, New Town,
Kolkata – 700 156.
1
42nd Annual General
Meeting
27 July 2018 9.30 A.M Club Ecovista, Eco Space
(Business Park), Premises
No. 2F/11, Action Area II,
Rajarhat, New Town,
Kolkata – 700 156.
1
B) Whether any special resolution passed in the previous three AGMs : Yes
C) Whether any special resolution passed last year through postal ballot : No
i)
Details of voting paĴ ern
: Not Applicable
ii)
Person who conducted the postal ballot exercise
: Not Applicable
D) Whether any special resolution is proposed to be conducted through postal ballot : No
E) Procedure for postal ballot :
Company will comply with the requirements of postal ballot as and when such
maĴ er arises requiring approval of the shareholders by such process under the

Companies Act, 2013 and Rules made there under, if any. : Not Applicable

9. Means of communication :

The quarterly, half yearly and annual results of the Company are forthwith communicated to the Stock Exchanges with whom the Company has listing agreements as soon as the results are approved and taken on record by the Board of Directors of the Company. Further, the results are generally published in leading newspapers such as Business Standard (English) and Aajkal (Bengali). Presentation of quarterly Results were made to the Stock Exchanges & also in company website during the year 2020-21. Investors calls on such presentations were duly aĴ ended and redressed by company representative.

The quarterly, half-yearly and annual fi nancial results and Offi cial News releases are posted in respective Stock Exchange web-sites and also on the web site of the Company..

10. General Shareholder Information :

i) 45th AGM date, time and venue : 6thAugust, 2021
At 10.30. A.M
The Company is conducting meeting through VC / OAVM
pursuant to the MCA Circular dated May 5, 2020 read with
circulars dated April 8, 2020, April 13, 2020 and January 13,
2021 and as such there is no requirement to have a venue for
the AGM.
ii) Financial Year : 1 April 2020 to 31 March 2021
iii) Book Closure date : 31.07.2021 to 06.08.2021
iv) Dividend payment date : Dividend is not recommended.
v) Listing on Stock Exchange : a)
BSE Limited
b)
The National Stock Exchange of India Limited
c)
The CalcuĴ a Stock Exchange Association Limited (CSE)
(applied for delisting)
vi) Listing Fees to Stock Exchange : The listing Fees for NSE, BSE & CSE has been paid with in
time limit for the year 2020-21.
vii) Stock Code : BSE
:
505726
NSE
:
IFBIND
CSE
:
10019067
viii) Market Price Data (In Rupees) : Monthly High and Low quotation along with the volume

of shares traded at National Stock Exchange of India Ltd during the Financial Year 2020-21. NATIONAL STOCK EXCHANGE OF INDIA LIMITED

Monthly Low (Rs.) Monthly High (Rs.) Monthly Volume
255.00 495.00 1548149
332.00 408.00 974730
375.00 470.00 2831529
361.20 433.00 1072149
362.00 550.00 4028987
445.05 687.00 5030452
NATIONAL STOCK EXCHANGE OF INDIA LIMITED
Period High (Rs.) Low (Rs.) Monthly Volume
Oct-20 594.30 793.80 3002916
Nov-20 681.10 802.00 933431
Dec-20 760.00 1217.95 2750057
Jan-21 1150.00 1459.00 1790547
Feb-21 1090.30 1502.90 786298
Mar-21 970.75 1249.00 1649105

Share price performance in comparison to broad based indices- NSE High V/S NIFTY High on a month to month basis

ix) Registrar & Share Transfer Agent : CB Management Services (P) Ltd.

P-22, Bondel Road, Kolkata - 700 019 Tel : (033) 4011 6700/2280 6692/2282 3643/2287 0263 Fax : (033) 4011 6739 E-mail : [email protected] Website : www.cbmsl.com

x) Share Transfer System

In order to expedite the process, the Board of Directors has delegated the authority to approve the share transfers to the Stakeholder's Relationship CommiĴ ee of the Company. The transactions of shares held in Demat and Physical form are handled by the Company's Registrar, CB Management Services (P) Ltd.

Shares transferred in physical form during the years are as follows :

Particulars 2020-21 2019-20
No. of Shares Transferred 200 1781
Total No. of Shares 4,05,18,796 4,05,18,796
% on Share Capital 0.00 0.00

As on 31 March 2021 As on 31 March 2020
No. of Equity
Shares Held
No. of share
holders
% of Share
holders
No. of
Shares
% of Share
holding
No. of share
holders
% of Share
holders
No. of
Shares
% of Share
holding
1-500 23479 96.08 1502125 3.71 22859 95.86 1763561 4.35
501-1000 419 1.72 327286 0.81 490 2.06 376645 0.93
1001-2000 211 0.86 307386 0.76 200 0.84 291974 0.72
2001-3000 103 0.42 266808 0.66 96 0.40 242793 0.60
3001-4000 42 0.17 148541 0.36 38 0.16 132323 0.33
4001-5000 32 0.13 150066 0.37 34 0.14 159708 0.39
5001-10000 66 0.27 486226 1.20 51 0.21 357110 0.88
10001 and above 86 0.35 37330358 92.13 79 0.33 37194682 91.80
Total 24438 100.00 40518796 100.00 23847 100.00 405187966 100.00

xii) Distribution of Shareholding & Shareholding PaĴ ern :

A) Distribution of Shareholding as on 31 March 2021 :

B) Shareholding PaĴ ern as on 31 March 2021 :

No. of Shares % of total
Indian Promoters 30373199 74.96
Mutual Funds/UTI 551949 1.36
Alternate Investment Funds 57000 0.14
Foreign Portfolio Investors 3286593 8.11
Banks, Financial Institutions 3542 0.01
Indian Public 3261477 8.05
Trust 34335 0.08
Clearing Members 99617 0.25
Non - Resident Indians 78034 0.19
Private Corporate Bodies 1684402 4.16
Employee 198084 0.49
Director & Director Relatives 47892 0.12
LLP 767162 1.89
HUF 75510 0.19
Total : 40518796 100.00

xii) Dematerialization of shares :

As on 31 March 2021, 98.23% of the Company's total shares representing 3,98,00,827 shares were held in dematerialised form and the balance 1.77% representing7,17,969 shares were held in physical form.

xiii) Commodity Price Risk or Foreign Exchange Risk and Hedging Activities :

The Company is exposed to foreign currency risk for the raw materials, fi nished goods and capital goods that it imports and export of fi nished goods and engages in foreign currency hedging with banks by way of currency forward contracts in order to protect its foreign exchange exposure arising from its foreign-currency denominated purchase in terms of the foreign exchange risk management policy of the Company.

xiv) Credit Ratings :

Credit Ratings obtained by the Company for any debt instrument, fi xed deposit programme for any other scheme involving mobilization of funds : India Ratings and Research has given credit rating of diff erent instruments. The details of Credit Ratings are available on the website of the Company.

  • any convertible instruments conversion any GDRs/ ADRs/Warrants
  • xv) Outstanding GDRs/ADRs/Warrants or : The Company has not issued any Convertible instruments

14 Taratolla Road, Kolkata 700088
JL-71, P.O. Bishnupur, Gangarampur, West Bengal
L-1, Verna Electronic City, Verna, Selcete, Goa - 403722
62, 64 & 66 CorlimIndl. Estate, CorlimIlhas, Goa – 403110
Plot No. 7, Survey No 261/0, Phase – IV, Verna Industrial Estate, Verna,
Salcete – Goa - 403722
16/17, VisveswariahIndl. Estate, Whitefi eld Road, Bangalore-560048
3B/3C Bommasandra Industrial Area, Anekal Taluk, Bengaluru Urban,
Karnataka - 560099
Plot No. 5, 4A, 4B, 3B, Malur Industrial Area, Kurandanahalli
Village-563160
: Corporate Offi ce
IFB Industries Limited
Plot No. IND 5, Sector I, East Kolkata Township, Kolkata 700 107.
Tel.: (033) 39849475, Fax: (033) 39849676
:

E-mail: investors@iĠ global.com 11. Other Disclosures :

A) Disclosure on materially signifi cant related party transactions that may have potential confl ict with the interest of the Company at large.

None of the transactions with any of the related parties were in confl ict with interests of the Company. Transactions with the related parties are disclosed in Note No. 37 "Notes to Financial Statements" annexed to the Financial Statements for the year. The Policy on Related Party has been given under Company's offi cial website under the web link: hĴ p://iĠ industries.com.

  • B) Details of non-compliance by the Company, penalties, and strictures imposed on the Company by the Stock Exchanges, SEBI or any statutory authorities on any maĴ er related to capital markets during the last 3 years: During the year, the Company received notices from NSE & BSE for non compliance pertaining to provisions of Regulation 17 (1) of SEBI ( LODR) and accordingly the fi ne as demanded by these exchanges were paid by the Company under protest. The Company made proper representations before the exchanges.
  • C) The fi nancial statements for the year 2020-21 have been prepared in accordance with the applicable accounting standards prescribed by The Institute of Chartered Accountants of India and there are no deviations.
  • D) The Board has noted and reviewed the Compliance Reports of all laws applicable to the Company, which were placed before each of its meeting held during the year 2020-2021.
  • E) The Company has adopted Whistle Blower/Vigil Mechanism Policy for Directors and employees which has been placed in the website of the Company under the web link hĴ p://www.iĠ industries.com. No personnel has been denied access to the Audit CommiĴ ee.
  • F) The Company has adopted Policy for determining 'material' subsidiaries which has been placed in the website of the Company under the weblink hĴ p://www.iĠ industries.com.
  • G) The Company has taken several mitigating actions, applied many strategies and introduced control and reporting systems to reduce and mitigate risk.
  • H) The Company has not raised funds through preferential allotment or qualifi ed institutions placement as specifi ed under Regulation 32(7A) during the fi nancial year 2020-21.
  • I) The disclosure regarding the complaints of sexual harassment as per the Sexual Harassment of Women at workplace (prevention, prohibition and Redressal) Act, 2013 are given in the Directors' Report.
  • J) The Company has received a certifi cate from a Company Secretary in Practice that none of the Directors on the Board of the Company have been debarred or disqualifi ed from being appointed or continuing as Directors of Company by the Securities and Exchange Board of India, Ministry of Corporate Aff airs or any such statutory authority.
  • K) During the fi nancial year 2020-21, the Board had accepted all mandatory recommendation made by its CommiĴ ees.

L) Ms/ DeloiĴ e Haskins &Sells , Chartered Accountants (Firm's Registration No. 302009E) have been appointed as the Statutory Auditors of the Company. The particulars of payment of Statutory Auditors' fee, on consolidated basis for fi nancial year 2020-21 is given below:

Rs. in lacs
Particulars Amount
Statutory Audit Fee 52.00
Tax Audit Fee 17.00
Limited Review Fee 18.00
Others 21.00
Reimbursement of expenses 3.00
Total 111.00

M) Reconciliation of Share Capital Audit:

A Qualifi ed Practicing Company Secretary carried out Reconciliation of Share Capital Audit during the fi nancial year 2020-21 on quarterly basis to reconcile the total admiĴ ed capital with National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) and the total issued and listed capital. The Reconciliation of Share Capital Audit Report confi rms that the Total Paid up Share Capital is in agreement with the total No. of Shares in physical form and the total number of Dematerialized shares held with NSDL and CDSL.

N) The Company has complied with all the mandatory requirements specifi ed in Regulations 17 to 27 and clauses (b) to (i) of sub-regulation (2) of regulation 46 of the SEBI LODR as on 31st March, 2021.

This Corporate Governance Report of the Company for the year 2020-2021 as on 31 March 2021 are in compliance with the requirements of Corporate Governance under SEBI LODR as applicable.

12. Requirement under PART E of Schedule II

i) The Board

It is not applicable as the company is having one Executive Chairman.

ii) Shareholders' Rights

The Company's fi nancial results are published in the newspaper and also posted on its website (www. iĠ industries.com). Hence Financial Results are not send to the Shareholders. However the Company furnishes the fi nancial results on receipt of request from the shareholders.

iii) Modifi ed opinion in Audit Report

Statutory Auditor have provided an unmodifi ed opinion in their Audit Reports on the fi nancials for Standalone and Consolidated Reports of IFB Industries Limited for the year ended 31st March 2021.

iv) Separate Post of Chairman and Chief Executive Offi cer

The Company has appointed separate persons as Chairman, Managing Director& CEOs.

v) Reporting of Internal Auditor

Internal Auditors report to the Audit CommiĴ ee.

For and on behalf of the Board of Directors

Bikramjit Nag

(DIN: 00827155) Joint Executive Chairman & Managing Director

Prabir Chatterjee

Place : Kolkata(DIN: 02662511) Date : 14th June 2021 Director & CFO

CERTIFICATION BY CHIEF EXECUTIVE OFFICERS (CEOs) AND CHIEF FINANCIAL OFFICER (CFO) UNDER REGULATION 17(8) OF (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

We have reviewed the fi nancial statements and the cash fl ow of IFB Industries Limited ('the Company') for the year ended 31 March 2021 and to the best of our knowledge and belief :

  • i) These statements do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading;
  • ii) These statements together present a true and fair view of Company's aff airs and are in compliance with existing accounting standards, applicable laws and regulations.

To the best of our knowledge and belief, no transactions entered into by the Company during the year which are fraudulent, illegal or violative to Company's code of conduct.

We accept the responsibility for establishing and maintaining internal controls for fi nancial reporting. We have evaluated the eff ectiveness of internal control systems of the company pertaining to fi nancial reporting. Defi ciencies in the design or operation of such internal controls, if any, of which we are aware have been disclosed to the Auditors and Audit CommiĴ ee and steps have been taken to rectify the defi ciencies.

There has not been any signifi cant changes in the Internal Control over fi nancial reporting during the year.

There has not been any signifi cant change in accounting policies during the year and that the same have been disclosed suitably in the notes to the fi nancial statements:

We are not aware of any instances during the year of fraud with involvement therein of the management or any employee having a signifi cant role in the Company's internal control system over fi nancial reporting.

We further declare that all Board members and senior management personnel have affi rmed compliance with the code of conduct for board of directors and senior management.

Yours truly,

Date : 14 June 2021 Engineering Division Home Appliances Division

Partha Sen Rajshankar Ray Prabir ChaĴ erjee Managing Director & Managing Director & Director & Place : Kolkata Chief Executive Offi cer Chief Executive Offi cer Chief Financial Offi cer

INDEPENDENT AUDITORS' CERTIFICATE on Corporate Governance

To the Members of IFB Industries Limited

    1. This certifi cate is issued in accordance with the terms of our engagement leĴ er dated 5 October, 2020.
    1. We, DeloiĴ e Haskins & Sells, Chartered Accountants, the Statutory Auditors of IFB INDUSTRIES LIMITED ("the Company"), have examined the compliance of conditions of Corporate Governance by the Company, for the year ended on 31 March 2021, as stipulated in regulations 17 to 27 and clauses (b) to (i) of regulation 46(2) and para C and D of Schedule V to the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time (The Listing regulations).

Managements' Responsibility

  1. The compliance of conditions of Corporate Governance is the responsibility of the Management. This responsibility includes the design, implementation and maintenance of internal control and procedures to ensure the compliance with the conditions of Corporate Governance stipulated in Listing Regulations.

Auditor's responsibility

    1. Our responsibility is limited to examining the procedures and implementation thereof, adopted by the Company for ensuring compliance with the conditions of the Corporate Governance. It is neither an audit nor an expression of opinion on the fi nancial statements of the Company.
    1. We have examined the books of account and other relevant records and documents maintained by the Company for the purposes of providing reasonable assurance on the compliance with Corporate Governance requirements by the Company.
    1. We have carried out an examination of the relevant records of the Company in accordance with the Guidance Note on Certifi cation of Corporate Governance issued by the Institute of the Chartered Accountants of India (the ICAI), the Standards on Auditing specifi ed under Section 143(10) of the Companies Act 2013, in so far as applicable for the purpose of this certifi cate and as per the Guidance Note on Reports or Certifi cates for Special Purposes issued by the ICAI which requires that we comply with the ethical requirements of the Code of Ethics issued by the ICAI.
    1. We have complied with the relevant applicable requirements of the Standard on Quality Control (SQC) 1, Quality Control for Firms that Perform Audits and Reviews of Historical Financial Information, and Other Assurance and Related Services Engagements.

Opinion

    1. Based on our examination of the relevant records and according to the information and explanations provided to us and the representations provided by the Management, we certify that the Company has complied with the conditions of Corporate Governance as stipulated in Regulations 17 to 27 and clauses (b) to (i) of Regulation 46(2) and para C and D of Schedule V to the Listing Regulations during the year ended 31 March, 2021.
    1. We state that such compliance is neither an assurance as to the future viability of the Company nor the effi ciency or eff ectiveness with which the Management has conducted the aff airs of the Company.

For DELOITTE HASKINS & SELLS Chartered Accountants (Firm Registration No. 302009E)

Abhij it Bandyopadhyay Partner Place : Kolkata (Membership No. 054785) Date : 14 June 2021 UDIN: 21054785AAAADJ7702

Independent Auditor's Report to the Members of IFB INDUSTRIES LIMITED

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying standalone fi nancial statements of IFB Industries Limited ("the Company"), which comprise the Balance Sheet as at 31March, 2021, and the Statement of Profi t and Loss (including Other Comprehensive Loss),the Cash Flow Statement and the Statement of Changes in Equity for the year then ended, and a summary of signifi cant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone fi nancial statements give the information required by the Companies Act, 2013 ("the Act") in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, ("Ind AS") and other accounting principles generally accepted in India, of the state of aff airs of the Company as at 31 March, 2021, and its profi t, total comprehensive income, its cash fl ows and the changes in equity for the year ended on that date.

Basis for Opinion

We conducted our audit of the standalone fi nancial statements in accordance with the Standards on Auditing specifi ed under section 143(10) of the Act (SAs). Our responsibilities under those Standards are further described in the Auditor's Responsibility for the Audit of the Standalone Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI) together with the ethical requirements that are relevant to our audit of the standalone fi nancial statements under the provisions of the Act and the Rules made thereunder, and we have fulfi lled our other ethical responsibilities in accordance with these requirements and the ICAI's Code of Ethics. We believe that the audit evidence obtained by us is suffi cient and appropriate to provide a basis for our audit opinion on the standalone fi nancial statements.

Key Audit MaĴ ers

Key audit maĴ ers are those maĴ ers that, in our professional judgment, were of most signifi cance in our audit of the standalone fi nancial statements of the current period. These maĴ ers were addressed in the context of our audit of the standalone fi nancial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these maĴ ers. We have determined the maĴ ers described below to be the key audit maĴ ers to be communicated in our report.

Sr. No. Key Audit MaĴer Auditor's Response
1 Recognition of Revenue
Revenue from the sale of goods (hereinaĞer
referred to as "Revenue") is recognised when
the Company performs its obligation to its
customers and the amount of revenue can
be measured reliably and recovery of the
consideration is probable. The timing of such
recognition is when the control over the same
is transferred to the customer which is mainly
upon delivery.
Our audit approach was a combination of test of internal
controls and substantive procedures including:

Assessing the appropriateness of the Company's revenue
recognition accounting policies, in line with Ind AS 115
("Revenue from Contracts with Customers").

Evaluating the design and implementation of Company's
controls in respect of revenue recognition. Testing the
effectiveness of such controls over revenue cut off during
the year.
Sr. No. Key Audit MaĴer Auditor's Response
The timing of revenue recognition is relevant
to the reported performance of the Company.
Revenue may be recognised before completion
of contractual performance obligation due to
incorrect recording of point of time when the
customer obtains control of the asset.
Refer to 1(B)(c) for the Accounting policy on
recognition on revenue.

Testing
the
supporting
documentation
for
sales
transactions recorded during the period closer to the
yearend including customer acknowledgments of receipt
of goods on a sample basis.

Testing sales returns subsequent to the year end,
including examination of credit notes issued aĞer the
yearend to determine whether revenue was recognised
in the correct period.

Rolling out confirmation requests to customers to confirm
the recorded yearend balances on a sample basis.

Information Other than the Financial Statements and Auditor's Report Thereon

  • The Company's Board of Directors is responsible for the other information. The other information comprises the information included in the Director's report, but does not include the consolidated fi nancial statements, standalone fi nancial statements and our auditor's report thereon.
  • Our opinion on the standalone fi nancial statements does not cover the other information and we do not express any form of assurance conclusion thereon.
  • In connection with our audit of the standalone fi nancial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the standalone fi nancial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.
  • If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Management's Responsibility for the Standalone Financial Statements

The Company's Board of Directors is responsible for the maĴ ers stated in section 134(5) of the Act with respect to the preparation of these standalone fi nancial statements that give a true and fair view of the fi nancial position, fi nancial performance including other comprehensive income, cash fl ows and changes in equity of the Company in accordance with the Ind ASand other accounting principles generally accepted in India.This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding 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 fi nancial controls, that were operating eff ectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone fi nancial statement that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the standalone fi nancial statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, maĴ ers related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those Board of Directors are also responsible for overseeing the Company's fi nancial reporting process.

Auditor's Responsibility for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone fi nancial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to infl uence the economic decisions of users taken on the basis of these standalone fi nancial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also :

  • Identify and assess the risks of material misstatement of the standalone fi nancial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is suffi cient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
  • Obtain an understanding of internal fi nancial control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal fi nancial controls system in place and the operating eff ectiveness of such controls.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management.
  • Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast signifi cant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw aĴ ention in our auditor's report to the related disclosures in the standalone fi nancial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the standalone fi nancial statements, including the disclosures, and whether the standalone fi nancial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the standalone fi nancial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the standalone fi nancial statements may be infl uenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the eff ect of any identifi ed misstatements in the standalone fi nancial statements.

We communicate with those charged with governance regarding, among other maĴ ers, the planned scope and timing of the audit and signifi cant audit fi ndings, including any signifi cant defi ciencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other maĴ ers that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the maĴ ers communicated with those charged with governance, we determine those maĴ ers that were of most signifi cance in the audit of the standalone fi nancial statements of the current period and are therefore the key audit maĴ ers. We describe these maĴ ers in our auditor's report unless law or regulation precludes public disclosure about the maĴ er or when, in extremely rare circumstances, we determine that a maĴ er should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefi ts of such communication.

Report on Other Legal and Regulatory Requirements

    1. As required by Section 143(3) of the Act, based on our audit,we report 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.
  • b) In our opinion, proper books of account as required by law have been kept by the Companyso far as it appears from our examination of those books.
  • c) The Balance Sheet, the Statement of Profi t and Loss including Other Comprehensive Loss, the Cash Flow Statement and Statement of Changes in Equity dealt with by this Report are in agreement with the relevantbooks of account.
  • d) In our opinion, the aforesaid standalone fi nancial statements comply with the Ind AS specifi ed under Section 133 of the Act.
  • e) On the basis of the wriĴ en representations received from the directors as on 31 March, 2021 taken on record by the Board of Directors, none of the directors is disqualifi ed as on 31 March, 2021 from being appointed as a director in terms of Section 164(2) of the Act.
  • f) With respect to the adequacy of the internal fi nancial controls over fi nancial reporting of the Company and the operating eff ectiveness of such controls, refer to our separate Report in "Annexure A". Our report expresses an unmodifi ed opinion on the adequacy and operating eff ectiveness of the Company's internal fi nancial controls over fi nancial reporting.
  • g) With respect to the other maĴ ers to be included in the Auditor's Report in accordance with the requirements of section 197(16) of the Act, as amended. In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the Company to its directors during the year is in accordance with the provisions of section 197 of the Act.
  • h) With respect to the other maĴ ers to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended 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 fi nancial position in Note 36 of the standalone fi nancial statements.
  • ii. The Company did not have any long-term contracts including derivative contracts for which there were any 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.
    1. As required by the Companies (Auditor's Report) Order, 2016 ("the Order") issued by the Central Government in terms of Section 143(11) of the Act, we give in "Annexure B" a statement on the maĴ ers specifi ed in paragraphs 3 and 4 of the Order.

For DELOITTE HASKINS & SELLS Chartered Accountants (Firm Registration No. 302009E)

Abhij it Bandyopadhyay Place : Kolkata Partner Date : 14 June, 2021 (Membership No. 054785)

ANNEXURE "A" to the Independent Auditor's Report

(Referred to in paragraph 1(f) under 'Report on Other Legal and Regulatory Requirements' section of our report of even date)

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 ("the Act")

We have audited the internal fi nancial controls over fi nancial reporting of IFB Industries Limited ("the Company") as of 31 March, 2021 in conjunction with our audit of the standalone fi nancial statements of the Company for the year ended on that date.

Management's Responsibility for Internal Financial Controls

The Company's management is responsible for establishing and maintaining internal fi nancial controls based on the internal control over fi nancial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal fi nancial controls that were operating eff ectively for ensuring the orderly and effi cient conduct of its business, including adherence to Company's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable fi nancial information, as required under the Companies Act, 2013.

Auditor's Responsibility

Our responsibility is to express an opinion on the Company's internal fi nancial controls over fi nancial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") issued by the Institute of Chartered Accountants of India and the Standards on Auditing prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal fi nancial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal fi nancial controls over fi nancial reporting was established and maintained and if such controls operated eff ectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal fi nancial controls system over fi nancial reporting and their operating eff ectiveness. Our audit of internal fi nancial controls over fi nancial reporting included obtaining an understanding of internal fi nancial controls over fi nancial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating eff ectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor's judgement, including the assessment of the risks of material misstatement of the fi nancial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is suffi cient and appropriate to provide a basis for our audit opinion on the Company's internal fi nancial controls system over fi nancial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A company's internal fi nancial control over fi nancial reporting is a process designed to provide reasonable assurance regarding the reliability of fi nancial reporting and the preparation of fi nancial statements for external purposes in accordance with generally accepted accounting principles. A company's internal fi nancial control over fi nancial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly refl ect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of fi nancial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company's assets that could have a material eff ect on the fi nancial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal fi nancial controls over fi nancial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal fi nancial controls over fi nancial reporting to future periods are subject to the risk that the internal fi nancial control over fi nancial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material respects, an adequate internal fi nancial controls system over fi nancial reporting and such internal fi nancial controls over fi nancial reporting were operating eff ectively as at 31 March, 2021, based on the criteria for internal fi nancial control over fi nancial reporting established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

For DELOITTE HASKINS & SELLS

Chartered Accountants (Firm Registration No. 302009E)

Abhij it Bandyopadhyay Place : Kolkata Partner Date : 14 June, 2021 (Membership No. 054785)

ANNEXURE "B" to the Independent Auditor's Report

(Referred to in paragraph 2 under 'Report on Other Legal and Regulatory Requirements' section of our report of even date)

  • (i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation of property, plant and equipment.
  • (b) The property, plant and equipment were physically verifi ed during the year by the Management in accordance with a regular programme of verifi cation which, in our opinion, provides for physical verifi cation of all the property, plant and equipment at reasonable intervals. According to the information and explanation given to us, no material discrepancies were noticed on such verifi cation.
  • (c) According to the information and explanations given to us and the records examined by us and based on the examination of the registered sale deed/ transfer deed / conveyance deed provided to us, we report that, the title deeds, comprising all the immovable properties of land and buildings which are freehold, are held in the name of the Company as at the balance sheet date. In respect of immovable properties of land and buildings that have been taken on lease and disclosed as Right- of Use assets in the fi nancial statements, the lease agreements are in the name of the Company, where the Company is the lessee in the agreement.
  • (ii) As explained to us, inventories were physically verifi ed during the year by the Management at reasonable intervals and no material discrepancies were noticed on physical verifi cation.
  • (iii) The Company has not granted any loans, secured or unsecured, to companies, fi rms, Limited Liability Partnerships or other parties covered in the register maintained under Section 189 of the Companies Act, 2013.
  • (iv) In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Sections 185 and 186 of the Companies Act, 2013 in respect of grant of loans, making investments and providing guarantees and securities, as applicable.
  • (v) According to the information and explanations given to us, the Company has not accepted any deposit during the year and had no unclaimed deposits at the beginning of the year as per the provisions of Sections 73 to 76 or any other relevant provisions of the Companies Act, 2013.
  • (vi) The maintenance of cost records has been prescribed by the Central Government under section 148(1) of the Companies Act, 2013 in respect of specifi ed products of the Company. For such products we have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Records and Audit) Rules, 2014, as amended, and are of the opinion that, prima facie, the prescribed cost records have been made and maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete.
  • (vii) According to the information and explanations given to us, in respect of statutory dues:
  • (a) The Company has generally been regular in depositing undisputed statutory dues, including Provident Fund, Employees' State Insurance, Income-tax, Goods & Services Tax, Customs Duty, Cess and other material statutory dues applicable to it to the appropriate authorities.
  • (b) There were no undisputed amounts payable in respect of Provident Fund, Employees' State Insurance, Incometax, Goods & Services Tax, Customs Duty, Cess and other material statutory dues in arrears as at 31 March, 2021 for a period of more than six months from the date they became payable.
  • (c) Details of dues of Income-tax, Sales Tax, Service Tax, Custom Duty, Excise Duty and Value Added Tax which have not been deposited as on 31 March, 2021 on account of disputes are given below :

(Rs. in Lacs)

Name of Statue Nature of Dues Forum where Dispute is Period to which the Amount Amount Paid
Pending amount relates involved net of
amount paid
under Protest
under protest
Income Tax Act,
1961
Income Tax Commissioner of Income
Tax (Appeals)
AY 2012-13 24.00 -
Income Tax Act,
1961
Income Tax Commissioner of Income
Tax (Appeals)
AY 2018-19 4206.58
Central Excise Act
1944
Excise Duty Customs Excise and
Service Tax Appellate
Tribunal (CESTAT)
2004-05 to 2009-10 42.93 6.00
Central Sales Tax Sales Tax Assessing officer 1991-92 to 1994-95 176.00 -
Act and Local including trade Assistant Commissioner 2002-03 1.00 -
Sales Tax Act tax Additional
Commissioner
2008-09 and 2009-10 10.00 -
Commissioner Appeals 2009-10 and 2015-16 - 3.92
Deputy Commissioner
(Appeals)
2005-06, 2009-10,
2010-11 and 2013-15
27.00 0.78
Deputy Commissioner 2013-14 1.00 0.21
Trade Tax Tribunal 1999-2000, 2003-05
and 2007-12
24.00 0.47
Joint Commissioner 2006-07 and 2011-13 12.00 8.48
High Court 2009-10 89.00 174.00
Objection Hearing
Authority
2009 - 17 56.00 1.00
Appeallate Board 1996-97 10.00 0.42
Commercial Tax
Appellate Board
2009-10 89.00 16.25
Sr. Jt. Commissionerate,
Corporate division
2013-14 2.00 0.32
Appellate Tribunal 2002-03 and 2005-06 9.00 39.92
Supreme Court 2001-03 62.00 82.96
Central Goods &
Service Tax
GST High Court 2017-18 67.00 -
GST Commissioner
Customs
2019-20 72.00 -
Customs Act, 1962 Customs duty Additional Director
General, Directorate of
Revenue Intelligence
2008-2012 2.00 -
The Finance Act, Service Tax Assistant Commissioner 2013-2015 3.74 -
1994 Customs Excise and
Service Tax Appellate
Tribunal (CESTAT)
2005-06 to 2011-12 532.84 -
Deputy / Assistant
Commissioner (Appeal)
2012-16 16.00 -
  • (viii) In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of loans or borrowings to fi nancial institutions, banks and government. The Company has not issued any debentures.
  • (ix) The Company has not raised moneys by way of initial public off er or further public off er (including debt instruments). In our opinion and according to the information and explanations given to us, the term loans have been applied by the Company during the year for the purposes for which they were raised.
  • (x) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no material fraud on the Company by its offi cers or employees has been noticed or reported during the year.
  • (xi) In our opinion and according to the information and explanations given to us, the Company has not paid/provided managerial remuneration in excess of the limits and approvals prescribed under section 197 read with Schedule V to the Companies Act, 2013.
  • (xii) The Company is not a Nidhi Company and hence reporting under clause (xii) of the CARO 2016 Order is not applicable.
  • (xiii) In our opinion and according to the information and explanations given to us the Company is in compliance with Section 177 and 188 of the Companies Act, 2013, where applicable, for all transactions with the related parties and the details of related party transactions have been disclosed in the fi nancial statements etc. as required by the applicable accounting standards.
  • (xiv) During the year the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures and hence reporting under clause (xiv) of CARO 2016 is not applicable to the Company.
  • (xv) In our opinion and according to the information and explanations given to us, during the year the Company has not entered into any non-cash transactions with its directors or directors of its holding, subsidiary or associate company or persons connected with them and hence provisions of section 192 of the Companies Act, 2013 are not applicable.
  • (xvi) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934.

For DELOITTE HASKINS & SELLS Chartered Accountants (Firm Registration No. 302009E)

Abhij it Bandyopadhyay Place : Kolkata Partner Date : 14 June, 2021 (Membership No. 054785)

Standalone Balance Sheet

As at As at
31 March 2021 31 March 2020
Notes Rs. in Lacs Rs. in Lacs
ASSETS
1. Non-current assets
(a) Property, plant and equipment
3A 48,522 44,753
(b) Capital work-in-progress 3A 1,774 700
(c) Right of use assets 3C 6,834 6,808
(d) Investment property 4 11 11
(e) Goodwill 40 1,355 1,355
(f) Other intangible assets 3B 3,331 4,106
(g) Intangible assets under development 3B 232 96
(h) Financial assets
(i)
Investments
5 5,015 3,360
(ii) Loans 6 51 55
(iii) Others 7 1,729 2,356
(i)
Income tax assets
8 1,829
(j)
Other non-current assets
9 1,212 4,411
2. Current assets
(a) Inventories
10 45,062 37,337
(b) Financial assets
(i)
Investments
5 25,822 15,280
(ii) Trade receivables 11 24,350 18,514
(iii) Cash and cash equivalents 12 9,535 10,140
(iv) Other bank balances 13 2,026 1,949
(v) Loans 6 53 55
(vi) Others 7 332 432
(c) Income tax assets 8 645
(d) Other current assets 9 8,281 7,819
Total assets 1,86,172 1,61,366
EQUITY AND LIABILITIES
Equity
(a) Equity share capital
(b) Other equity
14 4,128
66,729
4,128
60,602
Liabilities
1. Non-current liabilities
(a) Financial liabilities
(i)
Borrowings
15 16,537 25,167
(ii) Lease liabilities 3,894 4,413
(iii) Other fi nancial liabilities 16 45 26
(b) Provisions 18 5,895 6,535
(c) Deferred tax liabilities (net) 19 2,676 804
2. (d) Other non-current liabilities
Current liabilities
17 2,551 1,651
(a) Financial liabilities
(i) Borrowings 20 2,342 2,606
(ii) Lease liabilities 2,090 1,508
(iii) Trade payables
(A) total outstanding dues of micro enterprises and small
enterprises
(B) total outstanding dues of creditors other than micro
10,141 2,517
enterprises and small enterprises 52,674 41,423
(iv) Other fi nancial liabilities 16 4,851 2,375
(b) Other current liabilities 17 10,961 7,189
(c) Provisions 18 604 422
(d) Income tax liabilities 54
Total equity and liabilities 1,86,172 1,61,366
The accompanying notes 1 to 48 are an integral part of the fi nancial statements

In terms of our report aĴ ached For DeloiĴ e Haskins & Sells Chartered Accountants Abhij it Bandyopadhyay Partner Kolkata 14 June 2021 For and on behalf of the Board of Directors of IFB Industries Limited Joint Executive Chairman and Managing Director Bikramjit Nag Managing Director and Chief Executive Offi cer, Home Appliances Division Rajshankar Ray Managing Director and Chief Executive Offi cer, Engineering Division Partha Sen Director and Chief Financial Offi cer Prabir ChaĴ erjee Company Secretary G. Ray Chowdhury Goa / Kolkata 14 June 2021

IFB INDUSTRIES LTD.

Standalone Statement of Profi t and Loss

For the year ended
31 March 2021
For the year ended
31 March 2020
Notes Rs. in Lacs Rs. in Lacs
I Revenue from operations 21 2,71,652 2,55,142
II Other income 22 1,914 1,276
III Total income (I + II) 2,73,566 2,56,418
IV Expenses
(a)
Cost of materials consumed
23 1,21,984 1,00,209
(b)
Purchases of stock-in-trade
24 32,043 37,519
(c)
Changes in inventories of fi nished goods, stock-in-trade and
work-in-progress
25 (2,331) 6,628
(d)
Employee benefi ts expense
26 29,562 28,785
(e)
Finance costs
27 2,935 1,450
(f)
Depreciation and amortisation expense
28 9,911 8,898
(g)
Other expenses
29 69,508 70,107
Total expenses (IV) 2,63,612 2,53,596
V Profi t before exceptional items and tax (III - IV) 9,954 2,822
VI Exceptional Items 41 148
VII Profi t before tax (V + VI) 9,954 2,970
VIII Tax expense
(a)
Current tax
(b)
Deferred tax
30A
30A
3,738
42
172
(1)
3,780 171
IX Profi t for the year (VII - VIII) 6,174 2,799
X Other comprehensive income
A
(i)
Items that will not to be reclassifi ed to profi t or loss
- Remeasurements of the defi ned benefi t plan 32 (72) (656)
(ii)
Income tax relating to items that will not be
reclassifi ed to profi t or loss
30B 25
B
(i)
Items that will be reclassifi ed to profi t and loss
(ii) Income tax relating to items that will be reclassifi ed to
profi t and loss
Total other comprehensive income (47) (656)
XI Total comprehensive income for the year (IX + X) 6,127 2,143
XII Earnings per equity share (Face value Rs. 10 each)
(a)
Basic (in Rs.)
31 15.24 6.91
(b)
Diluted (in Rs.)
31 15.24 6.91

The accompanying notes 1 to 48 are an integral part of the fi nancial statements

For and on behalf of the Board of Directors of IFB Industries Limited
Bikramjit Nag
Rajshankar Ray
Partha Sen
Prabir ChaĴ erjee
Company Secretary G. Ray Chowdhury
Goa / Kolkata
14 June 2021
Joint Executive Chairman and Managing Director
Managing Director and Chief Executive Offi cer, Home Appliances Division
Managing Director and Chief Executive Offi cer, Engineering Division
Director and Chief Financial Offi cer

Standalone Statement of Changes in Equity

A. Equity share capital

As at the beginning
of the reporting year
Changes in equity
share capital during
the year
As at the end of the
reporting year
Rs. in lacs Rs. in lacs Rs. in lacs
For the year ended 31 March 2020 4,128 4,128
For the year ended 31 March 2021 4,128 4,128

B. Other equity

Reserves and surplus Total
Capital
Reserve
Securities
premium
Capital
redemption
reserve
Debt
restructuring
reserve
Retained
earnings
Rs. in lacs Rs. in lacs Rs. in lacs Rs. in lacs Rs. in lacs Rs. in lacs
Balance as at 01 April 2019 17,433 1,605 8,981 29,918 57,937
Recognised on business combination 522 522
Profi t for the year 2,799 2,799
Other comprehensive income (net of tax) (656) (656)
Total comprehensive income for the year 522 2,143 2,665
Balance as at 31 March 2020 522 17,433 1,605 8,981 32,061 60,602
Profi t for the year 6,174 6,174
Other comprehensive income (net of tax) (47) (47)
Total comprehensive income for the year 6,127 6,127
Balance as at 31 March 2021 522 17,433 1,605 8,981 38,188 66,729

Capital reserve This reserve represents the diff erence between the value of net assets acquired by the Company in the course of business combinations and the consideration paid for such combinations.

Securities premium This reserve represents premium on issue of shares and expenses on employee stock purchase scheme
and can be utilised in accordance with the provisions of the Companies Act, 2013.

Capital redemption reserve This reserve has been created under the Companies Act, 1956 on redemption of redeemable preference shares and can be utilised in accordance with the provisions of the Companies Act, 2013.

Debt restructuring reserve This reserve represents the principal loan amount that were waived off in earlier years.

Retained earnings This reserve represents the cumulative profi ts of the Company and eff ects of remeasurement of defi ned benefi t plans. This can be utilised in accordance with the provisions of the Companies Act, 2013.

The accompanying notes 1 to 48 are an integral part of the fi nancial statements

In terms of our report aĴ ached For and on behalf of the Board of Directors of IFB Industries Limited
For DeloiĴ e Haskins & Sells
Chartered Accountants
Joint Executive Chairman and Managing Director
Managing Director and Chief Executive Offi cer, Home Appliances Division
Managing Director and Chief Executive Offi cer, Engineering Division
Bikramjit Nag
Rajshankar Ray
Partha Sen
Abhij it Bandyopadhyay Director and Chief Financial Offi cer
Company Secretary
Prabir ChaĴ erjee
G. Ray Chowdhury
Partner
Kolkata
14 June 2021
Goa / Kolkata
14 June 2021

Standalone Cash Flow Statement

For the year ended
31 March 2021
For the year ended
31 March 2020
Rs. in Lacs Rs. in Lacs
A. Cash fl ows from operating activities
Profi t before tax 9,954 2,970
Adjustments for:
Depreciation and amortisation expense 9,911 8,898
(Gain)/Loss on disposal of property, plant and equipment (13) 3
Exceptional Loss of inventory due to fi re 1,157
Write-off of property, plant and equipment 153 88
Write-off of debts/ advances 18 57
Allowances for doubtful debts and advances 104 76
Dividend from investments in mutual fund (23) (331)
Net loss/(gain) on disposal of mutual funds measured at fair value through statement
of profi t and loss (FVTPL)
(98) 76
Write back of liabilities no longer required (118) (57)
Write back of provision on assets no longer required (3) (47)
Unrealised exchange loss / (gain) (888) 1,346
Interest income on fi nancial assets (443) (312)
Net gain arising on mutual funds measured at FVTPL (783) (101)
Net (gain)/loss arising on derivative instruments measured at FVTPL 974 (1,413)
Income in respect to deferred revenue from government grant (12)
Finance costs 2,665 1,255
Operating profi t before working capital changes 21,398 13,665
Adjustments for:
Trade payables 19,041 1,839
Provisions (530) 374
Other fi nancial liabilities 201 151
Other liabilities 2,982 1,051
Trade receivables (5,935) 2,607
Other fi nancial assets (288) (313)
Other assets 208 (2,906)
Loans 6
Inventories (7,725) 1,013
Cash generated from operations 29,358 17,481
Income tax paid (net of refunds) (643) (953)
Net cash generated from operating activities 28,715 16,528
B. Cash fl ows from investing activities
Purchase of property, plant and equipment (9,177) (21,173)
Sale of property, plant and equipment 139 1
Investment in equity shares of a company (other than subsidary) (225)
Government grant received (Refer note 46) 1,702
Investment in equity shares of a subsidary (Refer note 45) (1,430)
Consideration paid for business combination (3,650)
Purchase of current investments (mutual funds) (74,921) (57,091)
Sale of current investments (mutual funds) 65,281 44,893
Increase in bank balances (with maturity more than 12 months) (77) 496
Interest income on fi nancial assets 483 297
Net cash used in investing activities (18,225) (36,227)

Standalone Cash Flow Statement

For the year ended
31 March 2021
For the year ended
31 March 2020
Rs. in Lacs Rs. in Lacs
C.
Cash fl ows from fi nancing activities
Proceeds from borrowing 9,041 49,528
Repayment of borrowing (14,806) (23,534)
Lease rent paid - principal portion (3,034) (2,713)
Lease rent paid - interest portion (135) (130)
Finance costs (2,161) (351)
Net cash generated from / (used in) fi nancing activities (11,095) 22,800
Net change in cash and cash equivalents (A+B+C) (605) 3,101
Cash and cash equivalents at the beginning of the year 10,140 7,039
Cash and cash equivalents at the end of the year [refer note 12] 9,535 10,140

Note :

  1. The above cash fl ow statement has been prepared under the "Indirect Method" as set out in Ind AS 7 - Statements of Cash Flow.

  2. Pursuant to business combinations, the fair value of the following assets and liabilities assumed as at the date of acquisition has been adjusted in the respective places in the Statement of Cash Flow :

Property, plant and equipment 4,085
Inventories 248
Loans 1
Trade receivables 66
Other assets 7
Trade payables 279
Other liabilities 38
Other fi nancial liability 3
Provisions 65

The accompanying notes 1 to 48 are an integral part of the fi nancial statements

In terms of our report aĴ ached
For DeloiĴ e Haskins & Sells
Chartered Accountants
For and on behalf of the Board of Directors of IFB Industries Limited
Joint Executive Chairman and Managing Director
Managing Director and Chief Executive Offi cer, Home Appliances Division
Managing Director and Chief Executive Offi cer, Engineering Division
Bikramjit Nag
Rajshankar Ray
Partha Sen
Abhij it Bandyopadhyay
Partner
Kolkata
14 June 2021
Director and Chief Financial Offi cer
Company Secretary
Goa / Kolkata
14 June 2021
Prabir ChaĴ erjee
G. Ray Chowdhury

1A. BACKGROUND :

IFB Industries Limited ("the Company") is a Listed Public Limited Company having its registered offi ce in Kolkata. The Company is engaged in the business of manufacturing of fi ne blanked components and in manufacturing and trading of home appliances.

1B. SIGNIFICANT ACCOUNTING POLICIES :

a. Statement of compliance

The standalone fi nancial statements have been prepared in accordance with Indian Accounting Standards (Ind ASs) notifi ed under Companies (Indian Accounting Standards) Rules, 2015.These fi nancial statements have also been prepared in accordance with the relevant presentation requirements of the Companies Act, 2013.

Except for the changes below, the company has consistently applied accounting policies to all periods.

i) The Company has adopted the amendments to Ind AS 116 for the fi rst time in the current year. The amendments provide practical relief to lessees in accounting for rent concessions occurring as a direct consequence of Covid-19, by introducing a practical expedient to Ind AS 116. The practical expedient permits a lessee to elect not to assess whether a Covid-19 related rent concession is a lease modifi cation. A lessee that makes this election shall account for any change in lease payments resulting from the Covid-19 related rent concession the same way it would account for the charge applying Ind AS 116 if the change were not a lease modifi cation.

The practical expedient applies only to rent concessions occurring as a direct consequence of Covid-19 and only if all of the following conditions are met:

  • a. The change in lease payments results in revised consideration for the lease that is substantially same as, or less than, the consideration for the lease immediately preceding the change;
  • b. Any reduction in lease payments aff ects only payments originally due on or before 30 June 2021 (a rent concession meets this condition if it results in reduced lease payments on or before 30 June 2021 and increased lease payments that extend beyond 30 June 2021); and
  • c. There is no substantive change to other terms and conditions of the lease.

The company has applied the practical expedient retrospectively to all eligible rent concessions and has not restated prior period fi gures.

ii) The Company has adopted the amendments to Ind AS 1 and Ind AS 8 for the fi rst time in the current year. The amendments make the defi nition of material in Ind AS 1 easier to understand and are not intended to alter the underlying concept of materiality in Ind ASs. The concept of 'obscuring' material information with immaterial information has been included as part of the new defi nition. The threshold for materiality infl uencing users has been changed from 'could infl uence' to 'could reasonably be expected to infl uence'. The defi nition of material in Ind AS 8 has been replaced by a reference to the defi nition of material in Ind AS 1. In addition, the MCA amended other standards that contain the defi nition of 'material' or refer to the term 'material' to ensure consistency.

The adoption of the amendments has not had any material impact on the disclosures or on amounts reported in these fi nancial statements.

b. Basis of preparation

The standalone fi nancial statements are prepared in accordance with the historical cost convention, except for certain items that are measured at fair values at the end of each reporting period, as explained in the accounting policies. Historical cost is generally based on the fair value of the consideration given in exchange for goods and services.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Company takes into account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurement date. Fair value for measurement and/or disclosure purposes in these fi nancial statements is determined on such a basis, except measurements that have some similarities to fair value but are not fair value, such as net realisable value in Ind AS 2 – Inventories or value in use in Ind AS 36 – Impairment of Assets.

In addition, for fi nancial reporting purposes, fair value measurements are categorised into Level 1, 2 or 3 based on the degree to which the inputs to the fair value measurements are observable and the signifi cance of the inputs to the fair value measurement in its entirety, which are described as follows:

  • Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company can access at the measurement date;
  • Level 2 inputs are inputs, other than quoted prices included within Level 1, that are observable for the asset or liability, either directly or indirectly; and
  • Level 3 inputs are unobservable inputs for the asset or liability.

The preparation of fi nancial statements in conformity with Ind AS requires management to make judgements, estimates and assumptions (such estimates and judgements are renewed every year) that aff ect the application of the accounting policies and the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the fi nancial statements, and the reported amounts of revenues and expenses during the year. Actual results could diff er from those estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision aff ects only that period; they are recognised in the period of the revision and future periods if the revision aff ects both current and future periods.

All assets and liabilities have been classifi ed as current or non-current as per Company's normal operating cycle and other criteria set out in Schedule III to the Companies Act 2013 and Ind AS 1- Presentation of Financial Statements based on the nature of products and the time between the acquisition of assets for processing and their realisation in cash and cash equivalents.

c. Going Concern

The directors have, at the time of approving the fi nancial statements, a reasonable expectation that the Company has adequate resources to continue in operational existence for the foreseeable future. Thus, they continue to adopt the going concern basis of accounting in preparing the fi nancial statements.

d. Revenue recognition

Revenue from contract with customers is recognised when the Company satisfi es performance obligation by transferring promised goods and services to the customer. Performance obligations are satisfi ed at a point of time or over a period of time. Performance obligations satisfi ed over a period of time are recognised as per the terms of relevant contractual agreements/ arrangements. Performance obligations are said to be satisfi ed at a point of time when the customer obtains controls of the asset.

Revenue is measured based on transaction price, which is the fair value of the consideration received or receivable, stated net of discounts, returns, value added tax and goods and services tax. Transaction price is recognised based on the price specifi ed in the contract, net of the estimated sales incentives/ discounts. Accumulated experience is used to estimate and provide for the discounts/ right of return, using the expected value method.

Revenue from services rendered over a period of time, such as annual maintenance contracts, are recognised on straight line basis over the period or as per the terms of the contract.

Dividend income from investments is recognised when the shareholder's right to receive dividend has been established provided that it is probable that the economic benefi ts will fl ow to the company and the amount of income can be measured reliably.

Interest income from fi nancial assets is recognized when it is probable that the economic benefi t will fl ow to the company and the amount can be measured reliably. Interest income is accrued on time basis, by reference to the principle outstanding and at the eff ective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the fi nancial asset to that asset's net carrying amount on initial recognition.

Rental income from operating leases is accounted for on a straight-line basis over the lease term.

e. Property, plant and equipment

Property, plant and equipment are stated at cost of acquisition or construction less accumulated depreciation and impairment, if any.

Cost is inclusive of inward freight, duties and taxes and incidental expenses related to acquisition. In respect of major projects involving construction, related pre-operational expenses form part of the value of assets capitalised. Expenses capitalised also include applicable borrowing costs for qualifying assets, if any. All upgradation / enhancements are charged off as revenue expenditure unless they bring signifi cant additional benefi ts.

Properties in course of construction for production, supply or administrative purposes, or for purposes not yet determined, are carried at cost, less any recognised impairment loss. Cost includes professional fees and, for qualifying assets, borrowing costs capitalised in accordance with Company's policy. Depreciation on these assets commences when they are ready for their intended use.

Depreciation on property, plant and equipment has been provided on the straight-line method less residual values as per the useful life prescribed in Schedule II to the Companies Act, 2013 except in respect of the tools and moulds, in whose case the life of the assets has been assessed as 5 years based on technical advice, taking into account the nature of the asset, the estimated usage of the asset, the operating conditions of the asset, past history of replacement, anticipated technological changes, manufacturers warranties and maintenance support, etc. Depreciation commences when the assets are ready for their intended use.

Freehold land is not depreciated.

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

Buildings 30 years
Buildings (Roads and Fences) 5 years
Plant and equipment 10 – 15 years
Plant and equipment (Tools and Moulds) 5 years
Furniture and fi xtures 10 years
Offi ce equipment 5 years
Vehicles 8 years
Computers 3-6 years

The estimated useful lives of property, plant and equipment of the Company are as follows:

An item of property, plant and equipment is derecognised upon disposal or when no future economic benefi ts are expected to arise from the continued use of the asset. Any gain or loss arising on the disposal or retirement of an item of property, plant and equipment is determined as the diff erence between the sales proceeds and the carrying amount of the asset and is recognised in the standalone statement of profi t and Loss.

f. Investment property

Investment property are properties held to earn rentals and/or for capital appreciation (including property under construction for such purposes). Investment properties are measured initially at cost, including transaction costs. Subsequent to initial recognition, investment properties are measured in accordance with Ind AS 16 – Property, Plant and Equipment requirement for cost model, other than those that meet the criteria to be classifi ed as held for sale (or are included in a disposal group that is classifi ed as held for sale) in accordance with Ind AS 105 – Non-current Assets Held for Sale and Discontinued Operations.

An investment property is derecognised upon disposal or when the investment property is permanently withdrawn from use and no future economic benefi ts are expected from the disposal. Any gain or loss arising on de-recognition of the property (calculated as the diff erence between the net disposal proceeds and the carrying amount of the asset) is included in standalone statement of profi t and loss in the period in which the property is derecognised.

g. Intangible assets

Intangible assets that the Company acquires separately and from which it expects future economic benefi ts are capitalised upon acquisition and measured initially at cost comprising the purchase price (including import duties and non-refundable taxes) and directly aĴ ributable costs to prepare the asset for its intended use.

Internally generated assets for which the cost is clearly identifi able are capitalised at cost. All directly aĴ ributable expenditure incurred to prepare the asset for its intended use are recognised as the cost of such assets.

Research expenditure is recognised as an expense when it is incurred. Development costs are capitalised only aĞ er the technical and commercial feasibility of the asset for sale or use has been established. All directly aĴ ributable expenditure incurred to prepare the asset for its intended use are recognised as the cost of such assets.

Internally generated brands, websites and customer lists are not recognised as intangible assets.

The useful life of an intangible asset is considered fi nite where the rights to such assets are limited to a specifi ed period of time by contract or law (e.g., patents, licences, trademarks, franchise and servicing rights) or the likelihood of technical, technological obsolescence (e.g., computer soĞ ware, design, prototypes) or commercial obsolescence (e.g., lesser known brands are those to which adequate marketing support may not be provided).

Intangible assets that have fi nite lives are amortised over their estimated useful lives by the straight-line method unless it is practical to reliably determine the paĴ ern of benefi ts arising from the asset. An intangible asset with an indefi nite useful life is not amortised.

The estimated useful lives of intangible assets of the Company are as follows:
-------------------------------------------------------------------------------- --
Computer soĞ ware 3 years
Technical knowhow 5 years / 7 years
Brand 5 years
Non-Compete Agreement 10 years

All intangible assets are tested for impairment. Amortisation expenses and impairment losses and reversal of impairment losses are taken to the standalone statement of profi t and Loss. Thus, aĞ er initial recognition, an intangible asset is carried at its cost less accumulated amortisation and / or impairment losses.

The useful lives of intangible assets are reviewed annually to determine if a reset of such useful life is required for assets with fi nite lives and to confi rm that business circumstances continue to support an indefi nite useful life assessment for assets so classifi ed. Based on such review, the useful life may change or the useful life assessment may change from indefi nite to fi nite. The impact of such changes is accounted for as a change in accounting estimate.

An intangible asset is derecognised on disposal or when no future economic benefi ts are expected from use or disposal. Gains or losses from derecognitions are measured as the diff erence between the net disposal proceeds and the carrying amount of the assets, and are recognised in profi t or loss when the asset is derecognised.

h. Impairment of tangible and intangible assets

At the end of each reporting period, the Company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suff ered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). When it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the cash-generating unit (CGU) to which the asset belongs.

Intangible assets with indefi nite useful lives and intangible assets not yet available for use are tested for impairment at least annually, and whenever there is an indication that the asset may be impaired.

Recoverable amount is the higher of fair value less costs of disposal and value in use. In assessing value in use, the estimated future cash fl ows are discounted to their present value using a pre-tax discount rate that refl ects current market assessments of the time value of money and the risks specifi c to the asset for which the estimates of future cash fl ows have not been adjusted.

If the recoverable amount of an asset (or CGU) is estimated to be less than it's carrying amount, the carrying amount of the asset (or CGU) is reduced to its recoverable amount. An impairment loss is recognised immediately in the standalone statement of profi t and loss.

When an impairment loss subsequently reverses, the carrying amount of the asset (or a CGU) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or CGU) in prior years. A reversal of an impairment loss is recognised immediately in standalone statement of profi t and loss.

i. Borrowing costs

Borrowing costs directly aĴ ributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale

Investment income earned on the temporary investment of specifi c borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalisation.

All other borrowing costs are recognised in the standalone statement of profi t and loss in the period in which they are incurred.

j. Foreign currency transactions

The functional and presentation currency of the Company is Indian Rupee.

Foreign currency transactions are recorded at the exchange rate prevailing on the date of the respective transactions. Gains / losses arising on foreign currency transactions seĴ led during the year are recognised in the standalone statement of profi t and loss.

At each reporting date, monetary assets and liabilities that are denominated in foreign currencies are retranslated

at the rates prevailing at that date. Exchange diff erences arising on translation of monetary items are recognised in the standalone statement of profi t and loss except for exchange diff erences on foreign currency borrowings relating to assets under constructions for future productive use, which are included in the cost of the assets when they are regarded as an adjustment to interest costs on these foreign currency borrowings.

Exchange diff erences arising on monetary items that, in substance, form part of the Company's net investment in a foreign operation (having a functional currency other than Indian Rupee) are accumulated in foreign currency translation reserve.

Non-monetary items denominated in foreign currency are carried at cost.

k. Derivatives

The Company enters into derivative fi nancial instruments, primarily foreign exchange forward contracts and currency swaps to manage its exposure to foreign exchange risks.

Derivatives are initially recognised at fair value and are subsequently re-measured to their fair value at the end of each reporting period. The resulting gains / losses is recognised in the standalone statement of profi t and loss.

l. Investment in subsidiaries

Investment in subsidiaries are carried at cost less accumulated impairment, if any.

m. Inventories

Inventories are valued at the lower of cost and net realisable value. Costs of inventories are determined using weighted average method. Cost comprises expenditure incurred in the normal course of business in bringing such inventories to its present location and condition and includes, where applicable, appropriate overheads based on normal level of activity. Net realisable value represents the estimated selling price for inventories less all estimated costs of completion and costs necessary to make the sale.

Obsolete, slow moving and defective inventories are identifi ed from time to time and, where necessary, a provision is made for such inventories.

n. Employee benefi ts

Retirement benefi t costs

Contribution payable for provident fund and superannuation fund, which are defi ned contribution schemes are recognised as an employee benefi t expense in the standalone statement of profi t and loss.

For retirement benefi t - defi ned benefi t plan i.e. gratuity, other long-term employee benefi ts i.e., leave encashment and sick leave, the cost of providing benefi ts is determined using the projected unit credit method, with actuarial valuations being carried out at the end of each annual reporting period.

Re-measurement, comprising actuarial gains and losses and the return on plan assets (excluding net interest), is refl ected immediately in the balance sheet with a charge or credit in other comprehensive income for gratuity and standalone statement of profi t and loss for leave encashment and sick leave in the period in which they occur.

Re-measurement recognised in other comprehensive income is refl ected immediately in retained earnings and is not reclassifi ed to profi t and loss. Net interest is calculated by applying the discount rate at the beginning of the period to the net defi ned benefi t liability or asset. Defi ned benefi t costs are categorised as follows:

  • service cost (including current service cost, past service cost, as well as gains and losses on curtailments and seĴ lements);
  • net interest expense or income; and
  • re-measurement

The Company presents the fi rst two components of defi ned benefi t costs in profi t and loss in the line item 'Employee benefi ts expense'.

The retirement benefi t obligation recognised in the balance sheet represents the actual defi cit or surplus in the Company's defi ned benefi t plans. Any surplus resulting from this calculation is limited to the present value of any economic benefi ts available in the form of reductions in future contributions to the plans.

Short-term employee benefi ts

A liability is recognised for benefi ts accruing to employees in respect of wages and salaries.

Liabilities recognised in respect of short-term employee benefi ts are measured at the undiscounted amount of the benefi ts expected to be paid in exchange for the related service.

o. Taxation

Tax expenses comprises current and deferred tax.

Current tax

Current tax is measured at the amount expected to be paid to tax authorities in accordance with the Income Tax Act, 1961. The Company's current tax is calculated using tax rates and tax laws that have been enacted during the period, together with any adjustment to tax payable in respect of previous years. Current tax assets and tax liabilities are off set where the entity has a legally enforceable right to off set and intends either to seĴ le on net basis, or to realise the asset and seĴ le the liability simultaneously.

Deferred tax

Deferred tax is recognised on temporary diff erences between the carrying amounts of assets and liabilities in the fi nancial statements and the corresponding tax bases used in the computation of taxable profi t. Deferred tax liabilities are generally recognised for all taxable temporary diff erences. Deferred tax assets are generally recognised for all deductible temporary diff erences to the extent that it is probable that taxable profi ts will be available against which those deductible temporary diff erences can be utilised. Such deferred tax assets and liabilities are not recognised if the temporary diff erence arises from the initial recognition of assets and liabilities in a transaction that aff ects neither the taxable profi t nor the accounting profi t.

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that suffi cient taxable profi ts will be available to allow all or part of the asset to be recovered.

Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liability is seĴ led or the asset realised, based on tax rates and tax laws that have been enacted or substantively enacted by the end of the reporting period.

Income tax, in so far as it relates to items disclosed under other comprehensive income or equity, are disclosed separately under other comprehensive income or equity, as applicable.

Deferred tax assets and liabilities are off set when there is legally enforceable right to off set current tax assets and liabilities and when the deferred tax balances related to the same taxation authority.

Minimum Alternate Tax (MAT) credit entitlement is recognised only to the extent there is convincing evidence that the Company will pay normal tax during the period specifi ed by the Income Tax Act, 1961. In the year in which the MAT credit becomes eligible to be recognised as an asset, the said asset is created by way of credit to the standalone statement of profi t and loss. The Company reviews the same at each balance sheet date and writes down the carrying amount of MAT credit entitlement to the extent there is no longer convincing evidence to the eff ect that the Company will pay normal income tax during the specifi ed period.

p. Government grants

Government grants are recognised when there is reasonable assurance that the grant will be received, and the Company will comply with the conditions aĴ ached to the grant. Accordingly, government grants:

  • a) related to or used for assets are included in the Balance Sheet as deferred income and recognised as income over the useful life of the assets.
  • b) related to incurring specifi c expenditures are taken to the standalone statement of profi t and loss on the same basis and in the same periods as the expenditures incurred.
  • c) by way of fi nancial assistance on the basis of certain qualifying criteria are recognised as they become receivable.

q. Warranties

Warranty costs are estimated by the Management on the basis of a technical evaluation and based on specifi c warranties, claims and claim history. Provision is made for estimated liability in respect of warranty cost in the year of sale of goods. Warranty provisions are measured at discounted amounts. The Company discounts its provision for warranty to present value at reporting dates. Consequently, the unwinding of discount is recognised in the standalone statement of profi t and loss.

Provision for warranty is expected to be utilised over a period of one to fi ve years.

r. Provisions and contingent liabilities

The Company recognises a provision when there is a present obligation as a result of an obligating event that probably requires outfl ow of resources and a reliable estimate can be made of the amount of the obligation. When some or all of the economic benefi ts required to seĴ le a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably. When a provision is measured using the cash fl ows estimated to seĴ le the present obligation, it's carrying amount is the present value of those cash fl ows (when the eff ect of the time value of money is material).

A disclosure of a contingent liability is made when there is a possible obligation or a present obligation that may, but probably will not, require an outfl ow of resources. When there is a possible obligation or a present obligation and the likelihood of outfl ow of resources is remote, no provision or disclosure of contingent liability is made.

s. Leasing

i. Company as a lessee

The Company assesses whether a contract is or contains a lease, at the inception of a contract. A contract is, or contains, a lease if the contract conveys the right to control the use of an identifi ed asset for a time in exchange for a consideration.

The Company recognises a right-of-use asset and corresponding lease liability at the lease commencement date with respect to all lease arrangements in which it is a lessee, except for short- term leases (defi ned as leases with a lease term of 12 months or less) and leases of low value assets. For these leases, the Company recognises the lease payments as an operating expense on a straight-line basis over the term of the lease unless another systematic basis is more representative of the time paĴ ern in which economic benefi ts from the leased assets are consumed. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received.

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the end of the lease term and evaluated for any impairment losses.

The Company applies Ind AS 36 to determine whether a right-of-use asset is impaired and accounts for any identifi ed impairment loss as described in the policy for 'Property, Plant and Equipment'.

Whenever the Company incurs an obligation for costs to dismantle and remove leased assets, restore the site on which it is located or restore the underlying asset to the condition required by the terms and conditions of the lease, a provision is recognised and measured under Ind AS 37. To the extent those costs relate to a right- of-use asset, the costs are included in the right-of-use asset, unless the costs are incurred to produce inventories.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the Company's incremental borrowing rate. It is re-measured when there is a change in future lease payments arising from a change in an index or rate, if there is a change in the Company's estimate of the amount expected to be payable under a residual value guarantee, or if the Company changes its assessment of whether it will exercise a purchase, extension or termination option. When the lease liability is re-measured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset or is recorded in statement of profi t and loss if the carrying amount of the right-of-use asset has been reduced to zero.

Variable rents that do not depend on an index or rate are not included in the measurement of the lease liability and right-of-use asset. The related payments are recognised as an expense in the period in which the event or condition that triggers those payments occurs and are presented in the line 'Other Expenses' in the statement of profi t and loss.

The right-of-use assets and lease liabilities are presented as a separate line item in the standalone balance sheet.

ii. Company as a lessor

Leases for which the Company is a lessor are classifi ed as fi nance or operating leases. Whenever, the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee, the contract is classifi ed as a fi nance lease. All other leases are classifi ed as operating leases.

Lease receipts under operating leases are recognised as an income, on a straight-line basis in the statement of profi t and loss over the lease term except where the lease payments are structured to increase in line with expected general infl ation.

The Company does not has any fi nance lease arrangements.

t. Operating segments

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker (CODM). The CODM, who is responsible for allocating resources and assessing performance of the operating segments, has been identifi ed as the Board of Directors.

Segments are organised based on business which have similar economic characteristics as well as exhibit similarities in nature of products and services off ered, the nature of production processes, the type and class of customer and distribution methods.

Segment revenue arising from third party customers is reported on the same basis as revenue in the fi nancial statements. Inter-segment revenue is reported on the basis of transactions which are primarily market led. Segment results represent profi ts before fi nance charges, unallocated expenses and taxes.

"Unallocated Expenses" represents revenue and expenses aĴ ributable to the enterprise as a whole and are not aĴ ributable to segments.

u. Financial instruments

A fi nancial instrument is any contract that gives rise to a fi nancial asset of one entity and a fi nancial liability or equity instrument of another entity. Financial assets and fi nancial liabilities are recognised when the Company becomes a party to the contractual provisions of the instruments. Financial assets and fi nancial liabilities are initially measured at fair value except for trade receivables that do not have a signifi cant fi nancing component which are measured at transaction price.

Transaction costs that are directly aĴ ributable to the acquisition or issue of fi nancial assets and fi nancial liabilities (other than fi nancial assets and fi nancial liabilities at fair value through standalone statement of profi t and loss) are added to or deducted from the fair value of the fi nancial assets or fi nancial liabilities, as appropriate, on initial recognition. Transaction costs directly aĴ ributable to the acquisition of fi nancial assets or fi nancial liabilities at fair value through profi t and loss are recognised immediately in the statement of profi t and loss.

Financial assets and liabilities are off set and the net amount is included in the balance sheet where there is a legally enforceable right to off set the recognised amounts and there is an intention to seĴ le on a net basis or realise the asset and seĴ le the liability simultaneously.

v. Financial assets

All regular way purchases or sales of fi nancial assets are recognised and derecognised on a trade date basis. Regular way purchases or sales are purchases or sales of fi nancial assets that require delivery of assets within the time frame established by regulation or convention in the marketplace.

All recognised fi nancial assets are subsequently measured in their entirety at either amortised cost or fair value, depending on the classifi cation of the fi nancial assets.

Classifi cation

Management determines the classifi cation of an asset at initial recognition depending on the purpose for which the assets were acquired. The subsequent measurement of fi nancial assets depends on such classifi cation.

Financial assets are classifi ed as those measured at:

  • (a) Amortised cost, where the fi nancial assets are held solely for collection of cash fl ows arising from payments of principal and / or interest.
  • (b) Fair value through other comprehensive income, where the fi nancial assets are held not only for collection of cash fl ows arising from payments of principal and interest but also from the sale of such assets. Such assets are subsequently measured at fair value, with unrealised gains and losses arising from changes in the fair value being recognised in other comprehensive income.
  • (c) Fair value through statement of profi t and loss, where the assets are managed in accordance with an approved investment strategy that triggers purchase and sale decisions based on their fair value of such assets. Such assets are subsequently measured at fair value, with unrealised gains and losses arising from changes in the fair value being recognised in the standalone statement of profi t and loss in the period in which they arise

Trade receivables, cash and cash equivalents, other bank balances, loans and other fi nancial assets are classifi ed for measurement at amortised cost. Derivative instruments are measured at fair value through statement of profi t and loss while investments may fall under any of the aforesaid classes. However, in respect of particular investments in equity instruments that would otherwise be measured at fair value through profi t and loss, an irrevocable election at initial recognition may be made to present subsequent changes in fair value through other comprehensive income.

Financial assets at amortised cost are subsequently measured at amortised cost using eff ective interest method. The eff ective interest method is a method of calculating the amortised cost of an instrument and of allocating

interest income over the relevant period. The eff ective interest rate is the rate that exactly discounts estimated future cash receipts (including all fees and points paid or received that form an integral part of the eff ective interest rate, transaction costs and other premiums or discounts) through the expected life of the debt instrument, or, where appropriate, a shorter period, to the net carrying amount on initial recognition.

Recognition

Financial assets include investments, trade receivables, derivative instruments, cash and cash equivalents, other bank balances, loans and other fi nancial assets. Such assets are initially recognised at transaction price when the Company becomes party to contractual obligations. The transaction price includes transaction costs unless the asset is being fair valued through the standalone statement of profi t and loss.

Impairment

At each reporting date a fi nancial asset such as investment, trade receivable, loans and other fi nancial assets held at amortised cost and fi nancial assets that are measured at fair value through other comprehensive income are tested for impairment based on evidence or information that is available without undue cost or eff ort. Expected credit loss is assessed and loss allowance is recognised if the credit quality of that fi nancial asset has deteriorated signifi cantly since initial recognition.

Loss allowances for fi nancial assets measured at amortised cost are deducted from the gross carrying amount of the assets. For debt securities at fair value through other comprehensive income, the loss allowance is recognised in other comprehensive income and is not reduced from the carrying amount of the fi nancial asset in the balance sheet.

The gross carrying amount of a fi nancial asset is wriĴ en off (either partially or in full) to the extent that there is no realistic prospect of recovery. This is generally the case when the Company determines that the trade receivable does not have assets or sources of income that could generate suffi cient cash fl ows to repay the amounts subject to the write-off . However, fi nancial assets that are wriĴ en off could still be subject to enforcement activities under the Company's recovery procedures, taking into account legal advice where appropriate. Any recoveries made are recognised in standalone statement of profi t and loss.

Reclassifi cation

When and only when the business model is changed the Company shall reclassify all aff ected fi nancial assets prospectively from the reclassifi cation date as subsequently measured at amortised cost, fair value through other comprehensive income, fair value through standalone statement of profi t and loss without restating the previously recognised gains, losses or interest and in terms of the reclassifi cation principles laid down in the Ind AS relating to Financial instruments.

De-recognition

Financial assets are derecognised when the right to receive cash fl ows from the assets has expired, or has been transferred, and the Company has transferred substantially all of the risks and rewards of ownership. Consequently, if the asset is one that is measured at

  • (a) Amortised cost, the gain or loss is recognised in the standalone statement of profi t and loss.
  • (b) Fair value through other comprehensive income, the cumulative fair value adjustments previously taken to reserves are reclassifi ed to the standalone statement of profi t and loss unless the asset represents an equity investment in which case the cumulative fair value adjustments previously taken to reserves is reclassifi ed within equity.

w. Financial liabilities and equity instruments

Classifi cation:

Debt and equity instruments issued by the Company are classifi ed as either fi nancial liabilities or as equity in

accordance with the substance of the contractual arrangements and the defi nitions of a fi nancial liability and an equity instrument.

Equity instruments

An equity instrument is any contract that evidences a residual interest in the assets of an entity aĞ er deducting all of its liabilities. Equity instruments issued by a company are recognised at the proceeds received.

Financial liabilities

Borrowings, trade payables and other fi nancial liabilities are initially recognised at the value of the respective contractual obligations. They are subsequently measured at amortised cost. Any discount or premium on redemption / seĴ lement is recognised in the standalone statement of profi t and loss as fi nance cost over the life of the liability using the eff ective interest method and adjusted to the liability fi gure disclosed in the balance sheet.

Financial liabilities are derecognised when the liability is extinguished, that is, when the contractual obligation is discharged, cancelled and on expiry

x. Earning per share

Basic earnings per share are calculated by dividing the profi t and loss for the year aĴ ributable to shareholders by the weighted average number of shares outstanding during the year. For the purpose of calculating diluted earnings per share, the profi t and loss for the year aĴ ributable to shareholders and weighted average number of shares outstanding during the year is adjusted for the eff ects of all dilutive potential shares.

y. Goodwill

Goodwill is not amortised but is reviewed for impairment at least annually.

Goodwill arising on an acquisition of a business is carried at cost as established at the date of acquisition of the business less accumulated impairment losses, if any.

For the purposes of impairment testing, goodwill is allocated to each of the Company's cash-generating units (or groups of cash-generating units) that is expected to benefi t from the synergies of the combination. A cashgenerating unit to which goodwill has been allocated is tested for impairment annually, or more frequently when there is an indication that the unit may be impaired. If the recoverable amount of the cash-generating unit is less than its carrying amount, the impairment loss is allocated fi rst to reduce the carrying amount of any goodwill allocated to the unit and then to the other assets of the unit pro-rata based on the carrying amount of each asset in the unit. Any impairment loss for goodwill is recognised directly in the statement of profi t and loss. An impairment loss recognised for goodwill is not reversed in subsequent periods. On disposal of the relevant cash-generating unit, the aĴ ributable amount of goodwill is included in the determination of the profi t or loss on disposal.

z. Business combinations

Acquisitions of businesses are accounted for using the acquisition method. The consideration transferred in a business combination is measured at fair value, which is calculated as the diff erence between the assets acquired by the Company and liabilities assumed by the Company at the acquisition-date.

Acquisition related costs are generally recognised in the statement of profi t and loss as incurred. The identifi able assets acquired and liabilities assumed are recognised at fair value except deferred tax assets or liabilities and liabilities related to employee benefi t arrangements which are recognised and measured in accordance with Ind AS 12 and Ind AS 19 respectively.

Goodwill is measured as the excess of the sum of the consideration transferred over the net amounts of the identifi able assets acquired and the liabilities assumed at the acquisition date. If the net of the acquisitiondate amounts of the identifi able assets acquired and liabilities assumed exceeds the sum of the consideration

transferred, the excess, aĞ er reassessment, is recognised in capital reserve through other comprehensive income or directly depending on whether there exists clear evidence of the underlying reason for classifying the business combination as a bargain purchase.

Business combinations arising from acquisition of net assets from entities that are under common control are accounted for using the pooling of interest method. The diff erence between any consideration transferred and the aggregate historical carrying values of assets and liabilities of the acquired entity are recognised in shareholders' equity.

2. USE OF ESTIMATES AND JUDGEMENTS:

The preparation of fi nancial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that aff ect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the fi nancial statements and the results of operations during the reporting period end. Although these estimates are based upon management's best knowledge of current events and actions, actual results could diff er from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision aff ects only that period, or in the period of the revision and future periods if the revision aff ects both current and future periods.

In particular, information about the signifi cant areas of estimation, uncertainty and critical judgements in applying accounting policies that have the most signifi cant eff ect on the amounts recognised in the fi nancial statements are related to:

  • (i) Useful life of property, plant and equipment and intangible assets
  • (ii) Provision for product warranties
  • (iii) Provision for employee benefi ts
  • (iv) Fair value of fi nancial assets / liabilities
  • (v) Provisions and contingent liabilities
  • (vi) Estimation uncertainty relating to COVID 19 outbreaks

Useful life of property, plant and equipment and intangible assets

As described in the signifi cant accounting policies, the Company reviews the estimated useful lives of property, plant and equipment and intangible assets at the end of each reporting period. The Company is required to determine whether its intangible assets have indefi nite or fi nite life which is a subject maĴ er of judgement.

Provision for product warranties:

Provision is estimated in respect of warranty cost in the year of sale of goods and it represents the present value of the management's best estimate of the future outfl ow of economic benefi t that will be required under the company's obligation for warranties. It is estimated by the management on the basis of a technical evaluation and based on specifi c warranties, claims and claim history.

The determination of provision for product warranties takes into account assumptions which is a subject maĴ er of judgement.

Provision for employee benefi ts

The determination of Company's liability towards defi ned benefi t obligation and other long-term employee benefi ts to employees is made through independent actuarial valuation including determination of amounts to be recognised in the standalone statement of profi t and loss and in other comprehensive income. Such valuation depends upon assumptions determined aĞ er taking into account infl ation, seniority, promotion and other relevant factors such as supply and demand factors in the employment market. Information about such valuation is provided in notes to accounts.

Fair value measurements and valuation processes

Some of the Company's assets and liabilities are measured at fair value for fi nancial reporting purposes. In estimating the fair value of an asset or a liability, the Company uses market-observable data to the extent it is available. Where Level 1 inputs are not available, the Company engages third party qualifi ed valuers to perform the valuation, if required.

Provisions and contingent liabilities

The Company has ongoing litigations with various regulatory authorities and third parties. Where an outfl ow of funds is believed to be probable and a reliable estimate of the outcome of the dispute can be made based on management's assessment of specifi c circumstances of each dispute and relevant external advice, management provides for its best estimate of the liability. Such accruals are by nature complex and can take number of years to resolve and can involve estimation uncertainty.

Estimation uncertainty relating to COVID – 19 outbreaks

The Management has considered the possible eff ects, if any that may result from the pandemic relating to COVID-19 on the carrying amounts of assets. In developing the assumptions and estimates relating to the uncertainties as at the Balance Sheet date in relation to the recoverable amounts of these assets, the management has considered the global economic conditions prevailing as at the date of approval of these fi nancial statements, and has used internal and external sources of information to the extent determined by it. The actual outcome of these assumptions and estimates may vary in future due to the impact of the pandemic.

RECENT ACCOUNTING PRONOUNCEMENT :

On March 24, 2021, the Ministry of Corporate Aff airs ("MCA") through a notifi cation, amended Schedule III of the Companies Act, 2013. The amendments revise Division I, II and III of Schedule III and are applicable from April 1, 2021. Key amendments relating to Division II which relate to companies whose fi nancial statements are required to comply with Companies (Indian Accounting Standards) Rules 2015 are:

Balance Sheet :

  • (i) Lease liabilities should be separately disclosed under the head 'fi nancial liabilities', duly distinguished as current or non-current.
  • (ii) Certain additional disclosures in the statement of changes in equity such as changes in equity share capital due to prior period errors and restated balances at the beginning of the current reporting period.
  • (iii) Specifi ed format for disclosure of shareholding of promoters.
  • (iv) Specifi ed format for ageing schedule of trade receivables, trade payables, capital work-in-progress and intangible asset under development.
  • (v) If a company has not used funds for the specifi c purpose for which it was borrowed from banks and fi nancial institutions, then disclosure of details of where it has been used.
  • (vi) Specifi c disclosure under 'additional regulatory requirement' such as compliance with approved schemes of arrangements, compliance with number of layers of companies, title deeds of immovable property not held in name of company, loans and advances to promoters, directors, key managerial personnel (KMP) and related parties, details of benami property held etc.

Statement of profi t and loss :

Additional disclosures relating to Corporate Social Responsibility (CSR), undisclosed income and crypto or virtual currency specifi ed under the head 'additional information' in the notes forming part of the standalone fi nancial statements.

The amendments are extensive and the Company will evaluate the same to give eff ect to them as required by law.

Rs. in Lacs
3A. Property, plant and equipment
Gross Block Depreciation and amortisation Net Book Value
Particulars of Assets April 2020
As at 01
sets acquired on
Fair Value of as
business combi
nation
Additions disposals
ments /
Adjust
As at 31
March
2021
01 April
As at
2020
For the
year
disposals
ments /
Adjust
31 March
As at
2021
31 March
As at
2021
31 March
As at
2020
(a) Land 506 506 506 506
Land 506 506 506 506
Previous year 506 506 506 506
(b) Buildings 9,560 2,243 11,803 932 397 1,329 10,474 8,628
Buildings 8,292 2,243 10,535 763 352 1,115 9,420 7,529
R and D buildings 1,268 1,268 169 45 214 1,054 1,099
Previous year 4,842 525 4,193 9,560 668 264 932 8,628 4,174
(c) Plant and equipment 48,161 7,183 (348) 54,996 15,140 5,153 (84) 20,209 34,787 33,021
Plant and equipment 46,156 7,170 (346) 52,980 14,547 4,979 (83) 19,443 33,537 31,609
R and D plant and equipment 2,005 13 (2) 2,016 593 174 (1) 766 1,250 1,412
Previous year 30,751 3,539 14,000 (129) 48,161 10,804 4,386 (50) 15,140 33,021 19,947
(d) Furniture and fixtures 2,478 413 (25) 2,866 739 264 (14) 989 1,877 1,739
Furniture and fixtures 2,122 404 (25) 2,501 623 229 (14) 838 1,663 1,499
R and D furniture and fixtures 356 9 365 116 35 151 214 240
Previous year 2,211 18 269 (20) 2,478 512 235 (8) 739 1,739 1,699
(e) Vehicles 61 15 76 32 9 41 35 29
Vehicles 33 15 48 20 6 26 22 13
R and D vehicles 28 28 12 3 15 13 16
Previous year 58 3 61 24 8 32 29 34
(f) ffice equipment
O
473 77 (8) 542 260 71 (6) 325 217 213
ffice equipment
O
465 77 (8) 534 254 70 (6) 318 216 211
ffice equipment
R and D o
8 8 6 1 7 1 2
Previous year 390 87 (4) 473 196 68 (4) 260 213 194
(g) Computers 1,375 253 (20) 1,608 758 242 (18) 982 626 617
Computers 1,249 226 (20) 1,455 679 225 (18) 886 569 570
R and D computers 126 27 153 79 17 96 57 47
Previous year 1,068 3 308 (4) 1,375 538 223 (3) 758 617 530
Total 62,614 10,184 (401) 72,397 17,861 6,136 (122) 23,875 48,522 44,753
Total 58,823 10,135 (399) 68,559 16,886 5,861 (121) 22,626 45,933 41,937
Total R and D 3,791 49 (2) 3,838 975 275 (1) 1,249 2,589 2,816
Previous year 39,826 4,085 18,860 (157) 62,614 12,742 5,184 (65) 17,861 44,753 27,084
Capital work–in–progress 700 1,693 (619) 1,774 1,774 700
Previous year 1,659 688 (1,647) 700 700 1,659

1 R and D denotes research and development.

2 Certain portions of land and building have been given on operating lease.

Rs. in Lacs
3B. Intangible assets
Gross Block Depreciation and amortisation Net Book Value
01 April
As at
2020
Additions ments /
Adjust
March 2021
As at 31
01 April
As at
2020
For the
year
ments /
Adjust
31 March
As at
2021
31 March
As at
2021
31 March
As at
2020
Brand
(a)
382
disposals
382 111 76
disposals
187 195 271
Brand 382 382 111 76 187 195 271
Previous year 382 382 35 76 111 271 347
(b) Computer soĞware 1,827 156 (2) 1,981 1,477 176 (2) 1,651 330 350
Computer soĞware 1,471 118 (2) 1,587 1,286 111 (2) 1,395 192 185
R and D computer soĞware 356 38 394 191 65 256 138 165
Previous year 1,527 302 (2) 1,827 1,076 403 (2) 1,477 350 451
Technical knowhow
(c)
4,378 4,378 1,420 617 2,037 2,341 2,958
Technical knowhow 960 960 202 138 340 620 758
R and D technical knowhow 3,418 3,418 1,218 479 1,697 1,721 2,200
Previous year 2,416 1,962 4,378 950 470 1,420 2,958 1,466
(d) Non-compete agreement 617 617 90 62 152 465 527
Non-compete agreement 617 617 90 62 152 465 527
Previous year 617 617 28 62 90 527 589
Total 7,204 156 (2) 7,358 3,098 931 (2) 4,027 3,331 4,106
Total 3,430 118 (2) 3,546 1,689 387 (2) 2,074 1,472 1,741
Total R and D 3,774 38 3,812 1,409 544 1,953 1,859 2,365
Previous year 4,942 2,264 (2) 7,204 2,089 1,011 (2) 3,098 4,106 2,853
Intangible assets under
development
96 165 (29) 232 232 96
Previous year 581 67 (552) 96 96 581

1 R and D denotes research and development

2 The amortisation of intangible assets is disclosed in the face of Statement of Profit and Loss under the heading "Depreciation and amortisation expenses"

3 None of the above stated intangible assets are intenally generated

4 The remaining useful life of significant intangible assets are as under:-

Description Remaining useful life as at 31 March 2021
(a) Design Cost for washing machines The entire net block would be amortised in 2 years.
(b) Engineering design and process for Industrial Launderete Equipments The entire net block would be amortised in 5 years.
(c) Design cost of Motors The entire net block would be amortised in 3 years.
(d) Brand The entire net block would be amortised in 3 years.
(e) Non-compete agreement The entire net block would be amortised in 8 years.
(f) Design cost for Air Conditioner The entire net block would be amortised in 4 years.
(g) Design cost for Washer Dryer The entire net block would be amortised in 4 years.

IFB INDUSTRIES LTD.

Rs. in Lacs
3C. Right of use assets
Gross Block Depreciation and amortisation Net Book Value
01 April
As at
2020
Additions disposals
ments /
Adjust
March 2021
As at 31
01 April
As at
2020
For the
year
disposals
ments /
Adjust
31 March
As at
2021
31 March
As at
2021
31 March
As at
2020
Right of use assets 9,511 3,497 (2,370) 10,638 2,703 2,844 (1,743) 3,804 6,834 6,808
Previous year 8,070 1,441 - 9,511 - 2,703 - 2,703 6,808 -
Total 9,511 3,497 (2,370) 10,638 2,703 2,844 (1,743) 3,804 6,834 6,808
Previous year 8,070 1,441 - 9,511 - 2,703 - 2,703 6,808 -

Right of use assets pertaining to 01 April, 2019 amounting to Rs. 8,070 lacs was recognised during 2019-20

4. Investment property

Rs. in Lacs
Gross Block / Net Book Value
Particulars As at
01 April, 2020
Additions Adjustments/
disposals
As at
31 March 2021
Land 11 11
Total 11 11
  1. The Company's investment properties consist of lands in India and it includes an amount of Rs. 7 lacs (31 March 2020: Rs. 7 lacs) being assets given on an operating lease.

  2. As at 31 March 2021 and 31 March 2020 the fair values of the properties are Rs. 645 lacs and Rs. 586 lacs respectively. These valuations are based on valuations performed by NagChowdhury Associates, an accredited independent valuer. NagChowdhury Associates is a specialist in valuing these types of investment properties. A valuation model (market approach) in accordance with that recommended by Indian Institute of Surveyors has been applied. The fair value measurement can be categorised into level 3 category. Moreover there has been no change in the valuation technique as compared to 31 March, 2020.

    1. The Company has no restrictions on the realisability of its investment properties and no contractual obligations to either purchase, construct or develop investment properties or for repairs, maintenance and enhancements.
    1. Information regarding income and expenditure of investment property:
Year ended
Particulars 31 March 2021
Rs. in Lacs
31 March 2020
Rs. in Lacs
Rental income derived from investment property 6 6
Total profi t arising from investment property 6 6

5. Investments

As at 31 March 2021 As at 31 March 2020
Particulars Current Non
Current
Current Non
Current
Nos Rs. in Lacs Rs. in Lacs Nos Rs. in Lacs Rs. in Lacs
(A) INVESTMENT IN EQUITY
INSTRUMENTS
Unquoted investments (fully paid)
(i) Investment in subsidiaries (at cost)
- Trishan Metals Private Limited
(equity shares of Rs. 10/- each)
2,34,74,020 2,630 1,20,00,000 1,200
- Global Automotive & Appliances Pte. Ltd.
(ordinary shares of USD. 1/- each)
47,55,625 2,160 47,55,625 2,160
(ii) Investment in others (at fair value through
statement of profit and loss unless
otherwise stated)
- Astrea Greentech Private Ltd
(equity shares of Rs. 10/- each)
15,000 225
5,015 3,360

5. Investments (Contd.)

As at 31 March 2021 As at 31 March 2020
Particulars Current Non
Current
Current Non
Current
Nos Rs. in Lacs Rs. in Lacs Nos Rs. in Lacs Rs. in Lacs
(B) INVESTMENT IN MUTUAL FUNDS
At fair value through statement of profit
and loss
a) Aditya Birla Sun Life Saving Fund
- Direct plan- growth (face value Rs 100/-)
2,93,986 1,255
b) AXIS Liquid Fund
- Direct plan- growth (face value Rs. 100/-)
4,377 100 56,970 1,256
c) Edelweiss Arbitrage Fund
- Growth plan (face value Rs 10/-)
54,62,724 860
d) HDFC Liquid Fund
- Direct plan-growth (face value Rs. 1000/-)
80,833 3,158
e) HDFC low duration fund
- Direct plan- growth (face value Rs /- 10)
13,38,232 637
f) HDFC Money Market Fund
- Direct plan- growth (face value Rs 1000/-)
20,036 896
g) HDFC Short term Debt Fund - Dividend
reinvestment-fortnightly (face value Rs. 10/-)
99,11,019 2,472 1,31,97,202 1,361
h) ICICI Prudential Liquid
- Direct plan - daily dividend (face value
Rs.100/-)
9,77,276 978
i) ICICI Prudential Money Market Fund
Option - Direct plan daily dividend (face
value Rs. 100/-)
14,44,108 1,446
j) ICICI Prudential Liquid
- Direct plan - growth (face value Rs 100/-)
5,62,495 1,714 12,84,678 3,774
k) ICICI Prudential Ultra Short term fund
- Direct plan - growth (face value Rs 10/- )
1,43,18,024 3,276
l) ICICI Prudential money market fund
- Direct plan - growth (face value Rs 100/-)
6,92,656 2,045
m) ICICI Prudential Short term fund
- Direct plan - growth (face value Rs 10/-)
45,80,803 2,227
n) IDFC Arbitrage Fund
- Direct plan - growth (face value Rs 10/-)
32,13,512 860
o) Kotak Equity Arbitrage fund
- Direct plan- growth (face value Rs 10/-)
28,22,760 855 55,15,321 1,603
p) Kotak Bond Fund
- Direct plan - growth (face value Rs 10/-)
15,83,113 688
q) Kotak Money Market Fund
- Direct plan - growth (face value Rs 1000/-)
20,778 724

5. Investments (Contd.)

As at 31 March 2021 As at 31 March 2020
Particulars Current Non
Current
Current Non
Current
Nos Rs. in Lacs Rs. in Lacs Nos Rs. in Lacs Rs. in Lacs
r) Kotak Floating Rate Fund
- Direct plan- growth (face value Rs 1000/-)
88,645 1,026
s) SBI Magnum Ultra Short Duration Fund
- Growth plan - growth option
(face value Rs. 1000/-)
13,621 643
t) SBI Magnum Low Duration Fund
- Direct plan - growth (face value Rs 2000/-)
1,33,824 3,741
u) Trust MF Banking & PSU Debt Fund
- Direct plan- growth (face value Rs 1000/-)
1,79,991 1,803
v) UTI Arbitrage fund
- Direct plan- growth (face value Rs 10/-)
62,35,374 1,704
Total 25,822 15,280
Total investments 25,822 5,015 15,280 3,360
Other disclosures
Aggregate amount of unquoted investments 25,822 5,015 15,280 3,360
Aggregate amount of impairment in value of

investments

Proportion of the ownership interest and voting rights held 100% 100% Method used to account for above stated subsidiary Cost Cost

Details of investment in subsidiaries : As at 31 March 2021 As at 31 March 2020
1. Name Trishan Metals Private Trishan Metals Private Limited
Limited
Principal place of business West Bengal West Bengal
Proportion of the ownership interest and voting rights held 100.00% 51.12%
Method used to account for above stated subsidiary Cost Cost
2. Name Global Automotive &
Appliances Pte. Ltd
Global Automotive &
Appliances Pte. Ltd
Principal place of business Singapore Singapore
Proportion of the ownership interest and voting rights held 100% 100%

6. Loans

As at 31 March 2021 As at 31 March 2020
Particulars Current Non Current Current Non Current
Rs. in Lacs Rs. in Lacs Rs. in Lacs Rs. in Lacs
Unsecured, considered good
- Loans to related parties (refer note 37) 2 2 1 1
- Other loans to employees 51 49 54 54
Total 53 51 55 55

7. Other financial assets

As at 31 March 2021 As at 31 March 2020
Particulars Current Non Current Current Non Current
Rs. in Lacs Rs. in Lacs Rs. in Lacs Rs. in Lacs
Margin money with more than 12 months maturity 31 31
Bank deposit with more than 12 months maturity 48 1
Security deposits
- to related parties (unsecured, considered good) - refer note 37 58 58
- to others
(i) Unsecured, considered good 31 1,278 64 1,298
(ii) Unsecured, considered doubtful 14 14
Less: Allowance for doubtful deposits 14 14
Others
- Derivative instruments at fair value through 65 313 286 934
profit or loss and not designated as hedges
- Interest accrued on fixed deposits 66 1 73 34
- Insurance claim receivable 1
- Other receivable from related parties - refer note 37 170 8
Total 332 1,729 432 2,356
Security deposit to related parties includes advances to private limited 50 50

companies in which any director is a director or a member

8. Income tax assets (net)

As at 31 March 2021 As at 31 March 2020
Particulars Current Non Current Current Non Current
Rs. in Lacs Rs. in Lacs Rs. in Lacs Rs. in Lacs
Advance tax (net of provision) 645 1,829
Total 645 1,829

9. Other assets

As at 31 March 2021 As at 31 March 2020
Particulars Current Non Current Current Non Current
Rs. in Lacs Rs. in Lacs Rs. in Lacs Rs. in Lacs
Capital advance 764 3,278
Advances other than capital advance
- deposit with statutory authorities 140 424 61 414
- advances with statutory authorities 3,397 23 4,668 719
- advances with related parties (refer note 37) 2,047 1,209
Other advances
- advances for goods and services 2,024 15 1,392 14
less: allowance for doubtful advances 14 14
- prepaid expenses 673 489
Total 8,281 1,212 7,819 4,411
Advance with related parties includes advances to private limited 2,005 1092

10. Inventories (valued at lower of cost and net realisable value)

companies in which any director is a director or a member

As at 31 March 2021 As at 31 March 2020
Particulars Rs. in Lacs Rs. in Lacs
Raw materials 17,995 13,596
Work-in-progress 2,795 2,754
Finished goods 12,777 10,951
Stock-in-trade 6,307 6,524
Stores and spares 5,188 3,512
Total 45,062 37,337
The above includes goods in transit as under:
Raw materials 4,804 3,044
Stock-in-trade 2,614 918
Stores and spares 136 48
7,554 4,010

1. The cost of inventories recognised as an expense during the year was Rs. 1,79,809 lacs (31 March 2020: Rs. 1,69,162 lacs).

2. The cost of inventories recognised as an expense includes Rs. 443 lacs (31 March 2020 : Rs. 500 lacs) in respect of write-downs of inventory to its net realisable value. Further a sum of Rs. 381 lacs (31 March 2020: Rs. 232 lacs) is in respect of reversal of such write-downs. The write downs have been reduced primarily as a result of increased sales price or subsequent disposals.

3. Carrying amount of inventories carried at fair value Rs. 558 Lacs (31 March 2020: Rs. 1054 lacs).

  • 4. During the year ended 31 March 2020, carrying amount of inventories of Rs. 1036 lacs (Rs. 1157 lacs including taxes and freight) was charged off on account of loss of Inventory lying at a warehouse of the Company due to fi re on 2 December, 2019. The Insurance claim for the same was lodged and the same was treated as exceptional loss. The claim survey process is still on.
  • 5. Carrying amount of inventories pledged as security for borrowings Rs. 45,062 lacs (31 March 2020: Rs. 37,337 lacs).

11. Trade receivables

Particulars As at 31 March 2021
Rs. in Lacs
As at 31 March 2020
Rs. in Lacs
Unsecured, considered good
- receivable from subsidiaries 2 41
- receivable from related parties other than subsidiaries(*) (refer note 37) 3,365 1,969
- receivable from others 20,983 16,504
Unsecured, considered doubtful
- receivable from others 229 128
Less: allowances for doubtful debt (229) (128)
Total 24,350 18,514
(*) Includes trade receivable from private limited companies in which any
director is a director or a member
3,339 1968

Transfer of fi nancial assets

The Company discounted certain trade receivable with an aggregate carrying amount of Nil (31 March 2020: Rs. 760 lacs) to a bank for cash proceeds of Nil (31 March 2020: Rs. 751 lacs). If the trade receivable are not paid at maturity, the bank has the right to request the Company to pay the unseĴ led balance. As the Company has not transferred the signifi cant risks and rewards relating to these trade receivable, it continues to recognise the full carrying amount of the receivables and has recognised the cash received on the transfer as a secured borrowings.

At the end of the reporting period, there were no trade receivable that has been transferred but have not been derecognised and the corresponding associated liability.

12. Cash and cash equivalents

Particulars As at 31 March 2021
Rs. in Lacs
As at 31 March 2020
Rs. in Lacs
Balances with banks
- current account 6,736 4,389
- deposit account 2,245 5,672
Cheques on hand 499 13
Cash on hand 55 66
Total 9,535 10,140

13. Other bank balances

Particulars As at 31 March 2021
Rs. in Lacs
As at 31 March 2020
Rs. in Lacs
In deposit account 2,026 1,949
Total 2,026 1,949

14. Equity share capital

As at 31 March 2021 As at 31 March 2020
Particulars No. of shares Rs. in Lacs No. of shares Rs. in Lacs
Authorised share capital
Equity shares of Rs. 10 each 6,50,00,000 6,500 6,50,00,000 6,500
Total 6,50,00,000 6,500 6,50,00,000 6,500
As at 31 March 2021 As at 31 March 2020
Particulars No. of shares Rs. in Lacs No. of shares Rs. in Lacs
Issued, subscribed and fully paid up
Equity shares of Rs. 10 each 4,05,18,796 4,052 4,05,18,796 4,052
Forfeited shares
30,50,000 (31 March 2020: 30,50,000) equity shares of Rs. 10 each, 76 76
Rs. 2.50 paid - up
Total 40,518,796 4,128 4,05,18,796 4,128

There has been no change in equity share capital during the year.

Rights, preferences and restrictions aĴ ached to equity shares

The Company has a single class of equity shares. Accordingly, all equity shares rank equally with regard to dividends and share in the Company's residual assets. The equity shares are entitled to receive dividend as declared from time to time. The voting rights of an equity shareholder on a poll (not on show of hands) are in proportion to its share of the paid-up equity capital of the Company.

Voting rights cannot be exercised in respect of shares on which any call or other sums presently payable have not been paid.

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive the residual assets of the Company, remaining aĞ er distribution of all preferential amounts in proportion to the number of equity shares held.

Details of shareholders holding more than 5% equity shares in the Company

As at 31 March 2020
Particulars As at 31 March 2021
%
46.54%
14.83%
8.31%
7.17%
No. of shares % No. of shares
1. IFB Automotive Private Limited 1,88,56,833 46.54% 1,88,56,833
2. Nurpur Gases Private Limited 60,10,416 14.83% 60,10,416
3. Asansol BoĴling & Packaging Company Private Limited 33,66,428 8.31% 33,66,428
4. Jwalamukhi Investment Holdings 29,06,115 7.17% 29,05,140
15. Non-current borrowings
Particulars As at 31 March 2021
Rs. in Lacs
As at 31 March 2020
Rs. in Lacs
Term loans from banks - secured 16,537 25,167

(a) For sanction of credit facilities amounting to Rs. 2,000 lacs (including Capex LeĴ er of Credit amounting to Rs. 1500 lacs as its sublimit) and Rs. 3,000 lacs by ICICI Bank Ltd. (Utilised as at 31.03.2021 Rs. 3,500 lacs), following securities have been created:

Total 16,537 25,167

  • Exclusive charge over the movable properties including its movable plant and machinery, machinery spares, tools and accessories and other movables, both present and future, whether installed or not and whether now lying loose or in cases or which are now lying or stored in or about or shall hereaĞ er from time to time during the continuance of the security of these presents be brought into or upon or be stored or be in or about all the borrower's factories, premises and godowns or wherever else the same may be or be held by any party to the order or disposition of the borrower or in the course of transit or in high seas or on order, or delivery, howsoever and wheresoever in the possession of the borrower and either by way of substitution or addition in such manner that the security cover of 1.25 times is maintained. For the limit utilised the Term Loan is repayable in 20 quarterly instalments starting from 19 May, 2022.

(b) For sanction of credit facilities amounting to Rs. 6,000 lacs and Rs. 1,000 lacs by DBS Bank India Ltd., following securities have been created:

  • Hypothecation by way of fi rst and exclusive fl oating charge all present and future moveable plant and machinery, equipment, appliances, furniture, vehicles, machinery, spares and stores, tools and accessories and other moveables whether or not installed and whether lying loose or in cases or which are now lying or stored in or about and may hereaĞ er from time to time during the currency of this deed be brought into or upon or be stored in or about all the counterparty's factories, premises, warehouses and godowns or wherever else the same may be or be held by any party to the order or disposition of the counterparty or in the courses of transit or on high seas or on order, or delivery, howsoever and wheresoever in the possession of the counterparty and either by way of substitution or addition (all pertaining to borrower's units located at Kolkata and Bangalore) stored or to be stored at the Company's Godowns or premises or wherever else the same may be except asset charged specifi cally for debt availed, if any for purchase of conventional press line subject to NOC being sought from DBS). The Term Loan as at 31 March, 2021 is repayable in 15 equal quarterly instalments starting from 11 March, 2021.

(c) For sanction of external commercial borrowings amounting to USD 200 lacs by Standard Chartered Bank, London, following securities have been created:

  • Hypothecation by way of fi rst and exclusive charge over all present and future moveable properties of the borrower pertaining to the proposed capex for seĴ ing up of facility for manufacturing of air conditioners in Goa and on the existing plant and machinery of washing machine division at Goa (Verna) plant (except exclusive charge to

term lenders), including without limitations its moveable plant and machinery, furniture and fiĴ ings, equipments, computers, hardware, computer soĞ ware, machinery spares, tools and accessories and other movables, both whether now lying loose or in cases or which are now lying or stored in or about or shall hereaĞ er from time to time during the continuance of the security of these presents be brought into or upon or be stored or be in or about all the borrower's premises, warehouses, stockyards and godowns or those of the borrower's agents, affi liates, associates or representatives or at various worksites or at any upcountry place or places wherever else the same maybe or be held by any party including, without limitation, the following plot no. N-7, Phase IV, Survey No. 261/10, Verna Industrial Estate, Verna, Goa - 403722. The external commercial borrowings standing at USD 160 lacs as at 31 March, 2021 is repayable in 13 equal quarterly instalments starting from 1 October, 2021.

(d) For sanction of credit facilities amounting to Rs.5000 lacs by ICICI Bank Ltd., following securities have been created:

  • First and pari passu charge on all the current assets of the Company - the whole of the Company's stocks of raw materials, good-in-process, semi-fi nished and fi nished goods, consumable stores and spares and such other moveables, including book debts, bills whether documentary or clean, both present and future, whether in the possession or under the control of the borrower or not, whether now lying loose or in cases or which are now lying or stored in or about or shall hereaĞ er from time to time during the continuance of these presents be brought into or upon or be stored or be in or about all the Borrower's factories, premises and godowns situated at all places of business or wherever else the same may be or be held by any party to the order or disposition of the borrower or in course of transit or on high seas or on order or delivery.

  • Hypothecation by way of second charge on the moveable properties of the Company (save and except current assets) including its moveable plant and machinery, machinery spares, tools and accessories, non-trade receivables and other moveables both present and future whether in the possession or under the control of the borrower or not, whether installed or not and whether now lying loose or in cases or which are now lying or stored in or about or shall hereaĞ er from time to time during the continuance of these presents be brought into or upon or be stored or be in or about all the Borrower's factories, premises and godowns situated at all places of business or wherever else the same may be or be held by any party to the order or disposition of the borrower or in course of transit or on high seas or on order or delivery.

  • Hypothecation by way of fi rst and pari passu charge on the receivables of the Company - all amounts owing to and received and / or receivable by, the borrower and / or any person on its behalf, all book debts, all cash fl ows and receivables and proceeds arising from / in connection with business and all rights, titles, interest, benefi ts, claims and demand whatsoever of the borrower into or in respect of all the aforesaid assets, including but not limited to the borrower's cash-in-hand, both present and future. This facility remains unutilised as at 31 March, 2021.

The scheduled maturity of the above borrowings is as under:

Particulars As at 31 March 2021
Rs. in Lacs
As at 31 March 2020
Rs. in Lacs
Repayable in fi rst year 3,056 717
Current maturities of long-term debt (refer note 16) 3,056 717
In the second year 5,555 4,195
In the third to fiĞ h year 10,282 19,572
Beyond fiĞ h year 700 1,400
Non-current borrowings 16,537 25,167

16. Other financial liabilities

Particulars As at 31 March 2021 As at 31 March 2020
Current Non Current Current Non Current
Rs. in Lacs Rs. in Lacs Rs. in Lacs Rs. in Lacs
Current maturities of long-term debt (refer note 15) 3,056 717
Interest accrued but not due on borrowings 297 332
Derivative instruments at fair value through statement of profit and
loss and not designated as hedges
181 49
Others
- Security deposit 759 45 577 26
- Payable for property, plant and equipment and intangibles 558 700
Total 4,851 45 2,375 26

17. Other liabilities

As at 31 March 2021 As at 31 March 2020
Particulars Current Non Current Current Non Current
Rs. in Lacs Rs. in Lacs Rs. in Lacs Rs. in Lacs
Income received in advance on annual maintenance contracts and
extended warranty services
4,613 992 3,466 1,651
Deferred government grant 131 1,559
Advance from customers 3,107 1,948
Others
- Statutory liabilities 3,110 1,775
Total 10,961 2,551 7,189 1,651

18. Provisions

As at 31 March 2021 As at 31 March 2020
Particulars Current Non Current Current Non Current
Rs. in Lacs Rs. in Lacs Rs. in Lacs Rs. in Lacs
Provision for employee benefits
Gratuity (Refer note 32) 709 1,260
Leave 893 1,376
Sick Leave 77 391 67 349
Others
Warranty 527 3,902 355 3,550
Total 604 5,895 422 6,535

IFB INDUSTRIES LTD.

Notes to the standalone fi nancial statements for the year ended 31 March 2021

Details of movement in warranty provisions

Rs. in Lacs
Balance as at 01 April 2019 2,914
Additional provisions recognised 2,024
Eff ect of unwinding of discount 195
Amounts used (i.e. incurred and charged against the provision) during the period (1,228)
Balance as at 31 March 2020 3,905
Additional provisions recognised 1,544
Eff ect of unwinding of discount 221
Amounts used (i.e. incurred and charged against the provision) during the period (1,241)
Balance as at 31 March 2021 4,429

a. Provision is estimated in respect of warranty cost in the year of sale of goods and it represents the present value of the management's best estimate of the future outfl ow of economic benefi t that will be required under the Company's obligation for warranties.

  • b. Provision for warranty is expected to be utilised over a period of 1 to 5 years.
  • c. The estimates may vary as a result of product quality, availability of spare parts, price of raw materials, altered manufacturing processess and discount rates.
  • d. Warranty costs are estimated by the management on the basis of a technical evaluation and based on specifi c warranties, claims and claim history.

19. Deferred tax liabilities (net)

Particulars As at 31 March 2021
Rs. in Lacs
As at 31 March 2020
Rs. in Lacs
Deferred tax liabilities 5,052 4,506
Less: Deferred tax assets 2,376 3,702
Total Deferred tax liabilities (net) 2,676 804

Breakup of deferred tax liabilities / asset balances is as under:

As at 31 March 2021
Rs. in Lacs
As at 31 March 2020
Rs. in Lacs
Deferred tax liabilities
On provision for warranty 247 259
On changes in fair value of investments 94 16
On property, plant and equipment and intangible assets 4,711 4,231
5,052 4,506
Deferred tax assets
On unused tax credits (Minimum Alternate Tax Credit) 1,834
On tax losses 407
On allowance for doubtful debts and advances 90 55
On government grants 591
On employee benefi ts 1,625 1,336
Other timing differences 70 70
2,376 3,702
Deferred tax liabilities (net) 2,676 804
Movement of deferred tax (assets) / liabilities (net) is as under
Particulars As at 31 March 2021
Rs. in Lacs
As at 31 March 2020
Rs. in Lacs
Deferred tax liabilities / (assets) as at the beginning of the year 804 601
Deferred tax for the year recognised in profi t and loss (@) 38 387
Minimum alternate tax credit for the year (@) (389)
Minimum alternate tax credit related to previous years - Net (@) 4 1

Minimum alternate tax credit utilisation relating to previous years 76 203 Minimum alternate tax credit utilised during the year 1,754 1 Deferred tax liabilities as at the end of the year 2,676 804

(@) refer note 30

20. Current borrowings

As at 31 March 2021
Rs. in Lacs
As at 31 March 2020
Rs. in Lacs
Secured
Loans from banks
- Working capital buyers credit 2,342 2,606
Total 2,342 2,606

Hypothecation details for credit facilities

For sanction of working capital facility amounting to Rs 10,000 lacs by Standard Chartered Bank, following securities have been created:

  • (i) First pari passu charge on the entire current assets, both present and future.
  • (ii) First and exclusive charge on the plant & machinery of washing machine division at Goa (Verna) plant (both present and future).
  • (iii) First and exclusive charge over the plant & machinery of air-conditioner division at Goa, (both present and future).

For sanction of capex facility amounting to Rs 2,000 lacs by Standard Chartered Bank, following securities have been created:

  • (i) First and exclusive charge on the plant & machinery of washing machine division at Goa (Verna) plant (both present and future).
  • (ii) First and exclusive charge over the plant & machinery of air-conditioner division at Goa, (both present and future).

21. Revenue from operations

For the year ended
31 March 2021
For the year ended
31 March 2020
Rs. in Lacs Rs. in Lacs
Gross revenue from sale of manufactured products 2,47,497 2,15,228
Revenue from sale of traded products 82,790 97,193
Total sale of products 3,30,287 3,12,421
Less: trade schemes and discounts 70,442 69,480
Sale of products (net of trade schemes and discounts) 2,59,845 2,42,941
Sale of services 7,812 8,616
Other operating revenues
- Scrap sales 3,962 3,458
- Others 33 127
2,71,652 2,55,142

Details of sale of products

For the year ended
31 March 2021
Rs. in Lacs
For the year ended
31 March 2020
Rs. in Lacs
A. Finished goods
Press tools and dies 1,553 743
Fine blanked components 39,352 38,406
Motor 3,259 2,772
Home appliances
- Washing machines 1,72,944 1,67,369
- Dryers 2,560 2,213
- Industrial Launderete Equipments 2,198 2,769
- Air conditioners 24,557
Others 1,074 956
2,47,497 2,15,228
B. Stock-in-trade
Home appliances
- Microwave ovens 31,198 26,600
- Accessories and additives 22,211 20,159
- Dishwashers 11,811 6,156
- Air conditioners 3,388 31,974
- Spares 11,135 8,925
Others 3,047 3,379
82,790 97,193
Details of sale of services :
Annual maintenance/ service contracts income 6,672 7,214
Extended warranty income 209 182
Others 931 1,220
7,812 8,616

22. Other income

For the year ended
31 March 2021
For the year ended
31 March 2020
Rs. in Lacs Rs. in Lacs
Interest income
- Interest on fi nancial assets measured at amortised cost 443 312
- Other interest 161 5
Dividend from investments in mutual fund 23 331
Other non-operating income
(i)
Operating lease rental income
- Investment property 6 6
- Others 161 73
(ii)
Net loss on disposal of property, plant and equipment
13 (3)
(iii) Net foreign exchange gain / (loss) 711 (1,401)
(iv) Net gain / (loss) arising on fi nancial instruments measured at fair value
through statement of profi t and loss (FVTPL)
- Mutual fund 783 101
- Derivative instrument (974) 1,413
(v)
Net gain / (loss) on disposal of fi nancial instrument measured at FVTPL
- Mutual fund 98 (76)
(vi) Insurance claim received 71 52
(vii) Write back of liabilities no longer required (@) 118 57
(viii)Write back of provision on debts/advances no longer required 3 47
(ix) Income in respect to deferred revenue from government grant 12
(x)
Miscellaneous income
285 359
1,914 1,276

(@) includes write back of lease liability amounting to Rs. 44 lacs (31 March, 2020: Nil) (Refer note 34)

23. Cost of materials consumed

For the year ended
31 March 2021
Rs. in Lacs
For the year ended
31 March 2020
Rs. in Lacs
Raw material consumed
Raw material inventory at the beginning of the year 13,596 9,941
Add: Fair value of raw material acquired on business acquisition 127
Add: Purchases during the year 1,26,383 1,03,737
1,39,979 1,13,805
Raw material inventory at the end of the year 17,995 13,596
Cost of materials consumed 1,21,984 1,00,209
Expenditure related to research and development at Verna, Goa included
in note 23 are:
Raw material consumed 207 148

24. Purchases of stock-in-trade

For the year ended
31 March 2021
For the year ended
31 March 2020
Rs. in Lacs Rs. in Lacs
Home appliances
- Microwave ovens 13,374 10,821
- Accessories and additives 8,631 8,940
- Dishwashers 8,831 3,108
- Air conditioners 57 12,918
- Others 1,150 1,732
32,043 37,519

25. Changes in inventories of fi nished goods, stock-in-trade and work-in-progress

For the year ended
31 March 2021
Rs. in Lacs
For the year ended
31 March 2020
Rs. in Lacs
Inventories as at the end of the year
Stock-in-trade 6,307 6,524
Work-in-progress (@@) 2,795 2,073
Finished goods 12,777 10,951
(A) 21,879 19,548
Inventories as at the beginning of the year
Stock-in-trade 6,524 13,313
Work-in-progress 2,073 2,087
Fair value of Finished goods acquired on business acquisition 7
Fair value of work-in-progress acquired on business acquisition 105
Finished goods 10,951 10,664
(B) 19,548 26,176
(B – A) (2,331) 6,628
Details of inventories
Stock-in-trade
- Microwave ovens 1,511 1,870
- Accessories and additives 866 904
- Dishwashers 3,153 875
- Air conditioners 62 2,019
- Kitchen Appliances 238 417
- Others 477 439
6,307 6,524
For the year ended
31 March 2021
Rs. in Lacs
For the year ended
31 March 2020
Rs. in Lacs
Finished goods
- Washing machines 6,118 8,555
- Industrial Launderete Equipments 44 222
- Dryers 279 120
- Fine blanked components 1,269 1,588
- Press tools and dies 309 331
- Air conditioners 4,178 62
- Others 580 73
12,777 10,951

(@@) Includes semi fi nished fi ne blanked components and semi fi nished press tools and dies amounting to Rs. 1,694 Lacs (31 March 2020: Rs. 1,494 Lacs)

26. Employee benefi ts expense

For the year ended For the year ended
31 March 2021 31 March 2020
Rs. in Lacs Rs. in Lacs
Salaries and wages 24,484 24,042
Contribution to provident and other funds 2,412 2,107
Staff welfare expenses 2,666 2,636
29,562 28,785
Expenditure related to research and development at Verna,
Goa included in note 26 are:
Salaries and wages 2,535 2,789
Contribution to provident and other funds 221 258
Staff welfare expenses 94 113
2,850 3,160

27. Finance costs

For the year ended
31 March 2021
Rs. in Lacs
For the year ended
31 March 2020
Rs. in Lacs
675
195
580
2,935 1,450
2,126
221
539
49

28. Depreciation and amortisation expense

For the year ended For the year ended
31 March 2021 31 March 2020
Rs. in Lacs Rs. in Lacs
Depreciation of property, plant and equipment 6,136 5,184
Amortisation of intangible assets 931 1,011
Depreciation of right of use assets 2,844 2,703
9,911 8,898

29. Other expenses

For the year ended For the year ended
31 March 2021 31 March 2020
Rs. in Lacs Rs. in Lacs
Consumption of stores and spare parts 14,535 13,317
Rent 348 797
Insurance 365 243
Freight, octroi and carriage 9,062 8,677
Power and fuels 2,697 2,615
Ancillary cost 6,937 6,110
Rates and taxes 507 280
Expenditure on corporate social responsibility 157 69
Offi ce expenses 4,938 4,615
Advertisement and sales promotion 17,006 18,087
Travelling 1,269 3,345
Repairs
Buildings 76 117
Plant and machinery 1,018 1,061
Others 770 724
Write-off of property, plant and equipment 153 88
Write-off of debts/ advances 18 57
Allowances for doubtful debts 104 76
Bank charges 247 193
Directors' siĴ ing fees 60 35
Service expenses 5,100 5,302
Warranty expenses 1,544 2,024
Miscellaneous expenses 2,597 2,275
69,508 70,107
Payment to statutory auditors included under offi ce expenses (excluding taxes)
As auditors
Audit fees 47 47
Tax audit fees 16 16
Limited review fees 18 18
Others 22 20
Reimbursement of expenses 3 3
106 104

For the year ended
31 March 2021
Rs. in Lacs
For the year ended
31 March 2020
Rs. in Lacs
Expenditure on corporate social responsibility
(a)
Gross amount required to be spent by the company during the year
157 183
(b)
Amount spent during the year on purpose other than construction/acquisition
of assets in cash
157 69
Expenditure related to research and development at Verna, Goa included in
note 29 are:
Rent 18 15
Power and fuels 100 88
Ancillary cost 5 10
Rates and taxes 2 1
Offi ce expenses 302 287
Travelling 21 89
Repairs
Building 1 3
Plant and machinery 6 13
Others 3 2
Write-off of property, plant and equipment 1 2
Miscellaneous expenses 44 66
503 576
30.
Tax expense
For the year ended
31 March 2021
Rs. in Lacs
For the year ended
31 March 2020
Rs. in Lacs
A.
Amount recognised in statement of profi t and loss
Current tax
Income tax for the year 3,666 389
Adjustments related to previous years (net) 72 (217)
Total current tax 3,738 172
Deferred tax
Deferred tax for the year 38 387
Minimum alternate tax credit for the year (389)
Minimum alternate tax credit related to previous years (net) 4 1
Total deferred tax 42 (1)
3,780 171
For the year ended
31 March 2021
Rs. in Lacs
For the year ended
31 March 2020
Rs. in Lacs
B. Amount recognised in other comprehensive income
Current tax:
On items that will not be reclassifi ed to profi t or loss
- Remeasurements of the defi ned benefi t liabilities / (asset) (25)
(25)
C. Reconciliation of eff ective tax rate
The income tax expense for the year can be reconciled to the accounting profi t
as follows:
Profi t before tax 9,954 2,970
Income tax expense calculated @ 34.944% (31 March 2020 - 34.944%) (*) 3,478 1,038
Eff ect of income not taxable (116)
Eff ect of additional deductions under tax 27 (730)
Eff ect of diff erent tax rate on certain items 3 (25)
Eff ect of non allowable expenses 196 220
Eff ect of adjustments relating to earlier year 76 (216)
Income tax recognised in Statement of Profi t and Loss 3,780 171
Tax rate used for current tax 34.944% 34.944%
Tax rate used for deferred tax 34.944% 34.944%
(*) The applicable tax rate is as prescribed by the Income Tax Act 1961
31. Earnings per share
For the year ended For the year ended
31 March 2021
Rs. in Lacs
31 March 2020
Rs. in Lacs
(a) Profi t aĞ er taxes available to equity shareholders 6,174 2,799
(b) Weighted average number of equity shares outstanding 4,05,18,796 4,05,18,796
(c) Basic and diluted earnings per equity share of face value Rs. 10 each 15.24 6.91
(in Rs.) [(a)/(b)]

32. Defi ned benefi t plan - Gratuity

The Company operates a defi ned benefi t plan for gratuity for its employees. It is administered through approved trust in accordance with its trust deeds and rules. The concerned trusts are managed by trustees who provide guidance with regard to the management of their assets and liabilities and review their performance periodically. Risk mitigation systems are in place to ensure that the health of the portfolio is regularly reviewed and the investments do not pose any signifi cant risk of impairment. Periodic audits are conducted to ensure the adequacy of internal controls.

The liability arising in the defi ned benefi t plan is determined by an independent professionally qualifi ed actuary using the projected unit credit method.

Risk management

The risks commonly aff ecting the gratuity liability and the fi nancial results are expected to be:

    1. Interest rate risk The defi ned benefi t obligation calculated uses a discount rate based on government bonds. If bond yield falls, the defi ned benefi t obligations will tend to increase.
    1. Salary Infl ation risk Higher the expected increase in salary will increase the defi ned benefi t obligation.
    1. Demographic risk This is the risk of variability of results due to unsystematic nature of decrements that include mortality, withdrawal, disability and retirement. The eff ect of these decrements on the defi ned benefi t obligation is not straight forward and depends upon the combination of salary increase, discount rate and vesting criteria. It is important not to overstate withdrawals because in the fi nancial analysis the retirement benefi t of a short career employee typically costs less per year as compared to a long service employee.

I. Changes in defi ned benefi t obligations

Rs. in Lacs
Gratuity (funded)
31 March 2021 31 March 2020
1. Defined benefit obligations at the beginning of the year 6,111 4,672
2. Current service cost 542 412
3. Interest costs 366 321
4. Acquisition cost / (credit) 57 159
5. Effect of experience adjustment 59 404
6. Effect of assumption change 77 293
7. Benefits paid (239) (150)
8. Defined benefit obligations at the end of the year 6,973 6,111

II. Changes in fair value of plan assets

Rs. in Lacs
Gratuity (funded)
31 March 2021 31 March 2020
1. Fair value of assets at the beginning of the year 4,851 3,715
2. Interest income on plan assets 328 287
3. Employer contribution 1,260 958
4. Return on plan assets (less than discount rate) 64 41
5. Benefits paid (239) (150)
6. Fair value of assets at the end of the year 6,264 4,851
7. Actual returns 392 328

III. Net assets / (liabilities) recognised in balance sheet

Rs. in Lacs
Gratuity (funded)
31 March 2021 31 March 2020
1. Defined benefit obligations 6,973 6,111
2. Fair value of plan assets 6,264 4,851
3. Funded status - deficit 709 1,260
4. Net liability recognised in balance sheet
– Current
– Non current 709 1,260

IV. Components of employer expenses

Rs. in Lacs
Gratuity (funded)
31 March 2021 31 March 2020
Recognised in profit or loss
1. Current service cost 542 412
2. Net interest costs 38 34
3. Total recognised in profit or loss (*) 580 446
Recognised in other comprehensive income
1. Effect of experience adjustment 59 404
2. Effect of assumption change 77 293
3. Return on plan assets (less than discount rate) (64) (41)
4. Total recognised in other comprehensive income 72 656
Total expense recognised in total comprehensive income
652

(*) recognised in "Contribution to provident and other funds" in "Employee benefits expense" under note 26

V. Actuarial assumptions

Gratuity (funded)
31 March 2021 31 March 2020
Discount rate 5.9% 6.1%
Rate of salary increase 10.0% 10.0%
Mortality rate Indian Assured Indian Assured
Lives Mortality Lives Mortality
(2006-08) Ult (2006-08) Ult
Withdrawal rate 10.0% 10.0%

The estimates of rate of escalation in salary considered in actuarial valuation, take into account inflation, seniority, promotion and other relevant factors including supply and demand in employment market.

VI. Plan asset information

Gratuity (funded)
31 March 2021 31 March 2020
Cash 1% 34%
Scheme of insurance - conventional products 99% 66%

In the absence of detailed information regarding plan assets which is funded with insurance companies, 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.

VII. Net asset / (liability) recognised in balance sheet (including experience adjustment impact)

Rs. in Lacs
Gratuity (funded)
31 March 2021 31 March 2020
1. Present value of defined benefit obligations 6,973 6,111
2. Fair value of plan assets 6,264 4,851
3. Funded Status - deficit 709 1,260
4. Experience adjustment of plan assets -gain/(loss) 64 41
5. Experience adjustment of obligations - (loss) (59) (404)

VIII. Expected employer contribution for the next year (Rs. in lacs) 709 1,260

IX. Sensitivity analysis

The sensitivity results below determine their individual impact on the plan's year end defined benefit obligations. In reality, the plan is subject to multiple external experience items which may move the defined benefit obligations in similar or opposite directions, while the plans's sensitivity to such changes can vary over time.

Rs. in Lacs
Gratuity (funded)
31 March 2021 31 March 2020
Defined benefit obligations on base assumptions (refer point no V) 6,973 6,111
a. 1% increase in discount rate 6,604 5,787
b. 1% decrease in discount rate 7,388 6,474
c. 1% increase in salary escalation rate 7,323 6,422
d. 1% decrease in salary escalation rate 6,643 5,817

X. Maturity analysis of benefi t payments Rs. in Lacs

Gratuity (funded)
31 March 2021 31 March 2020
Year 1 923 829
Year 2 998 863
Year 3 763 931
Year 4 960 745
Year 5 1,057 973
Next 5 years 4,111 4,058

The Company has contributed Rs. 1,832 lacs (31 March, 2020: Rs. 1,661 lacs) to defined contribution schemes.

33. Segment reporting

Rs. in Lacs
Engineering Home
Appliances
Motor Unallocated Intersegment Total
Revenue from sale 31 March 2021 41,275 2,23,757 3,348 (723) 2,67,657
of products and
services
31 March 2020 39,164 2,10,197 2,691 (495) 2,51,557
Other operating 31 March 2021 3,310 660 25 3,995
revenue 31 March 2020 2,970 615 3,585
Revenue from 31 March 2021 44,585 2,24,417 3,373 (723) 2,71,652
operations 31 March 2020 42,134 2,10,812 2,691 (495) 2,55,142
31 March 2021 404 392 27 1,091 1,914
Other income 31 March 2020 247 454 16 559 1,276
31 March 2021 44,989 2,24,809 3,400 1,091 (723) 2,73,566
Total income 31 March 2020 42,381 2,11,266 2,707 559 (495) 2,56,418
Segment results 31 March 2021 2,986 12,008 (472) (1,658) 25 12,889
before finance costs 31 March 2020 2,724 2,517 (54) (752) (15) 4,420
31 March 2021 2,935
Less: finance costs 31 March 2020 1,450
31 March 2021 9,954
Profit before tax 31 March 2020 2,970
31 March 2021 3,780
Tax expense 31 March 2020 171
31 March 2021 6,174
Profit for the year 31 March 2020 2,799
31 March 2021 40,134 1,19,710 2,874 23,454 1,86,172
Segment assets 31 March 2020 36,770 1,00,044 3,073 21,479 1,61,366
Segment liabilities 31 March 2021 18,905 89,404 1,319 5,687 1,15,315
31 March 2020 18,825 72,260 1,165 4,386 96,636

Other information

Depreciation 31 March 2021 2,411 7,311 131 58 9,911
and amortisation
expense
31 March 2020 2,361 6,446 35 56 8,898
Capital 31 March 2021 4,545 10,134 180 188 15,047
expenditure 31 March 2020 6,586 24,652 602 1,436 33,276
Non cash 31 March 2021 4 263 4 4 275
expenditure other
than depreciation 31 March 2020 14 206 1 221
and amortisation

IFB INDUSTRIES LTD.

Notes to the standalone fi nancial statements for the year ended 31 March 2021

33. Segment reporting (Contd.)

Rs. in lacs
Geographical information
Revenue from external customers
- Within India 31 March 2021 2,72,304
31 March 2020 2,54,812
- Outside India 31 March 2021 1,262
31 March 2020 1,606
31 March 2021 2,73,566
Total 31 March 2020 2,56,418
Non - Current assets excluding financial assets and deferred tax assets
- Within India 31 March 2021 63,271
31 March 2020 64,069
- Outside India 31 March 2021
31 March 2020
Total 31 March 2021 63,271
31 March 2020 64,069

NOTES :

  • The Company is primarily engaged in business of fine blanked components, motors and home appliances. Accordingly the Company considers the above business segment as the primary segment. Segment revenue, segment result, segment asset and segment liabilities include the respective amount identifiable to each of the segments as also amounts allocated on reasonable basis. The expenses, which are not directly relatable to the business segment, are shown as unallocable corporate cost and grouped as "Unallocated". Assets and liabilities that cannot be allocated between the segments are shown as unallocable corporate assets and liabilities and are grouped as "Unallocated". These segments have been reported in the manner consistent with the internal reporting to the Board of Directors, who are the chief operating decision makers.
  • The geographical information considered for disclosure are revenue within India and revenue outside India.
  • The Company is not reliant on revenues from transactions with any single external customer and does not receive 10% or more of its revenues from transactions with any single external customer.

34. Leases

The Company is obligated under cancellable leases for residential, office premises, warehouses, etc. Total rental expense under cancellable short term operating lease amounted to Rs. 298 Lacs (31 March 2020: Rs. 750 lacs).

In applying Ind AS 116 - "Leases", the company has applied a single discount rate to a portfolio of leases with reasonably similar characteristics. The leases with remaining lease term of less than 12 months are considered as "short term leases".

The movement of lease liabilities during the year is as under :-

As at 31 March 2021
Rs. in Lacs
As at 31 March 2020
Rs. in Lacs
Opening Balance 5,921
Addition on account of adoption of Ind AS 116 6,743
Addition during the year 3,364 1,441
Adjustment for leases closed / expired / terminated (627)
Write back of liabilities no longer required (Refer note 22) (44)
Interest Expenses 539 580
Payments (3,169) (2,843)
Closing Balance 5,984 5,921
The maturity analysis of lease liabilities is as under :
Within one year 2,090 1,508
Beyond one year 3,894 4,413
5,984 5,921
35. Commitments
As at 31 March 2021 As at 31 March 2020
Rs. in Lacs Rs. in Lacs
(ii) Outstanding capital commitments for intangible assets 239

36. Contingent Liabilities :

As at 31 March 2021
Rs. in Lacs
As at 31 March 2020
Rs. in Lacs
Disputed sales tax maĴ ers, excise maĴ ers, income tax maĴ ers and other maĴ ers
contested in appeals.
5,655 1,403

(i) Outstanding capital commitments for tangible assets 1,647 3,579

(These disputes mostly relate to arbitrary disallowances of claims of the Company under various state laws, which are under appeal. The management is of the view that these demands are not sustainable in law and is hopeful of succeeding in appeals.)

37. Related party disclosures

(A) The Company has the following related parties

Investor Company : IFB Automotive Private Limited
Subsidiary Companies : Trishan Metals Private Limited (TMPL)
Global Automotive and Appliances Pte Limited (GAAL)
Thai Automotive and Appliances Limited (TAAL) – subsidiary of GAAL
Key Management Personnel - Mr. Bijon Nag, Executive Chairman
(KMP) : - Mr. Bikramjit Nag, Joint Executive Chairman and Managing Director
- Mr. Prabir ChaĴerjee, Director and Chief Financial Officer
- Mr. G. Ray Chowdhury, Company Secretary
- Mr. A. K. Nag, Senior President
- Mr. Sujan Kumar Ghosh Dastidar, President, Legal
- Ms. Souravi Sinha, General Manager-Human Resource-Corporate
- Mr. Uma Shankar Ghosh Dastidar, Head, Taxation
- Mr. Rajat Paul, Assistant Vice President, IT
- Mr. Soumitra Goswami, GM, Accounts and Finance
Home Appliance division :
- Mr. Rajshankar Ray, Managing Director and Chief Executive Officer
- Mr. A. S. Negi, Executive Director and Service Business Head
- Mr. B. M. Shetye, Senior Vice President, Sustainability
- Mr. Pawan Koul, Head of Goa factory - Washing Machine Plant
- Mr. Sukhdev Nag, National Sales Head
- Mr. Ranjan Mohan Mathur, Business Head - Cooking Products
- Mr. Abhijit Gangopadhyay, Business Head, North 2
- Mr. R. Anand, Head, Motor Division
- Mr. C.S.Govindaraj, CEO, Industrial Business & Projects
- Mr. Deepak Kumar Behara, Business Head-South
- Mr. Vilas Sanjeev Kamath, Head, Supply Chain Projects
- Mr. Venkata Subba Rao Madala, Head of Factory - A.C. Plant
- Mr. Manoj Agnihotri, Head, Human Resources, A.C. Plant
- Mr. Narayana Panth, Head of R&D, A.C. Plant
- Mr. Kartik Ishwar Muchandi, Head, Finance and Accounts, Air conditioner and
Washing Machine Plants
- Mr. Ashish Singh, Head, Finance and Accounts, Marketing
Engineering division :
- Mr. Partha Sen, Managing Director and Chief Executive Officer
- Mr. K. R. K. Prasad, CEO, Bangalore Engineering Factory
- Mr. Jayanta Chanda, AVP, Finance
- Mr. Ashok Hazra, DGM, Finance
- Mr. Arup Das, Head Marketing
Other related parties - IFB Agro Industries Limited
- IFB Agro Marine FZE (100% subsidiary of IFB Agro Industries Limited)
- Travel Systems Limited
- IFB Global Limited
- IFB Appliances Limited
- Anjali foundation
Employee trusts where - Indian Fine Blank Limited Employees Gratuity Fund (IFBLEGF)
there is significant
influence (Employee
trusts) :
- The IFBL Group Superannuation Scheme (IFBLSAF) (merged and renamed
on 3 October 2019) (Earlier known as The IFBL Senior Management Group
Superannuation Scheme)
- IFBL Employees' (Category-I) Superannuation Scheme
(IFBLESS-Cat-I) (dissolved and merged on 3 October 2019)
- IFBL Employees (Category Two) Group Superannuation Scheme
(IFBLEGSS-Cat two) (dissolved and merged on 3 October 2019)

(B) Transactions with related parties

For the year ended
31 March 2021
Rs. in Lacs
For the year ended
31 March 2020
Rs. in Lacs
1 Sales, service and other income
- Investor Company 4,240 4,187
- Subsidiaries 89 223
- KMP 4 3
- Other related parties 19 22
Total 4,352 4,435
2 Purchase of inventories
- Investor Company 90 1,957
- Subsidiaries* 6,446 4,768
- Other related parties 42 13
Total 6,578 6,738
3 Expenditure on other services
- Investor Company 389 221
- Other related parties 7,742 9,844
Total 8,131 10,065
For the year ended For the year ended
31 March 2021 31 March 2020
Rs. in Lacs Rs. in Lacs
4 Expenditure on corporate social responsibility
- Other related parties 40
Total 40
5 Expenses recovered
- Investor Company 11
Total 11
6 Purchase of property, plant and equipment and intangibles
- Investor Company 512
Total 512
7 Purchase of business
- Investor Company 3,500
Total 3,500
8 Purchase of investments
- Investor Company 225
Total 225
9 Sale of property, plant and equipment
- Investor Company 1
Total 1
10 Contribution to employees' benefit plans
- Employee trusts 715 1,413
Total 715 1,413
11 Exceptional gain - Surplus money received
- Employee trusts 1,305
Total 1,305
12 Remuneration
(a) Short term benefits - KMP 2,293 2,517
(b) Post employment benefits - KMP 80 217
(c) Other long term benefits - KMP 69 167
Total 2,442 2,901

(*) GST input credits / liabilities paid/recovered from related parties have not been included above.

As at
31 March 2021
Rs. in lacs
As at
31 March 2020
Rs. in lacs
1 Trade Receivables
- Investor Company 3,339 1,968
- Subsidiaries 2 41
- Other related parties 26 1
Total 3,367 2,010
2 Security deposits given
- Investor Company 50 50
- Other related parties 8 8
Total 58 58
3 Advances given
- Investor Company 47 145
- Subsidiaries 1,958 947
- KMP 1 4
- Other related parties 41 113
Total 2,047 1,209
4 Loans given
- KMP 4 2
Total 4 2
5 Other receivables
- Subsidiaries 23
- Other related parties 6
- Employee trusts 141 8
Total 170 8
6 Trade payables
- Investor Company 43 95
- Subsidiaries 123 179
- Other related parties 163 838
7 Other payables Total 329 1,112
- Investor Company 4
- Employee trusts 709 1,260
Total 713 1,260
8 Guarantees given
- Subsidiaries 1,889 1,781
Total 1,889 1,781

(C) Outstanding balances with related parties

(D) Party-wise details of signifi cant transactions with related parties
----- ---------------------------------------------------------------------- -- --
For the year ended
31 March 2021
Rs. in Lacs
For the year ended
31 March 2020
Rs. in Lacs
1 Sales, service and other income
- TMPL 61 53
- TAAL 28 170
- IFB Agro Industries Limited 12 21
2 Purchase of inventories
- TMPL 5,979 4,255
- TAAL 17 78
- GAAL 450 435
3 Expenditure on other services
- Travel Systems Limited 293 1,735
- IFB Agro Marine FZE 54 27
- IFB Appliances Limited 6,791 7,576
4 Expenditure on corporate social responsibility
- Anjali foundation 40
5 Contribution to employees' benefit plans
- IFBLEGF 709 957
- IFBLSAF 5 175
- IFBLESS-Cat-I 249
6 Exceptional gain - Surplus money received
- IFBLSAF 1,305

(E) Party-wise details of signifi cant balances with related parties

As at
31 March 2021
Rs. in lacs
As at
31 March 2020
Rs. in lacs
1 Trade Receivables
- TAAL 2 41
2 Security deposits given
- IFB Agro Industries Limited 8 8
3 Advances given
- TMPL 1,958 947
- IFB Agro Industries Limited 41 59
4 Other receivables
- TAAL 14
- GAAL 9
- IFBLEGF 141
- IFBLSAF 8
As at
31 March 2021
Rs. in lacs
As at
31 March 2020
Rs. in lacs
5 Trade payables
- TAAL 15
- GAAL 123 164
- IFB Agro Marine FZE 27
- IFB Appliances Limited 82 772
6 Other payables
- IFBLEGF 709 1,260
7 Guarantees given
- TAAL 1,158 1,089
- GAAL 731 692

38. Dues to micro, small and medium enterprises

The Ministry of micro, small and medium enterprises has issued an office memorandum dated 26 August 2008 which recommends that the micro and small enterprises should mention in their correspondence with its customers the Entrepreneurs Memorandum Number as allocated aĞer filing of the Memorandum in accordance with the 'Micro, Small and Medium Enterprise Development Act, 2006' ('the Act'). Accordingly, the disclosure in respect of the amounts payable to such enterprises has been made in the financial statements based on the information received and available with the Company. Payable to micro and small enterprises as at 31 March 2021: Rs. 10,141 lacs (31 March 2020: Rs. 2,517 lacs).

Further, in view of the management, the impact of the interest, if any, that may be payable in accordance with the provisions of the Act is not expected to be material. The Company has not received any claim for interest from any supplier as at the balance sheet date.

39. Financial instruments and related disclosures

i) Capital management

The Company's capital management policy is focused on business growth and creating value for shareholders. The Company determines the amount of capital required on the basis of annual business plans and the funding needs are met through internal accruals and bank borrowings.

As at 31 March 2021 As at 31 March 2020
Note Carrying
value
Fair value Carrying
value
Fair value
Rs. in lacs Rs. in lacs Rs. in lacs Rs. in lacs
A. Financial assets
a) Measured at amortised cost :
i)
Trade receivables
11 24,350 24,350 18,514 18,514
ii)
Cash and cash equivalents
12 9,535 9,535 10,140 10,140
iii)
Other bank balances
13 2,026 2,026 1,949 1,949
iv)
Loans
6 104 104 110 110
v)
Other financial assets
1,683 1,683 1,568 1,568

ii) Categories of financial instruments

As at 31 March 2021 As at 31 March 2020
Note Carrying
value
Fair value Carrying
value
Fair value
Rs. in lacs Rs. in lacs Rs. in lacs Rs. in lacs
b) Measured at fair value through Statement of Profit and Loss :
i)
Investments
5 26,047 26,047 15,280 15,280
c) Derivatives measured at fair value through Statement of
Profit and Loss :
i)
Derivatives not designated as hedges
7 378 378 1,220 1,220
B. Financial liabilities
a) Measured at amortised cost :
i)
Term loans from banks
15 16,537 16,537 25,167 25,167
ii)
Working capital buyers credit
20 2,342 2,342 2,606 2,606
from banks
iii)
Lease Liabilities
5,984 5,984 5,921 5,921
iv)
Trade payable
62,815 62,815 43,940 43,940
v)
Other financial liabilities
4,715 4,715 2,352 2,352
b) Derivatives measured at fair value through Statement of
Profit and Loss :
i)
Derivative instruments not designated as hedges
16 181 181 49 49

Investments exclude investment in subsidiaries of Rs. 4,790 lacs (31 March 2020: Rs. 3,360 lacs) which are shown at cost in balance sheet as per Ind AS 27 - 'Separate Financial Statements'.

(iii) Financial risk management objectives

The Company has a system-based approach to risk management, anchored to policies and procedures and internal financial controls aimed at ensuring early identification, evaluation and management of key financial risks (such as market risk, credit risk and liquidity risk) that may arise as a consequence of its business operations as well as its investing and financing activities. Accordingly, the Company's risk management framework has the objective of ensuring that such risks are managed within acceptable and approved risk parameters in a disciplined and consistent manner and in compliance with applicable regulation. It also seeks to drive accountability in this regard.

a) Liquidity risks

Liquidity risk refers to the risk that the Company cannot meet its financial obligations. The objective of liquid risk management is to maintain sufficient liquidity and ensure that funds are available for use as per requirements.

The Company has obtained fund and non-fund based working capital lines from banks. Furthermore, the Company has sufficient quantities of finished goods and stock-in-trade which are liquid and readily saleable. Hence the risk that the Company may not be able to seĴle its financial liabilities as they become due does not exist.

The following tables shows a maturity analysis of the anticipated cash flows for the Company's derivative and nonderivative financial liabilities.

As at 31 March 2021

Due within Due aĞer
Total one year one year
Rs. in lacs Rs. in lacs Rs. in lacs
Borrowings 18,879 2,342 16,537
Lease liabilities 5,984 2,090 3,894
Trade payables 62,815 62,815
Other financial liabilities (including current maturities of 4,715 4,670 45
long-term debt)
Derivative financial liabilities 181 181
Total 92,574 72,098 20,476

As at 31 March 2020

Due within Due aĞer one
Total one year year
Rs. in lacs Rs. in lacs Rs. in lacs
Borrowings 27,773 2,606 25,167
Lease liabilities 5,921 1,508 4,413
Trade payables 43,940 43,940
Other financial liabilities (including current maturities of 2,352 2,326 26
long-term debt)
Derivative financial liabilities 49 49
Total 80,035 50,429 29,606

b) Market risks

The Company does not trade in equities. Treasury activities, focused on managing investments in debt instruments, are centralised and administered under a set of approved policies and procedures guided by the tenets of liquidity, safety and returns. This ensures that investments are only made within the acceptable risk parameters aĞer due evaluation.

The Company's investments are predominantly held in debt mutual funds. Such investments are susceptible to market risks that arise mainly from changes in interest rate which may impact the return and value of such investments. Mark to market movements in respect of these investments are measured at fair value through Statement of Profit and Loss.

Fixed deposits are held with highly rated banks and generally have a short tenure and are not subject to interest rate volatility.

The company has short-term borrowings which are generally not susceptible to interest rate volatility since they are for short tenure. Long term loans from banks are at highly competitive rates. Hence interest rate fluctuations on borrowings does not affect the Company significantly.

c) Foreign currency risk

The Company undertakes transactions denominated in foreign currency (mainly US Dollar, Euro, GBP, RMB, THB, JPY and AED) which are subject to the risk of exchange rate fluctuations.

The carrying amount of foreign currency denominated financial assets and liabilities, are as follows:

As at 31 March 2021 As at 31 March 2020
Financial
Assets
Financial
Liabilities
Financial
Assets
Financial
Liabilities
Rs. in lacs Rs. in lacs Rs. in lacs Rs. in lacs
USD 469 25,472 1,360 26,451
Euro 65 4,457 44 1,316
RMB 1,221 493
THB 1
JPY 1
Total 534 31,150 1,404 28,262

The Company uses forward exchange contracts and currency swaps to hedge its exposure in foreign currency.

i) Forward exchange contracts / Currency swaps that were outstanding for financial liabilities as at the end of respective reporting dates :

Particulars No. of
contracts
USD (lacs) No. of
contracts
Euro (lacs) No. of
contracts
RMB (lacs)
As at 31 March 2021 175 340 53 53 27 47
As at 31 March 2020 163 406 31 17 18 21

The aforesaid forwards / currency swaps have a maturity before 2nd October, 2024

ii) Unhedged foreign currency exposure (excluding derivatives) as at the end of the respective reporting dates:

As at 31 March 2021 As at 31 March 2020
Financial Financial Financial Financial
Asset Liability Asset Liability
USD 1 3 2
Rs. in lacs 91 188 162
EURO 1 *
Rs. in lacs 65 22
RMB 62 25
Rs. in lacs 694 266
THB *
Rs. in lacs 1
GBP *
Rs. in lacs 1
JPY 1
Rs. in lacs 1
Total Rs. lacs 156 882 184 268

* represents foreign currency less than 50,000

iii) Foreign currency sensitivity

For every percentage point change in the underlying exchange rate of the outstanding foreign currency denominated assets and liabilities, holding all other variables constant, the profit before tax would change by Rs. 308 lacs for the year ended 31 March 2021 (31 March 2020: Rs 269 lacs).

d) Credit risk

Credit risk arise from the possibility that the counter party may not be able to seĴle their obligations. Financial instruments that are subject to such risk primarily consists of investments, trade receivables, bank deposits, loans, derivative instruments and other financial assets.

Bank deposits are primarily held with highly rated and different banks.

The Company's customer base is large and diverse limiting the risk arising out of credit concentration. Further the credit is extended in business interest in accordance with guidelines issued centrally and business-specific credit policies that are consistent with such guidelines. Exceptions are managed and approved by appropriate authorities aĞer due consideration of the counter parties credentials and financial capacity, trade practices and prevailing business and economic conditions.

The Company's historical experience of collecting receivable and the level of default indicates that the credit risk is low and generally uniform across markets. Loss allowances are recognised where considered appropriate by the management.

As at
31 March 2021
Rs. in lacs
As at
31 March 2020
Rs. in lacs
Balance at beginning of the year 142 113
Provision recognised in the year 104 76
Amounts wriĴen off during the year as uncollectible (36)
Amounts recovered during the year (3) (10)
Provisions wriĴen back (1)
Balance at end of the year 243 142

The movement of allowance for doubtful advances and receivables is as under:-

Other than financial assets mentioned above, none of the Company's financial assets are either impaired or past due, and there were no indications that defaults in payment would occur.

e) Fair value hierarchy

The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value and have been grouped into Level 1, Level 2 and Level 3 below:

Fair Value
Fair value
hierarchy As at As at
(Level) 31 March 2021 31 March 2020
Rs. in lacs Rs. in lacs
A. Financial Assets
a) Measured at FVTPL:
Investment in mutual funds 1 25,822 15,280
Investment in equity instruments (other than
subsidiary) 2 225
b) Derivatives measured at FVTPL:
Derivatives not designated as hedges 2 378 1,220
B. Financial Liabilities
a) Derivatives measured at FVTPL:
Derivatives not designated as hedges 2 181 49

40. Goodwill

A reconciliation of the carrying amount of goodwill at the beginning and end of the reporting period showing separately:

As at As at
31 March 2021 31 March 2020
Rs. in lacs Rs. in lacs
Amount as at the beginning of the year
(net of accumulated impairment loss of Nil) 1,355 1,355
Amount as at the end of the year
(net of accumulated impairment loss of Nil) 1,355 1,355

The goodwill as stated above is allocated to home appliances division.The Company tests goodwill annually for impairment, or more frequently if there are indications that goodwill might be impaired.

41. Exceptional items includes the following:

For the year ended
31 March 2021
Rs. in Lacs
For the year ended
31 March 2020
Rs. in Lacs
(a) Surplus from superannuation scheme (#) 1,305
(b) Loss of inventory due to fire (@) (1,157)
148

An amount of Rs. 1305 lacs received from The IFBL Group Superannuation Scheme for refund of Surplus money as per the Deed of Variance dated 3 October, 2019 approved by the Commissioner of Income Tax vide order dated 30 December, 2019.

  • @ An estimated amount of Rs. 1157 lacs on account of loss of Inventory lying at a warehouse of the Company due to fire on 2 December, 2019. The Insurance claim for the same was lodged and the same was treated as exceptional loss. The claim survey process is still on.
  • 42. The Company has disaggregated revenues from contract with customers for the year by the type of goods and services. The Company believe that this disaggregation best depicts how the nature, amount, timing and uncertainty of revenues and cash flows are affected by industry, market and other economic factors. Refer note 21 for revenue disaggregation.

The following table includes revenue expected to be recognised in the future related to annual maintenance contracts and extended warranty services and advance from customers.

Year ended
31 March
2022
Year ended
31 March
2023
Year ended
31 March
2024
Year ended
31 March
2025
Beyond
31 March
2025
Rs. in lacs Rs. in lacs Rs. in lacs Rs. in lacs Rs. in lacs
Income received in advance on annual 4,430 725
maintenance contracts
Income received in advance on extended 183 164 65 32 6
warranty services
Advance from customers 3,107
7,720 889 65 32 6

The Company recognized revenue of Rs. 5,414 lacs (31 March 2020 : Rs. 5,246 lacs) arising from contract liability balances comprising of income received in advance on annual maintenance contracts and extended warranty services and advance from customers at the beginning of the year.

The below table shows the movement of income received in advance on annual maintenance contracts and extended warranty services and advance from customers :

As at
31 March 2021
Rs. in lacs
As at
31 March 2020
Rs. in lacs
Opening Balance 7,065 6,240
Progress billing during the year 2,69,304 2,52,382
Less: Revenue recognised during the year 2,67,657 2,51,557
Closing Balance 8,712 7,065

Invoicing in excess of revenues from sale of services are classified as "Income received in advance on annual maintenance contracts and extended warranty services" and Invoicing in excess of revenues from sale of goods are classified as "Advance from customers" in note no 17.

  • 43. As per the E-Waste (Management) Rules, 2016, as amended, Companies dealing in certain categories of products as specified in Schedule-I therein are required to undertake Extended Producer Responsibility (EPR) for its end-of-life products. The obligation for a financial year is measured based on sales made in the preceding 9th/10th year and the Company has met its obligations for the current year. In accordance with Appendix B of Ind AS 37, 'Provisions, Contingent Liabilities and Contingent Assets', the Company will have an e-waste obligation for future years, only if it participates in the market in those years.
  • 44. The spread of COVID-19 has impacted businesses around the globe. In India, Governments in certain states have imposed various restrictions with the increase in number of COVID 19 cases during the months of March 2021, April 2021 and May 2021.

On the basis of the assessment done by the management and internal/ external sources of information up to the date of approval of these financial results, the carrying amounts of assets are recoverable. The impact of pandemic may be different from that estimated as at the date of these financial results and the Company will closely monitor any material changes to the future economic conditions.

45. On 31 October, 2020, the Company has acquired the balance 48.88% (1,14,74,020 nos. equity shares) equity shares from the other shareholders of Trishan Metals Private Limited at a consideration of Rs. 1430 lacs, thereby making Trishan Metals Private Limited(TMPL) as its wholly owned subsidiary.

The board of directors at its meeting held on 30 December 2020 approved the amalgamation of its wholly owned subsidiary TMPL with IFB Industries Limited (IFBIL) The transferor company (TMPL) and transferee company (IFBIL) submitted merger application on 06 February, 2021 to National Company Law Tribunal, Kolkata Bench (NCLT) with effective date considered as 01 April, 2021. The first hearing was held on 05 April, 2021. The NCLT accepted the application and by its order dated 05 April, 2021 appointed the Chairperson and scrutinizer for shareholders and creditors meeting ( secured and unsecured) to be held on 24 May, 2021 through video conferencing or other audio vidual means to approve the 'Scheme of Amalgamation'. The meetings took place on 24 May, 2021 and the shareholders and creditors ( secured and unsecured ) approved the 'Scheme of Amalgamation' between TMPL and IFBIL under the provisions of Sections 230 to 232 of the Companies Act, 2013 and other relevant provisions of the Act and rules framed thereunder with requisite majority .The matter is now under process and pending before NCLT.

46. Government Grants

The Company has received an amount of Rs 1702 lacs during 2020-21 under Modified Special Incentive Package Scheme (M-SIPS) of Government of India . The incentive under the scheme is in the form of capital subsidy of 25% for Capital expenditure in new projects on reimbursement basis.

The Company has adopted the income approach as prescribed in Ind AS 20 - Accounting for Government Grants and Disclosure of Government Assistance. It has recognised the government grants received (related to depreciable assets) in Statement of Profit and Loss on a systematic basis over the remaining useful life of the asset. The Company has received claim amounting to

Rs 1702 lacs during 2020-21 and the same has been set up as deferred income. Out of the same Rs.12 lacs has been recognised as income during 2020-21 and balance has been shown in note no 17 - "Other Liabilities" as "Deferred government grant". There are no unfulfilled conditions or other contingencies attaching to this grant.

  • 47. Previous year's figures have been regrouped / reclassiified wherever necessary to correspond with the current year's classification.
  • 48. The standalone financial statements were approved by the Board of Directors on 14 June 2021.

Independent Auditor's Report to the Members of IFB INDUSTRIES LIMITED

Report on the Audit of the Consolidated Financial Statements

Opinion

We have audited the accompanying consolidated fi nancial statements of IFB Industries Limited ("the Parent") and its subsidiaries, (the Parent and its subsidiaries together referred to as "the Group"), which comprise the Consolidated Balance Sheet as at 31 March 2021, and the Consolidated Statement of Profi t and Loss (including Other Comprehensive Loss), the Consolidated Cash Flow Statement and the Consolidated Statement of Changes in Equity for the year then ended, and a summary of signifi cant accounting policies and other explanatory information.

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid consolidated fi nancial statements give the information required by the Companies Act, 2013 ("the Act") in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended ('Ind AS')and other accounting principles generally accepted in India, of the consolidated state of aff airs of the Group as at 31 March,2021, and their consolidated profi t, their consolidated total comprehensive income, their consolidated cash fl ows and their consolidated changes in equity for the year ended on that date.

Basis for Opinion

We conducted our audit of the consolidated fi nancial statements in accordance with the Standards on Auditing specifi ed under section 143(10) of the Act (SAs). Our responsibilities under those Standards are further described in the Auditor's Responsibility for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI) together with the ethical requirements that are relevant to our audit of the consolidated fi nancial statements under the provisions of the Act and the Rules made thereunder, and we have fulfi lled our other ethical responsibilities in accordance with these requirements and the ICAI's Code of Ethics. We believe that the audit evidence obtained by us is suffi cient and appropriate to provide a basis for our audit opinion on the consolidated fi nancial statements

Key Audit MaĴ ers

Key audit maĴ ers are those maĴ ers that, in our professional judgment, were of most signifi cance in our audit of the consolidated fi nancial statements of the current period. These maĴ ers were addressed in the context of our audit of the consolidated fi nancial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these maĴ ers. We have determined the maĴ ers described below to be the key audit maĴ ers to be communicated in our report

Sr. No. Key Audit MaĴer Auditor's Response
1 Revenue Recognition
Revenue from the sale of goods (hereinaĞer
referred to as "Revenue") is recognised when
the Company performs its obligation to its
customers and the amount of revenue can
be measured reliably and recovery of the
consideration is probable. The timing of such
recognition is when the control over the same
Our audit approach was a combination of test of internal
controls and substantive procedures including:

Assessing the appropriateness of the Company's revenue
recognition accounting policies, in line with Ind AS 115
("Revenue from Contracts with Customers").

Evaluating the design and implementation of Company's
controls in respect of revenue recognition. Testing the
effectiveness of such controls over revenue cut off during
is transferred to the customer which is mainly
upon delivery.
the year.
Sr. No. Key Audit MaĴer Auditor's Response
Revenue Recognition
The timing of revenue recognition is relevant
to the reported performance of the Company.
Revenue may be recognised before completion
of contractual performance obligation due to
incorrect recording of point of time when the
customer obtains control of the asset.

Testing the supporting documentation for sales transactions
recorded during the period closer to the yearend including
customer acknowledgments of receipt of goods on a sample
basis.

Testing sales returns subsequent to the year end, including
examination of credit notes issued aĞer the year end to
Refer to 1(B)(c) for the Accounting policy on
recognition on revenue.
determine whether revenue was recognised in the correct
period.

Rolling out confirmation requests to customers to confirm
the recorded year end balances on a sample basis.

Information Other than the Financial Statements and Auditor's Report Thereon

  • The Parent's Board of Directors is responsible for the other information. The other information comprises the information included in the Director's report, but does not include the consolidated fi nancial statements, standalone fi nancial statements and our auditor's report thereon.
  • Our opinion on the consolidated fi nancial statements does not cover the other information and we do not express any form of assurance conclusion thereon.
  • In connection with our audit of the consolidated fi nancial statements, our responsibility is to read the other information, compare with the fi nancial statements of the subsidiaries, and consider whether the other information is materially inconsistent with the consolidated fi nancial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated. Other information so far as it relates to the subsidiaries is traced from their respective fi nancial statements.
  • If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard

Management's Responsibility for the Consolidated Financial Statements

The Parent's Board of Directors is responsible for the maĴ ers stated in section 134(5) of the Act with respect to the preparation of these consolidated fi nancial statements that give a true and fair view of the consolidated fi nancial position, consolidated fi nancial performance including other comprehensive loss, consolidated cash fl ows and consolidated changes in equity of the Group in accordance with the Ind AS and other accounting principles generally accepted in India. 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; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal fi nancial controls, that were operating eff ectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the fi nancial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated fi nancial statements by the Directors of the Parent, as aforesaid.

In preparing the consolidated fi nancial statements, the respective Board of Directors of the companies included in the Group are responsible for assessing the ability of the respective entities to continue as a going concern, disclosing, as applicable,

maĴ ers related to going concern and using the going concern basis of accounting unless the respective Board of Directors either intends to liquidate their respective entities or to cease operations, or has no realistic alternative but to do so.

The respective Board of Directors of the companies included in the Group are also responsible for overseeing the fi nancial reporting process of the Group.

Auditor's Responsibility for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the consolidated fi nancial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to infl uence the economic decisions of users taken on the basis of these consolidated fi nancial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the consolidated fi nancial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is suffi cient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
  • Obtain an understanding of internal fi nancial control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Parent has adequate internal fi nancial controls system in place and the operating eff ectiveness of such controls.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management.
  • Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast signifi cant doubt on the ability of the Group to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw aĴ ention in our auditor's report to the related disclosures in the consolidated fi nancial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Group to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the consolidated fi nancial statements, including the disclosures, and whether the consolidated fi nancial statements represent the underlying transactions and events in a manner that achieves fair presentation.
  • Obtain suffi cient appropriate audit evidence regarding the fi nancial information of the entities or business activities within the Group to express an opinion on the consolidated fi nancial statements. We are responsible for the direction, supervision and performance of the audit of the fi nancial statements of such branches or entities or business activities included in the consolidated fi nancial statements of which we are the independent auditors.

Materiality is the magnitude of misstatements in the consolidated fi nancial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the consolidated fi nancial statements may be infl uenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the eff ect of any identifi ed misstatements in the consolidated fi nancial statements.

We communicate with those charged with governance of the Parent and such other entities included in the consolidated fi nancial statements of which we are the independent auditors regarding, among other maĴ ers, the planned scope and timing of the audit and signifi cant audit fi ndings, including any signifi cant defi ciencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other maĴ ers that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the maĴ ers communicated with those charged with governance, we determine those maĴ ers that were of most signifi cance in the audit of the consolidated fi nancial statements of the current period and are therefore the key audit maĴ ers. We describe these maĴ ers in our auditor's report unless law or regulation precludes public disclosure about the maĴ er or when, in extremely rare circumstances, we determine that a maĴ er should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefi ts of such communication.

Report on Other Legal and Regulatory Requirements

    1. As required by Section 143(3) of the Act, based on our audit, 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 fi nancial statements.
  • b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidated fi nancial statements have been kept so far as it appears from our examination of those books.
  • c) The Consolidated Balance Sheet, the Consolidated Statement of Profi t and Loss including Other Comprehensive Loss, the Consolidated Cash Flow Statement and the Consolidated Statement of Changes in Equity dealt with by this Report are in agreement with the relevant books of account maintained for the purpose of preparation of the consolidated fi nancial statements.
  • d) In our opinion, the aforesaid consolidated fi nancial statements comply with the Ind AS specifi ed under Section 133 of the Act.
  • e) On the basis of the wriĴ en representations received from the directors of the Group as on 31 March, 2021 taken on record by the Board of Directors of the respective companies in India, none of the directors of the Group companies in India are disqualifi ed as on 31 March, 2021 from being appointed as a director in terms of Section 164 (2) of the Act.
  • f) With respect to the adequacy of the internal fi nancial controls over fi nancial reporting and the operating eff ectiveness of such controls, refer to our separate Report in "Annexure A" which is based on the auditors' reports of the Parent and the subsidiary company incorporated in India. Our report expresses an unmodifi ed

opinion on the adequacy and operating eff ectiveness of internal fi nancial controls over fi nancial reporting of those companies.

  • g) With respect to the other maĴ ers to be included in the Auditor's Report in accordance with the requirements of section 197(16) of the Act, as amended, In our opinion and to the best of our information and according to the explanations given to us, the remuneration paid by the Parent to its directors during the year is in accordance with the provisions of section 197 of the Act.
  • h) With respect to the other maĴ ers to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended in our opinion and to the best of our information and according to the explanations given to us:
  • i) The consolidated fi nancial statements disclose the impact of pending litigations on the consolidated fi nancial position of the Group - Refer Note 35 to the consolidated fi nancial 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 Parent and its subsidiary company incorporated in India.

For DELOITTE HASKINS & SELLS Chartered Accountants (Firm Registration No. 302009E)

Date : 14 June, 2021 (Membership No. 054785)

Abhij it Bandyopadhyay Place : Kolkata Partner

ANNEXURE "A" to the Independent Auditor's Report

(Referred to in paragraph 1(f) under 'Report on Other Legal and Regulatory Requirements' section of our report of even date)

Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 ("the Act")

We have audited the internal fi nancial controls over fi nancial reporting of the Group ("the Company") as of 31 March, 2021 in conjunction with our audit of the consolidated fi nancial statements of the Company for the year ended on that date.

Management's Responsibility for Internal Financial Controls

The Company's management is responsible for establishing and maintaining internal fi nancial controls based on the internal control over fi nancial reporting criteria established by the Group considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal fi nancial controls that were operating eff ectively for ensuring the orderly and effi cient conduct of its business, including adherence to Group's policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable fi nancial information, as required under the Companies Act, 2013.

Auditor's Responsibility

Our responsibility is to express an opinion on the Group's internal fi nancial controls over fi nancial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") issued by the Institute of Chartered Accountants of India and the Standards on Auditing prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal fi nancial controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal fi nancial controls over fi nancial reporting was established and maintained and if such controls operated eff ectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal fi nancial controls system over fi nancial reporting and their operating eff ectiveness. Our audit of internal fi nancial controls over fi nancial reporting included obtaining an understanding of internal fi nancial controls over fi nancial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating eff ectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor's judgement, including the assessment of the risks of material misstatement of the fi nancial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is suffi cient and appropriate to provide a basis for our audit opinion on the Group's internal fi nancial controls system over fi nancial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

A Group's internal fi nancial control over fi nancial reporting is a process designed to provide reasonable assurance regarding the reliability of fi nancial reporting and the preparation of fi nancial statements for external purposes in accordance with generally accepted accounting principles. A Group's internal fi nancial control over fi nancial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly refl ect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of consolidated fi nancial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Group are being made only in accordance with authorisations of management and directors of the Group; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the Group's assets that could have a material eff ect on the consolidated fi nancial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

Because of the inherent limitations of internal fi nancial controls over fi nancial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal fi nancial controls over fi nancial reporting to future periods are subject to the risk that the internal fi nancial control over fi nancial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, to the best of our information and according to the explanations given to us, the Group has, in all material respects, an adequate internal fi nancial controls system over fi nancial reporting and such internal fi nancial controls over fi nancial reporting were operating eff ectively as at 31 March, 2021 based on the criteria for internal fi nancial control over fi nancial reporting established by the Group considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

For DELOITTE HASKINS & SELLS

Chartered Accountants (Firm Registration No. 302009E)

Abhij it Bandyopadhyay Place : Kolkata Partner Date : 14 June, 2021 (Membership No. 054785)

Consolidated Balance Sheet

Notes As at
31 March 2021
Rs. in Lacs
As at
31 March 2020
Rs. in Lacs
ASSETS
1.
Non-current assets
(a) Property, plant and equipment 3A 52,824 49,146
(b) Capital work-in-progress 3A 1,883 887
(c) Right of use assets 3C 6,834 6,808
(d) Investment property 4 11 11
(e) Goodwill 3D 2,361 2,381
(f)
Other intangible assets
3B 3,338 4,114
(g) Intangible assets under development 3B 232 96
(h) Financial assets
(i)
Investments
10 225
(ii) Loans
(ii) Others
5
6
51
1,772
55
2,397
(i)
Income tax assets
7 9 1,834
(j)
Other non-current assets
8 1,229 4,461
2.
Current assets
(a) Inventories 9 46,228 38,338
(b) Financial assets
(i)
Investments
10 25,822 15,280
(ii) Trade receivables 11 26,569 20,454
(iii) Cash and cash equivalents 12 9,829 10,487
(iv) Other bank balances 13 2,419 2,023
(v) Loans 5 53 55
(vi) Others 6 336 436
(c)
Income tax assets
(d) Other current assets
7
8
645
6,471

7,204
Total assets 1,89,141 1,66,467
EQUITY AND LIABILITIES
Equity
(a) Equity share capital 14 4,128 4,128
(b) Other equity
(c) Non-controlling interest
65,460
60,496
40
Liabilities
1.
Non-current liabilities
(a) Financial liabilities
(i)
Borrowings
15 17,156 25,372
(ii) Lease liabilities 3,894 4,413
(iii) Other fi nancial liabilities 16 45 26
(b) Provisions 17 5,912 6,551
(c) Deferred tax liabilities (net) 18 2,676 1,129
(d) Other non-current liabilities 19 2,562 1,669
2.
Current liabilities
(a) Financial liabilities
(i) Borrowings 20 2,664 3,515
(ii) Lease liabilities 2,090 1,508
(iii) Trade payables
(A) Total outstanding dues of micro enterprises and small enterprises 10,141 2,517
(B) Total outstanding dues of creditors other than micro 55,406 44,796
enterprises and small enterprises
(iv) Other fi nancial liabilities 16 5,271 2,549
(b) Other current liabilities 19 11,054 7,330
(c) Provisions 17 607 428
(d) Income tax liabilities 75
Total equity and liabilities 1,89,141 1,66,467
The accompanying notes 1 to 47 are an integral part of the fi nancial statements.
In terms of our report aĴ ached For and on behalf of the Board of Directors
For DeloiĴ e Haskins & Sells
Chartered Accountants
Joint Executive Chairman and Managing Director
Managing Director and Chief Executive Offi cer, Home Appliances Division
Managing Director and Chief Executive Offi cer, Engineering Division
Bikramjit Nag
Rajshankar Ray
Partha Sen
Abhij it Bandyopadhyay
Partner
Director and Chief Financial Offi cer
Company Secretary
Prabir ChaĴ erjee
G. Ray Chowdhury
Kolkata
14 June 2021
Goa / Kolkata
14 June 2021

IFB INDUSTRIES LTD.

Consolidated Statement of Profi t and Loss

For the year ended For the year ended
31 March 2021 31 March 2020
Notes Rs. in Lacs Rs. in Lacs
I Revenue from operations 21 2,80,080 2,63,697
II Other income 22 2,236 1,250
III Total income (I + II) 2,82,316 2,64,947
IV Expenses
(a)
Cost of materials consumed
23 1,23,639 1,03,621
(b)
Purchases of stock-in-trade
35,129 39,208
(c)
Changes in inventories of fi nished goods, stock-in-trade and
24 (2,307) 6,544
work-in-progress
(d)
Employee benefi ts expense
25 30,693 29,888
(e)
Finance costs
26 3,091 1,609
(f)
Depreciation and amortisation expense
27 10,242 9,195
(g)
Other expenses
28 71,938 72,355
Total expenses (IV) 2,72,425 2,62,420
V Profi t before exceptional items and tax (III - IV) 9,891 2,527
VI Exceptional Items 40 148
VII Profi t before tax (V + VI) 9,891 2,675
VIII Tax expense
(a)
Current tax
29A 3,763 178
(b)
Deferred tax
29A (283)
3,480
(80)
98
IX Profi t for the year (VII - VIII) 6,411 2,577
X Other comprehensive income
A
(i)
Items that will not to be reclassifi ed to profi t or loss
- Remeasurements of the defi ned benefi t plan 31 (68) (656)
(ii)
Income tax relating to items that will not be reclassifi ed to profi t
or loss 29B 25 (6)
(i)
B
Items that will be reclassifi ed to profi t or loss
- Exchange diff erences in translating the fi nancial statements of
foreign operations (14) 181
(ii)
Income tax relating to items that will be reclassifi ed to profi t or loss

(57)

(481)
Other comprehensive income
XI Total comprehensive income for the year (IX+ X) 6,354 2,096
Profi t for the year
AĴ ributable to :
Owners of the parent 6,324 2,741
Non-controlling interests 87 (164)
Total comprehensive income for the year
AĴ ributable to: 6,266 2,263
Owners of the parent
Non-controlling interests 88 (167)
XII Earnings per equity share (Face value Rs. 10 each)
(a)
Basic (in Rs.)
30 15.61 6.76
(b)
Diluted (in Rs.)
30 15.61 6.76
The accompanying notes 1 to 47 are an integral part of the fi nancial statements.
In terms of our report aĴ ached For and on behalf of the Board of Directors
For DeloiĴ e Haskins & Sells Joint Executive Chairman and Managing Director Bikramjit Nag
Chartered Accountants Managing Director and Chief Executive Offi cer, Home Appliances Division
Managing Director and Chief Executive Offi cer, Engineering Division
Rajshankar Ray
Partha Sen
Managing Director and Chief Executive Offi cer, Home Appliances Division
Rajshankar Ray
Partha Sen
Prabir ChaĴ erjee
G. Ray Chowdhury

Consolidated Statement of Changes in Equity

A. Equity share capital

As at the beginning of
the reporting year
Changes in equity share
capital during the year
As at the end of the
reporting year
Rs. in lacs Rs. in lacs Rs. in lacs
For the year ended 31 March 2020 4,128 4,128
For the year ended 31 March 2021 4,128 4,128

B. Other equity

Reserves and Surplus Other AĴ ribui Non Total
Capital
Reserve
Securities
Premium
Capital
Redemption
Reserve
Debt
Restruc
turing
Reserve
Retained
earnings
comprehensive
income
Foreign currency
translation
reserve
table to
owners of
the parent
controlling
interest
Rs. in lacs Rs. in lacs Rs. in lacs Rs. in lacs Rs. in lacs Rs. in lacs Rs. in lacs Rs. in lacs Rs. in lacs
Balance as at 01 April 2019 17,433 1,605 8,981 29,607 292 57,711 207 57,918
Recognised on business
combination
522 522 522
Profi t for the year 2,577 2,741 (164) 2,577
Other comprehensive
income (net of tax)
(662) 181 (478) (3) (481)
Total comprehensive
income for the year
522 1,915 181 2,785 (167) 2,618
Balance as at 31 March 2020 522 17,433 1,605 8,981 31,522 473 60,496 40 60,536
Profi t for the year 6,411 6,324 87 6,411
Other comprehensive (43) (14) (58) 1 (57)
income (net of tax)
Total comprehensive
6,368 (14) 6,266 88 6,354
income for the year
Adjustment on acquisition
of non-controlling interest
of a subsidiary
(1,430) (1,302) (128) (1,430)
Balance as at 31 March 2021 522 17,433 1,605 8,981 36,460 459 65,460 65,460
Capital reserve : This reserve represents the diff erence between the value of net assets acquired by the Company in the
course of business combinations and the consideration paid for such combinations.
Securities premium : This reserve represents premium on issue of shares and expenses on employee stock purchase
scheme and can be utilised in accordance with the provisions of the Companies Act, 2013.
Capital redemption reserve : This reserve has been created under the Companies Act, 1956 on redemption of redeemable preference
shares and can be utilised in accordance with the provisions of the Companies Act, 2013.
Debt restructuring reserve : This reserve represents the principal loan amount that were waived off in earlier years.
Retained earnings : This reserve represents the cumulative profi ts of the Group and eff ects of remeasurement of defi ned
benefi t plans. This can be utilised in accordance with the provisions of the Companies Act, 2013.
Foreign currency translation reserve : Exchange diff erences on translating the fi nancial statements of foreign operations.

The accompanying notes 1 to 47 are an integral part of the fi nancial statements.

In terms of our report aĴ ached For and on behalf of the Board of Directors
For DeloiĴ e Haskins & Sells
Chartered Accountants
Joint Executive Chairman and Managing Director
Managing Director and Chief Executive Offi cer, Home Appliances Division
Managing Director and Chief Executive Offi cer, Engineering Division
Bikramjit Nag
Rajshankar Ray
Partha Sen
Abhij it Bandyopadhyay
Partner
Director and Chief Financial Offi cer
Company Secretary
Prabir ChaĴ erjee
G. Ray Chowdhury
Kolkata
14 June 2021
Goa / Kolkata
14 June 2021

Consolidated Cash Flow Statement

For the year ended
31 March 2021
Rs. in Lacs
For the year ended
31 March 2020
Rs. in Lacs
A. Cash fl ows from operating activities
Profi t before tax 9,891 2,675
Adjustments for:
Depreciation and amortisation expense 10,242 9,195
Gain on disposal of property, plant and equipment (14) -
Exceptional Loss of inventory due to fi re 1,157
Write-off of property, plant and equipment 162 88
Write-off of debts/ advances 30 58
Allowances for doubtful debts and advances 104 76
Dividend from investments in mutual fund (23) (331)
Net loss/(gain) on disposal of mutual funds measured at FVTPL (98) 76
Write back of liabilities no longer required (380) (57)
Write back of provision on assets no longer required (6) (47)
Income in respect to deferred revenue from government grant (19) (8)
Unrealised exchange (gain)/loss (888) 1,346
Interest income on fi nancial assets (450) (321)
Net gain arising on mutual funds measured at FVTPL (783) (101)
Net (gain)/loss arising on derivative instruments measured at FVTPL 974 (1,413)
Finance costs 2,821 1,414
Operating profi t before working capital changes 21,563 13,807
Adjustments for:
Trade payables 18,651 1,117
Provisions (532) 385
Other fi nancial liabilities 201 151
Other liabilities 2,934 1,019
Trade receivables
Other fi nancial assets
(6,214)
(290)
4,362
(307)
Other assets 1,428 (2,253)
Loans 6 (1)
Inventories (7,904) 1,144
Cash generated from operations 29,843 19,424
Income tax paid (net of refunds) (651) (976)
Net cash generated from operating activities 29,192 18,448
B. Cash fl ows from investing activities
Investment in equity shares of a company (other than subsidary) (225)
Consideration paid for business combination (3,650)
Consideration paid to the Non-controlling shareholders of a subsidiary (1,430)
Government grant received (Refer note 45) 1,702
Purchase of property, plant and equipment (9,330) (22,353)
Sale of property, plant and equipment 166 4
Purchase of current investments (mutual funds) (74,921) (57,091)
Sale of current investments (mutual funds) 65,281 44,893
Increase in bank balances (with maturity more than 12 months) (396) 483
Interest income on fi nancial assets 490 305
Net cash used in investing activities (18,663) (37,409)

Consolidated Cash Flow Statement

For the year ended
31 March 2021
Rs. in Lacs
For the year ended
31 March 2020
Rs. in Lacs
C. Cash fl ows from fi nancing activities
Proceeds from borrowing 9,770 49,528
Repayment of borrowing (15,461) (23,920)
Lease rent paid - principal portion (3,034) (2,713)
Lease rent paid - interest portion (135) (130)
Finance costs (2,317) (510)
Net cash generated from / (used in) fi nancing activities (11,177) 22,255
Net change in cash and cash equivalents (A+B+C) (648) 3,294
Cash and cash equivalents at the beginning of the year 10,487 7,164
Foreign currency translation adjustment on cash and cash equivalents (10) 29
Cash and cash equivalents at the end of the year [refer note 12] 9,829 10,487
  1. The above Cash fl ow statement has been prepared under the "Indirect Method" as set out in Ind AS - 7 - Statements of Cash Flow.

  2. Pursuant to business combinations, the fair value of the following assets and liabilities assumed as at the date of acquisition has been adjusted in the respective places in the Statement of Cash Flow :

Property, plant and equipment 4,085
Inventories 248
Loans 1
Trade receivables 66
Other assets 7
Trade payables 279
Other liabilities 38
Other fi nancial liability 3
Provisions 65

The accompanying notes 1 to 47 are an integral part of the fi nancial statements.

In terms of our report aĴ ached For and on behalf of the Board of Directors of IFB Industries Limited
For DeloiĴ e Haskins & Sells
Chartered Accountants
Joint Executive Chairman and Managing Director
Managing Director and Chief Executive Offi cer, Home Appliances Division
Managing Director and Chief Executive Offi cer, Engineering Division
Bikramjit Nag
Rajshankar Ray
Partha Sen
Abhij it Bandyopadhyay
Partner
Director and Chief Financial Offi cer
Company Secretary
Prabir ChaĴ erjee
G. Ray Chowdhury
Kolkata
14 June 2021
Goa / Kolkata
14 June 2021

1A. BACKGROUND :

IFB Industries Limited ("the Holding Company") and its subsidiaries (together, "the Group") is engaged in the business of fi ne blanked components, home appliances and steel.

1B. SIGNIFICANT ACCOUNTING POLICIES :

a. Statement of compliance

The consolidated fi nancial statements have been prepared in accordance with Indian Accounting Standards (Ind ASs) notifi ed under Companies (Indian Accounting Standards) Rules, 2015. These consolidated fi nancial statements have also been prepared in accordance with the relevant presentation requirements of the Companies Act, 2013.

Except for the changes below, the group has consistently applied accounting policies to all periods.

  • i) The Group has adopted the amendments to Ind AS 116 for the fi rst time in the current year. The amendments provide practical relief to lessees in accounting for rent concessions occurring as a direct consequence of Covid-19, by introducing a practical expedient to Ind AS 116. The practical expedient permits a lessee to elect not to assess whether a Covid-19 related rent concession is a lease modifi cation. A lessee that makes this election shall account for any change in lease payments resulting from the Covid-19 related rent concession the same way it would account for the charge applying Ind AS 116 if the change were not a lease modifi cation. The practical expedient applies only to rent concessions occurring as a direct consequence of Covid-19 and only if all of the following conditions are met:
  • The change in lease payments results in revised consideration for the lease that is substantially same as, or less than, the consideration for the lease immediately preceding the change;
  • Any reduction in lease payments aff ects only payments originally due on or before 30 June 2021 (a rent concession meets this condition if it results in reduced lease payments on or before 30 June 2021 and increased lease payments that extend beyond 30 June 2021); and
  • There is no substantive change to other terms and conditions of the lease.

The Group has applied the practical expedient retrospectively to all eligible rent concessions and has not restated prior period fi gures.

ii) The Group has adopted the amendments to Ind AS 1 and Ind AS 8 for the fi rst time in the current year. The amendments make the defi nition of material in Ind AS 1 easier to understand and are not intended to alter the underlying concept of materiality in Ind ASs. The concept of 'obscuring' material information with immaterial information has been included as part of the new defi nition. The threshold for materiality infl uencing users has been changed from 'could infl uence' to 'could reasonably be expected to infl uence'. The defi nition of material in Ind AS 8 has been replaced by a reference to the defi nition of material in Ind AS 1. In addition, the MCA amended other standards that contain the defi nition of 'material' or refer to the term 'material' to ensure consistency.

The adoption of the amendments has not had any material impact on the disclosures or on amounts reported in these fi nancial statements.

b. Basis of preparation

The consolidated fi nancial statements are prepared in accordance with the historical cost convention, except for certain items that are measured at fair values at the end of each reporting period, as explained in the accounting policies. Historical cost is generally based on the fair value of the consideration given in exchange for goods and services.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Group takes into account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurement date. Fair value for measurement and/or disclosure purposes in these consolidated fi nancial statements is determined on such basis, except measurements that have some similarities to fair value but are not fair value, such as net realisable value in Ind AS 2 - Inventories or value in use in Ind AS 36 - Impairment of Assets.

In addition, for fi nancial reporting purposes, fair value measurements are categorised into Level 1, 2 or 3 based on the degree to which the inputs to the fair value measurements are observable and the signifi cance of the inputs to the fair value measurement in its entirety, which are described as follows:

  • Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Group can access at the measurement date;
  • Level 2 inputs are inputs, other than quoted prices included within Level 1, that are observable for the asset or liability, either directly or indirectly; and
  • Level 3 inputs are unobservable inputs for the asset or liability.

The preparation of consolidated fi nancial statements in conformity with Ind AS requires management to make judgements, estimates and assumptions (such estimates and judgements are renewed every year) that aff ect the application of the accounting policies and the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated fi nancial statements, and the reported amounts of revenues and expenses during the year. Actual results could diff er from those estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision aff ects only that period; they are recognised in the period of the revision and future periods if the revision aff ects both current and future periods.

All assets and liabilities have been classifi ed as current or non-current as per Group's normal operating cycle and other criteria set out in Schedule III to the Companies Act 2013 and Ind AS 1- Presentation of Financial Statements based on the nature of products and the time between the acquisition of assets for processing and their realisation in cash and cash equivalents.

c. Basis of consolidation

The consolidated fi nancial statements incorporate the fi nancial statements of the Holding Company and entities (including structured entities) controlled by the Holding Company and its subsidiaries. Control is achieved when the Holding Company:

  • has the power over the investee;
  • is exposed, or has rights, to variable return from its involvement with the investee; and
  • has the ability to use its power to aff ect its return.

Generally, there is a presumption that a majority of voting rights result in control. To support this presumption and when the Group has less than a majority of the voting or similar rights of an investee, the Group considers all relevant facts and circumstances in assessing whether it has power over an investee, including:

  • The contractual arrangement with the other vote holders of the investee
  • Rights arising from other contractual arrangements
  • The Group's voting rights and potential voting rights
  • The size of the group's holding of voting rights relative to the size and dispersion of the holdings of the other voting rights holders.

The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the three elements of control. Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and ceases when the Group loses control of the subsidiary. Assets, liabilities, income and expenses of a subsidiary acquired or disposed off during the year are included in the consolidated fi nancial statements from the date the Group gains control until the date the Group ceases to control the subsidiary.

Consolidated fi nancial statements are prepared using uniform accounting policies for like transactions and other events in similar circumstances. If a member of the group uses accounting policies other than those adopted in the consolidated fi nancial statements for like transactions and events in similar circumstances, appropriate adjustments are made to that group member's fi nancial statements in preparing the consolidated fi nancial statements to ensure conformity with the group's accounting policies.

The fi nancial statements of all entities used for the purpose of consolidation are drawn up to same reporting date as that of the parent company. When the end of the reporting period of the parent is diff erent from that of a subsidiary, the subsidiary prepares, for consolidation purposes, additional fi nancial information as of the same date as the fi nancial statements of the parent to enable the parent to consolidate the fi nancial information of the subsidiary, unless it is impracticable to do so.

Consolidation procedure :

  • (a) Combine like items of assets, liabilities, equity, income, expenses and cash fl ows of the parent with those of its subsidiaries.
  • (b) Off set (eliminate) the carrying amount of the parent's investment in each subsidiary and the parent's portion of equity of each subsidiary. Business combinations policy explains how to account for any related goodwill.
  • (c) Eliminate in full intragroup assets and liabilities, equity, income, expenses and cash fl ows relating to transactions between entities of the group (profi ts or losses resulting from intragroup transactions that are recognised in assets, such as inventory and property, plant and equipment, are eliminated in full). Intragroup losses may indicate an impairment that requires recognition in the consolidated fi nancial statements. Ind AS 12 Income Taxes applies to temporary diff erences that arise from the elimination of profi ts and losses resulting from intragroup transactions.

Profi t or loss and each component of other comprehensive income (OCI) are aĴ ributed to the equity holders of the parent of the Group and to the non-controlling interests, even if this results in the non-controlling interests having a defi cit balance. All intra-group assets and liabilities, equity, income, expenses and cash fl ows relating to transactions between members of the Group are eliminated in full on consolidation.

A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity transaction. If the Group loses control over a subsidiary, it

  • Derecognises the assets (including goodwill) and liabilities of the subsidiary
  • Derecognises the carrying amount of any non-controlling interests
  • Derecognises the cumulative translation diff erences recorded in equity
  • Recognises the fair value of the consideration received
  • Recognises the fair value of any investment retained
  • Recognises any surplus or defi cit in profi t or loss

Reclassifi es the parent's share of components previously recognised in OCI to profi t or loss or retained earnings, as appropriate, as would be required if the Group had directly disposed of the related assets or liabilities.

d. Going concern

The directors have, at the time of approving the fi nancial statements, a reasonable expectation that the Group has adequate resources to continue in operational existence for the foreseeable future. Thus, they continue to adopt the going concern basis of accounting in preparing the fi nancial statements.

e. Revenue recognition

Revenue from contract with customers is recognised when the Group satisfi es performance obligation by transferring promised goods and services to the customer. Performance obligations are satisfi ed at a point of time or over a period of time. Performance obligations satisfi ed over a period of time are recognised as per the terms of relevant contractual agreements/ arrangements. Performance obligations are said to be satisfi ed at a point of time when the customer obtains controls of the asset.

Revenue is measured based on transaction price, which is the fair value of the consideration received or receivable, stated net of discounts, returns, value added tax and goods and services tax. Transaction price is recognised based on the price specifi ed in the contract, net of the estimated sales incentives/ discounts. Accumulated experience is used to estimate and provide for the discounts/ right of return, using the expected value method.

Revenue from services rendered over a period of time, such as annual maintenance contracts, are recognised on straight line basis over the period or as per the terms of the contract.

Dividend income from investments is recognised when the shareholder's right to receive dividend has been established provided that it is probable that the economic benefi ts will fl ow to the Group and the amount of income can be measured reliably.

Interest income from fi nancial assets is recognized when it is probable that the economic benefi t will fl ow to the Group and the amount can be measured reliably. Interest income is accrued on time basis, by reference to the principle outstanding and at the eff ective interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the fi nancial asset to that asset's net carrying amount on initial recognition.

Rental income from operating leases is accounted for on a straight-line basis over the lease term.

f. Property, plant and equipment

Property, plant and equipment are stated at cost of acquisition or construction less accumulated depreciation and impairment, if any.

Cost is inclusive of inward freight, duties and taxes and incidental expenses related to acquisition. In respect of major projects involving construction, related pre-operational expenses form part of the value of assets capitalised. Expenses capitalised also include applicable borrowing costs for qualifying assets, if any. All upgradation / enhancements are charged off as revenue expenditure unless they bring signifi cant additional benefi ts.

Properties in course of construction for production, supply or administrative purposes, or for purposes not yet determined, are carried at cost, less any recognised impairment loss. Cost includes professional fees and, for qualifying assets, borrowing costs capitalised in accordance with Group's policy. Depreciation on these assets commences when they are ready for their intended use.

Depreciation on property, plant and equipment has been provided on the straight-line method less residual values as per the useful life stated below.

Freehold land is not depreciated.

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

The estimated useful lives of property, plant and equipment of the Group are as follows:

Buildings 30 years
Buildings (Roads and Fences) 5 years
Building (improvements) 6 years
Plant and equipment 10 – 20 years
Plant and equipment (tools and moulds) 5years / on piece basis
Furniture and fi xtures 10 years
Offi ce equipment 3, 5,10 years
Vehicles 5, 8 years
Computers 3-6 years

An item of property, plant and equipment is derecognised upon disposal or when no future economic benefi ts are expected to arise from the continued use of the asset. Any gain or loss arising on the disposal or retirement of an item of property, plant and equipment is determined as the diff erence between the sales proceeds and the carrying amount of the asset and is recognised in the consolidated statement of profi t and loss.

g. Goodwill on consolidation

Goodwill on consolidation is stated at cost (substituted for restated cost where applicable) less impairment loss, where applicable. On disposal of a subsidiary, aĴ ributable amount of goodwill is included in the determination of the profi t and loss recognised in the consolidated statement of profi t and loss. Impairment loss, if any to the extent the carrying amount exceeds the recoverable amount is charged off to the consolidated statement of profi t and loss as it arises and is not reversed.

For impairment testing, goodwill is allocated to cash generating unit (CGU) or groupof CGUs to which it relates, which is not larger than an operating segment.

h. Investment property

Investment property are properties held to earn rentals and/or for capital appreciation (including property under construction for such purposes). Investment properties are measured initially at cost, including transaction costs. Subsequent to initial recognition, investment properties are measured in accordance with Ind AS 16 – Property, Plant and Equipment requirements for cost model, other than those that meet the criteria to be classifi ed as held for sale (or are included in a disposal group that is classifi ed as held for sale) in accordance with Ind AS 105 – Non-current Assets Held for Sale and Discontinued Operations.

An investment property is derecognised upon disposal or when the investment property is permanently withdrawn from use and no future economic benefi ts are expected from the disposal. Any gain or loss arising on de-recognition of the property (calculated as the diff erence between the net disposal proceeds and the carrying amount of the asset) is included in consolidated statement of profi t and loss in the period in which the property is de-recognised.

For transition to Ind AS, the Group has elected to continue with the carrying value of its investment property recognised as of 01 April 2016 (transition date) measured as per the previous GAAP and use that carrying value as its deemed cost as of the transition date.

i. Intangible assets

Intangible assets that the Group acquires separately and from which it expects future economic benefi ts are capitalised upon acquisition and measured initially at cost comprising the purchase price (including import duties and non-refundable taxes) and directly aĴ ributable costs to prepare the asset for its intended use.

Internally generated assets for which the cost is clearly identifi able are capitalised at cost. All directly aĴ ributable expenditure incurred to prepare the asset for its intended use are recognised as the cost of such assets.

Research expenditure is recognised as an expense when it is incurred. Development costs are capitalised only aĞ er the technical and commercial feasibility of the asset for sale or use has been established. All directly aĴ ributable expenditure incurred to prepare the asset for its intended use are recognised as the cost of such assets.

The useful life of an intangible asset is considered fi nite where the rights to such assets are limited to a specifi ed period of time by contract or law (e.g., patents, licences, trademarks, franchise and servicing rights) or the likelihood of technical, technological obsolescence (e.g., computer soĞ ware, design, prototypes) or commercial obsolescence (e.g., lesser known brands are those to which adequate marketing support may not be provided).

Intangible assets that have fi nite lives are amortized over their estimated useful lives by the straight-line method unless it is practical to reliably determine the paĴ ern of benefi ts arising from the asset. An intangible asset with an indefi nite useful life is not amortized.

Computer soĞ ware 3 years
Technical knowhow 5 years / 7 years
Brand 5 years
Non-Compete Agreement 10 years

The estimated useful lives of intangible assets of the Group are as follows:

All intangible assets are tested for impairment. Amortisation expenses and impairment losses and reversal of impairment losses are taken to the consolidated statement of profi t and loss. Thus, aĞ er initial recognition, an intangible asset is carried at its cost less accumulated amortisation and / or impairment losses.

The useful lives of intangible assets are reviewed annually to determine if a reset of such useful life is required for assets with fi nite lives and to confi rm that business circumstances continue to support an indefi nite useful life assessment for assets so classifi ed. Based on such review, the useful life may change or the useful life assessment may change from indefi nite to fi nite. The impact of such changes is accounted for as a change in accounting estimate.

An intangible asset is derecognised on disposal or when no future economic benefi ts are expected from use or disposal. Gains or losses from derecognitions are measured as the diff erence between the net disposal proceeds and the carrying amount of the assets, and are recognised in the consolidated statement of profi t and loss when the asset is derecognised.

j. Impairment of tangible and intangible assets

At the end of each reporting period, the Group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suff ered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). When it is not possible to estimate the recoverable amount of an individual asset, the Group estimates the recoverable amount of the CGU to which the asset belongs.

Intangible assets with indefi nite useful lives and intangible assets not yet available for use are tested for impairment at least annually, and whenever there is an indication that the asset may be impaired.

Recoverable amount is the higher of fair value less costs of disposal and value in use. In assessing value in use, the estimated future cash fl ows are discounted to their present value using a pre-tax discount rate that refl ects current market assessments of the time value of money and the risks specifi c to the asset for which the estimates of future cash fl ows have not been adjusted.

If the recoverable amount of an asset (or CGU) is estimated to be less than its carrying amount, the carrying amount of the asset (or CGU) is reduced to its recoverable amount. An impairment loss is recognised immediately in the consolidated statement of profi t and loss.

When an impairment loss subsequently reverses, the carrying amount of the asset (or a CGU) is increased to the revised estimate of its recoverable amount, but so that the increased carrying amount does not exceed the carrying amount that would have been determined had no impairment loss been recognised for the asset (or CGU) in prior years. A reversal of an impairment loss is recognised immediately in consolidated statement of profi t and loss.

k. Borrowing costs

Borrowing costs directly aĴ ributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets are substantially ready for their intended use or sale

Investment income earned on the temporary investment of specifi c borrowings pending their expenditure on qualifying assets is deducted from the borrowing costs eligible for capitalisation.

All other borrowing costs are recognised in the consolidated statement of profi t and loss in the period in which they are incurred.

l. Foreign currency transactions

The presentation currency of the Group is Indian Rupee.

Foreign currency transactions are recorded at the exchange rate prevailing on the date of the respective transactions. Gains / losses arising on foreign currency transactions seĴ led during the year are recognised in the consolidated statement of profi t and loss.

At each reporting date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing at that date. Exchange diff erences arising on translation of monetary items are recognised in the consolidated statement of profi t and loss except for exchange diff erences on foreign currency borrowings relating to assets under constructions for future productive use, which are included in the cost of the assets when they are regarded as an adjustment to interest costs on these foreign currency borrowings. Non-monetary items denominated in foreign currency are carried at cost.

Exchange diff erences arising on monetary items that, in substance, form part of the Group's net investment in a foreign operation (having a functional currency other than Indian Rupee) are accumulated in foreign currency translation reserve.

For the preparation of the consolidated fi nancial statements :-

  • assets and liabilities of foreign operations, together with goodwill and fair value adjustments assumed on acquisition thereon, are translated to Indian Rupees at exchange rate prevailing at the reporting period end.
  • income and expense items are translated at the average exchange rate prevailing during the period; when exchange rates fl uctuate signifi cantly the rates prevailing on the transaction date are used instead.

Diff erences arising on such translation are accumulated in foreign currency translation reserve and aĴ ributed to non-controlling interests proportionately.

On the disposal of foreign operation, all of the exchange diff erences accumulated in equity in respect of that operating aĴ ributable to the owners of the Group is reclassifi ed to the consolidated statement of profi t and loss. In relation to partial disposal, that does not result in losing control over the subsidiary, the proportionate exchange diff erences accumulated in equity is reclassifi ed to the consolidated statement of profi t and loss.

m. Derivatives

The Group enters into derivative fi nancial instruments, primarily foreign exchange forward contracts and currency swaps to manage its exposure to foreign exchange risks.

Derivatives are initially recognised at fair value and are subsequently re-measured to their fair value at the end of each reporting period. The resulting gains / losses is recognised in the consolidated statement of profi t and loss.

n. Inventories

Inventories are valued at the lower of cost and net realisable value except for raw material, work-in-progress which are valued at cost and scrap which is valued at market price of a foreign subsidiary.

Costs of inventories are determined using weighted average method. Cost comprises expenditure incurred in the normal course of business in bringing such inventories to its present location and condition and includes, where applicable, appropriate overheads based on normal level of activity. Net realisable value represents the estimated selling price for inventories less all estimated costs of completion and costs necessary to make the sale.

Obsolete, slow moving and defective inventories are identifi ed from time to time and, where necessary, a provision is made for such inventories.

o. Employee benefi ts

Retirement benefi t costs

Contribution payable for provident fund and superannuation fund, which are defi ned contribution schemes are recognised as an employee benefi ts expense in the consolidated statement of profi t and loss.

For retirement benefi t – defi ned benefi t plan i.e. gratuity, other long-term employee benefi ts i.e. leave encashment and sick leave, the cost of providing benefi ts is determined using the projected unit credit method, with actuarial valuations being carried out at the end of each annual reporting period.

Re-measurement, comprising actuarial gains and losses and the return on plan assets (excluding net interest), is refl ected immediately in the consolidated balance sheet with a charge or credit in other comprehensive income for gratuity and consolidated statement of profi t and loss for leave encashment and sick leave in the period in which they occur.

Re-measurement recognised in other comprehensive income is refl ected immediately in retained earnings and is not reclassifi ed to consolidated statement of profi t and loss. Net interest is calculated by applying the discount rate at the beginning of the period to the net defi ned benefi t liability or asset. Defi ned benefi t costs are categorised as follows:

  • service cost (including current service cost, past service cost, as well as gains and losses on curtailments and seĴ lements);
  • net interest expense or income; and
  • re-measurement

The Group presents the fi rst two components of defi ned benefi t costs in consolidated statement of profi t and loss in the line item 'Employee benefi ts expense'.

The retirement benefi t obligation recognised in the consolidated balance sheet represents the actual defi cit or surplus in the Group's defi ned benefi t plans. Any surplus resulting from this calculation is limited to the present value of any economic benefi ts available in the form of reductions in future contributions to the plans.

For an overseas subsidiary, annual leave is recognised when they accrue to the employee. An accrual is made for the estimated liability for annual leave as a result of services rendered by the employee upto the year end date.

Short-term employee benefi ts

A liability is recognised for benefi ts accruing to employees in respect of wages and salaries.

Liabilities recognised in respect of short-term employee benefi ts are measured at the undiscounted amount of the benefi ts expected to be paid in exchange for the related service.

p. Taxation

Tax expenses comprises current and deferred tax.

Current tax

Current tax is measured at the amount expected to be paid to tax authorities in accordance with the Income Tax Act, 1961. The Group's current tax is calculated using tax rates and tax laws that have been enacted during the period, together with any adjustment to tax payable in respect of previous years. Current tax assets and tax liabilities are off set where the Group has a legally enforceable right to off set and intends either to seĴ le on net basis, or to realize the asset and seĴ le the liability simultaneously.

Deferred tax

Deferred tax is recognised on temporary diff erences between the carrying amounts of assets and liabilities in the consolidated fi nancial statements and the corresponding tax bases used in the computation of taxable profi t. Deferred tax liabilities are generally recognised for all taxable temporary diff erences. Deferred tax assets are generally recognised for all deductible temporary diff erences to the extent that it is probable that taxable profi ts will be available against which those deductible temporary diff erences can be utilised. Such deferred tax assets and liabilities are not recognised if the temporary diff erence arises from the initial recognition of assets and liabilities in a transaction that aff ects neither the taxable profi t nor the accounting profi t.

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that suffi cient taxable profi ts will be available to allow all or part of the asset to be recovered.

Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liability is seĴ led or the asset realised, based on tax rates and tax laws that have been enacted or substantively enacted by the end of the reporting period.

Income tax, in so far as it relates to items disclosed under other comprehensive income or equity, are disclosed separately under other comprehensive income or equity, as applicable.

Deferred tax assets and liabilities are off set when there is legally enforceable right to off set current tax assets and liabilities and when the deferred tax balances related to the same taxation authority.

Minimum Alternate Tax (MAT) credit entitlement is recognized only to the extent there is convincing evidence that the Group will pay normal tax during the period specifi ed by the Income Tax Act, 1961. In the year in which the MAT credit becomes eligible to be recognised as an asset,the said asset is created by way of credit to the consolidated statement of profi t and loss. The Group reviews the same at each balance sheet date and writes down the carrying amount of MAT credit entitlement to the extent there is no longer convincing evidence to the eff ect that the Group will pay normal income tax during the specifi ed period.

q. Government grants

Government grants are recognised when there is reasonable assurance that the grant will be received, and the Group will comply with the conditions aĴ ached to the grant. Accordingly, government grants:

  • a) related to or used for assets are included in the consolidated balance sheet as deferred income and recognised as income over the useful life of the assets.
  • b) related to incurring specifi c expenditures are taken to the consolidated statement of profi t and loss on the same basis and in the same periods as the expenditures incurred.
  • c) by way of fi nancial assistance on the basis of certain qualifying criteria are recognised as they become receivable.

r. Warranties

Warranty costs are estimated by the Management on the basis of a technical evaluation and based on specifi c warranties, claims and claim history. Provision is made for estimated liability in respect of warranty cost in the year of sale of goods. Warranty provisions are measured at discounted amounts. The Group discounts its provision for warranty to present value at reporting dates. Consequently, the unwinding of discount is recognised in the consolidated statement of profi t and loss.

Provision for warranty is expected to be utilized over a period of one to fi ve years.

s. Provisions and contingent liabilities

The Group recognizes a provision when there is a present obligation as a result of an obligating event that probably requires outfl ow of resources and a reliable estimate can be made of the amount of the obligation. When some or all of the economic benefi ts required to seĴ le a provision are expected to be recovered from a third party, a receivable is recognised as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably. When a provision is measured using the cash fl ows estimated to seĴ le the present obligation, its carrying amount is the present value of those cash fl ows (when the eff ect of the time value of money is material).

A disclosure of a contingent liability is made when there is a possible obligation or a present obligation that may, but probably will not, require an outfl ow of resources. When there is a possible obligation or a present obligation and the likelihood of outfl ow of resources is remote, no provision or disclosure of contingent liability is made.

t. Leasing

Group as a lessee: At the inception of a contract, the Group assesses whether the contract is a lease or not. A contract is, or contains, a lease if the contract conveys the right to control the use of an identifi ed asset for a time in exchange for a consideration.

The Group recognises a right-of-use asset and corresponding lease liability at the lease commencement date with respect to all lease arrangements in which it is a lessee, except for short-term leases (defi ned as leases with a lease term of 12 months or less) and leases of low value assets. For these leases, the Group recognises the lease payments as an operating expense on a straight-line basis over the term of the lease unless another systematic basis is more representative of the time paĴ ern in which economic benefi ts from the leased assets are consumed. The right-of-use asset is initially measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is located, less any lease incentives received.

The right-of-use asset is subsequently depreciated using the straight-line method from the commencement date to the end of the lease term and evaluated for any impairment losses.

The Group applies Ind AS 36 to determine whether a right-of-use asset is impaired and accounts for any identifi ed impairment loss as described in the policy for 'Property, Plant and Equipment'.

Whenever the Group incurs an obligation for costs to dismantle and remove leased assets, restore the site on which it is located or restore the underlying asset to the condition required by the terms and conditions of the lease, a provision is recognised and measured under Ind AS 37. To the extent those costs relate to a right- of-use asset, the costs are included in the right-of-use asset, unless the costs are incurred to produce inventories.

The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date, discounted using the Group's incremental borrowing rate. It is re-measured when there is a change in future lease payments arising from a change in an index or rate, if there is a change in the Group's

estimate of the amount expected to be payable under a residual value guarantee, or if the Group changes its assessment of whether it will exercise a purchase, extension or termination option. When the lease liability is re-measured in this way, a corresponding adjustment is made to the carrying amount of the right-of-use asset, or is recorded in consolidated statement of profi t and loss if the carrying amount of the right-of-use asset has been reduced to zero.

Variable rents that do not depend on an index or rate are not included in the measurement of the lease liability and right-of-use asset. The related payments are recognised as an expense in the period in which the event or condition that triggers those payments occurs and are presented in the line 'Other Expenses' in the consolidated statement of profi t and loss.

The right-of-use assets and lease liabilities are presented as a separate line item in the consolidated balance sheet.

Group as a lessor :

Leases for which the Group is a lessor are classifi ed as fi nance or operating leases. Whenever, the terms of the lease transfer substantially all the risks and rewards of ownership to the lessee, the contract is classifi ed as a fi nance lease. All other leases are classifi ed as operating leases.

Lease receipts under operating leases are recognised as an income, on a straight-line basis in the consolidated statement of profi t and loss over the lease term except where the lease payments are structured to increase in line with expected general infl ation.

The Group does not have any fi nance lease arrangements.

u. Operating segments

Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-maker (CODM). The CODM, who is responsible for allocating resources and assessing performance of the operating segments, has been identifi ed as the Board of Directors.

Segments are organised based on business which have similar economic characteristics as well as exhibit similarities in nature of products and services off ered, the nature of production processes, the type and class of customer and distribution methods.

Segment revenue arising from third party customers is reported on the same basis as revenue in the consolidated fi nancial statements. Inter-segment revenue is reported on the basis of transactions which are primarily market led. Segment results represent profi ts before fi nance charges, unallocated expenses and taxes.

"Unallocated expenses" represents revenue and expenses aĴ ributable to the enterprise as a whole and are not aĴ ributable to segments.

v. Financial instruments

A fi nancial instrument is any contract that gives rise to a fi nancial asset of one entity and a fi nancial liability or equity instrument of another entity. Financial assets and fi nancial liabilities are recognised when the Group becomes a party to the contractual provisions of the instruments. Financial assets and fi nancial liabilities are initially measured at fair value except for trade receivables that do not have a signifi cant fi nancing component which are measured at transaction price.

Transaction costs that are directly aĴ ributable to the acquisition or issue of fi nancial assets and fi nancial liabilities (other than fi nancial assets and fi nancial liabilities at fair value through statement of profi t and loss) are added to or deducted from the fair value of the fi nancial assets or fi nancial liabilities, as appropriate, on initial recognition. Transaction costs directly aĴ ributable to the acquisition of fi nancial assets or fi nancial liabilities at fair value through statement of profi t and loss are recognised immediately in consolidated statement of profi t and loss.

Financial assets and liabilities are off set and the net amount is included in the consolidated balance sheet where there is a legally enforceable right to off set the recognised amounts and there is an intention to seĴ le on a net basis or realise the asset and seĴ le the liability simultaneously.

w. Financial assets

All regular way purchases or sales of fi nancial assets are recognised and derecognised on a trade date basis. Regular way purchases or sales are purchases or sales of fi nancial assets that require delivery of assets within the time frame established by regulation or convention in the market place concerned.

All recognised fi nancial assets are subsequently measured in their entirety at either amortised cost or fair value, depending on the classifi cation of the fi nancial assets.

Classifi cation

Management determines the classifi cation of an asset at initial recognition depending on the purpose for which the assets were acquired. The subsequent measurement of fi nancial assets depends on such classifi cation.

Financial assets are classifi ed as those measured at:

  • (a) Amortised cost, where the fi nancial assets are held solely for collection of cash fl ows arising from payments of principal and / or interest.
  • (b) Fair value through other comprehensive income, where the fi nancial assets are held not only for collection of cash fl ows arising from payments of principal and interest but also from the sale of such assets. Such assets are subsequently measured at fair value, with unrealised gains and losses arising from changes in the fair value being recognised in other comprehensive income.
  • (c) Fair value through statement of profi t and loss, where the assets are managed in accordance with an approved investment strategy that triggers purchase and sale decisions based on their fair value of such assets. Such assets are subsequently measured at fair value, with unrealised gains and losses arising from changes in the fair value being recognised in the consolidated statement of profi t and loss in the period in which they arise.

Trade receivables, cash and cash equivalents, other bank balances, loans and other fi nancial assets are classifi ed for measurement at amortised cost. Derivative instruments are measured at fair value through statement of profi t and loss while investments may fall under any of the aforesaid classes. However, in respect of particular investments in equity instruments that would otherwise be measured at fair value through statement of profi t and loss, an irrevocable election at initial recognition may be made to present subsequent changes in fair value through other comprehensive income.

Financial assets at amortised cost are subsequently measured at amortised cost using eff ective interest method. The eff ective interest method is a method of calculating the amortised cost of an instrument and of allocating interest income over the relevant period. The eff ective interest rate is the rate that exactly discounts estimated future cash receipts (including all fees and points paid or received that form an integral part of the eff ective interest rate, transaction costs and other premiums or discounts) through the expected life of the debt instrument, or, where appropriate, a shorter period, to the net carrying amount on initial recognition.

Recognition

Financial assets include investments, trade receivables, derivative instruments, cash and cash equivalents, other bank balances, loans and other fi nancial assets. Such assets are initially recognised at transaction price when the Group becomes party to contractual obligations. The transaction price includes transaction costs unless the asset is being fair valued through the consolidated statement of profi t and loss.

Impairment

At each reporting date a fi nancial asset such as investment, trade receivable, loans and other fi nancial assets held at amortised cost and fi nancial assets that are measured at fair value through other comprehensive income are tested for impairment based on evidence or information that is available without undue cost or eff ort. Expected credit loss is assessed and loss allowance is recognised if the credit quality of that fi nancial asset has deteriorated signifi cantly since initial recognition.

Loss allowances for fi nancial assets measured at amortised cost are deducted from the gross carrying amount of

the assets. For debt securities at fair value through other comprehensive income, the loss allowance is recognised in other comprehensive income and is not reduced from the carrying amount of the fi nancial asset in the consolidated balance sheet.

The gross carrying amount of a fi nancial asset is wriĴ en off (either partially or in full) to the extent that there is no realistic prospect of recovery. This is generally the case when the Group determines that the trade receivable does not have assets or sources of income that could generate suffi cient cash fl ows to repay the amounts subject to the write-off . However, fi nancial assets that are wriĴ en off could still be subject to enforcement activities under the Group's recovery procedures, taking into account legal advice where appropriate. Any recoveries made are recognised in consolidated statement of profi t and loss.

Reclassifi cation

When and only when the business model is changed the Group shall reclassify all aff ected fi nancial assets prospectively from the reclassifi cation date as subsequently measured at amortised cost, fair value through other comprehensive income, fair value through profi t and loss without restating the previously recognised gains, losses or interest and in terms of the reclassifi cation principles laid down in the Ind AS relating to fi nancial instruments.

De-recognition

Financial assets are derecognised when the right to receive cash fl ows from the assets has expired, or has been transferred, and the Group has transferred substantially all of the risks and rewards of ownership. Consequently, if the asset is one that is measured at

  • (a) Amortised cost, the gain or loss is recognised in the consolidated statement of profi t and loss.
  • (b) Fair value through other comprehensive income, the cumulative fair value adjustments previously taken to reserves are reclassifi ed to the consolidated statement of profi t and loss unless the asset represents an equity investment in which case the cumulative fair value adjustments previously taken to reserves is reclassifi ed within equity.

x. Financial liabilities and equity instruments

Classifi cation

Debt and equity instruments issued by the Group are classifi ed as either fi nancial liabilities or as equity in accordance with the substance of the contractual arrangements and the defi nitions of a fi nancial liability and an equity instrument.

Equity instruments

An equity instrument is any contract that evidences a residual interest in the assets of an entity aĞ er deducting all of its liabilities. Equity instruments issued by the Holding company are recognised at the proceeds received.

Financial liabilities

Borrowings, trade payables and other fi nancial liabilities are initially recognised at the value of the respective contractual obligations. They are subsequently measured at amortised cost. Any discount or premium on redemption / seĴ lement is recognised in the consolidated statement of profi t and loss as fi nance cost over the life of the liability using the eff ective interest method and adjusted to the liability fi gure disclosed in the consolidated balance sheet.

Financial liabilities are derecognised when the liability is extinguished, that is, when the contractual obligation is discharged, cancelled and on expiry.

y. Earning per share

Basic earnings per share are calculated by dividing the profi t and loss for the year aĴ ributable to owners of the parent of the group by the weighted average number of shares outstanding during the year. For the purpose of calculating diluted earnings per share, the net profi t and loss for the year aĴ ributable to owners of the parent of

the group and weighted average number of shares outstanding during the year is adjusted for the eff ects of all dilutive potential shares.

z. Business Combinations

Acquisitions of businesses are accounted for using the acquisition method. The consideration transferred in a business combination is measured at fair value, which is calculated as the sum of the acquisition-date value of the assets transferred by the Group, liabilities incurred by the Group to the former owners of the acquiree and the equity interest issued by the Group in exchange of control of the acquiree.

Acquisition related costs are generally recognised in the consolidated statement of profi t and loss as incurred. The identifi able assets acquired and liabilities assumed are recognised at fair value except deferred tax assets or liabilities and liabilities related to employee benefi t arrangements which are recognised and measured in accordance with Ind AS 12 and Ind AS 19 respectively.

Goodwill is measured as the excess of the sum of the consideration transferred, the amount of non-controlling interest in the acquiree and the fair value of the Group's previously held equity interest in the acquiree over the net of the acquisition date amounts of the identifi able assets acquired and the liabilities assumed.If the net of the acquisition-date amounts of the identifi able assets acquired and liabilities assumed exceeds the sum of the consideration transferred, the amount of any non-controlling interests in the acquiree and the fair value of the acquirer's previously held interest in the acquiree (if any), the excess, aĞ er reassessment, is recognised in capital reserve through other comprehensive income or directly depending on whether there exists clear evidence of the underlying reason for classifying the business combination as a bargain purchase.

Business combinations arising from acquisition of net assets from entities that are under common control are accounted for using the pooling of interest method. The diff erence between any consideration transferred and the aggregate historical carrying values of assets and liabilities of the acquired entity are recognised in shareholders' equity.

2. USE OF ESTIMATES AND JUDGEMENTS:

The preparation of consolidated fi nancial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that aff ect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the consolidated fi nancial statements and the results of operations during the reporting period end. Although these estimates are based upon management's best knowledge of current events and actions, actual results could diff er from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision aff ects only that period, or in the period of the revision and future periods if the revision aff ects both current and future periods.

In particular, information about the signifi cant areas of estimation, uncertainty and critical judgements in applying accounting policies that have the most signifi cant eff ect on the amounts recognised in the consolidated fi nancial statements are related to:

  • (i) Useful life of property, plant and equipment and intangible assets
  • (ii) Provision for product warranties
  • (iii) Provision for employee benefi ts
  • (iv) Fair value of fi nancial assets / liabilities
  • (v) Provisions and contingent liabilities
  • (vi) Control
  • (vii) Estimation uncertainty relating to COVID 19 outbreak

Useful life of property, plant and equipment and intangible assets

As described in the signifi cant accounting policies, the Group reviews the estimated useful lives of property, plant and

equipment and intangible assets at the end of each reporting period The Group is required to determine whether its intangible assets have indefi nite or fi nite life which is a subject maĴ er of judgement.

Provision for product warranties

Provision is estimated in respect of warranty cost in the year of sale of goods and it represents the present value of the management's best estimate of the future outfl ow of economic benefi t that will be required under the group's obligation for warranties. It is estimated by the management on the basis of a technical evaluation and based on specifi c warranties, claims and claim history.

The determination of provision for product warranties takes into account assumptions which is a subject maĴ er of judgement.

Provision for employee benefi ts

The determination of Group's liability towards defi ned benefi t obligation and otherlong-term employee benefi ts to employees is made through independent actuarial valuation including determination of amounts to be recognized in the consolidated statement of profi t and loss and in other comprehensive income. Such valuation depends upon assumptions determined aĞ er taking into account infl ation, seniority, promotion and other relevant factors such as supply and demand factors in the employment market. Information about such valuation is provided in notes to accounts.

Fair value measurements and valuation processes

Some of the Group's assets and liabilities are measured at fair value for fi nancial reporting purposes. In estimating the fair value of an asset or a liability, the Group uses market-observable data to the extent it is available. Where Level 1 inputs are not available, the Group engages third party qualifi ed valuers to perform the valuation, if required.

Provisions and contingent liabilities

The Group has ongoing litigations with various regulatory authorities and third parties. Where an outfl ow of funds is believed to be probable and a reliable estimate of the outcome of the dispute can be made based on management's assessment of specifi c circumstances of each dispute and relevant external advice, management provides for its best estimate of the liability. Such accruals are by nature complex and can take number of years to resolve and can involve estimation uncertainty.

Control

The Group assessed whether or not it has control on its investees based on whether, as an investor, it has the power/ rights and consequently the practical ability to direct the relevant activities of its investees unilaterally. In making this judgement, the Group considered the absolute size of its holding, the relative size of and dispersion of other shareholders, and whether any contractual arrangements exist between the Group and other shareholders of the investees. Based on this, and in accordance with its accounting policy, the Group has determined that the entities listed in notes to the consolidated fi nancial statements are the only entities over which Group has control.

Impairment of goodwill

Determining whether goodwill is impaired requires an estimation of the value in use of the cash generating units to which goodwill has been allocated. The value in use calculation requires the Group to estimate the future cash fl ows expected to arise from the cash-generating unit and a suitable discount rate in order to calculate present value which is a subject maĴ er of judgement.

Estimation uncertainty relating to COVID – 19 outbreak

The Management has considered the possible eff ects, if any that may result from the pandemic relating to COVID-19 on the carrying amounts of assets. In developing the assumptions and estimates relating to the uncertainties as at the Balance Sheet date in relation to the recoverable amounts of these assets, the management has considered the global economic conditions prevailing as at the date of approval of these fi nancial statements, and has used internal and external sources of information to the extent determined by it. The actual outcome of these assumptions and estimates may vary in future due to the impact of the pandemic.

RECENT ACCOUNTING PRONOUNCEMENTS :

On March 24, 2021, the Ministry of Corporate Aff airs ("MCA") through a notifi cation, amended Schedule III of the Companies Act, 2013. The amendments revise Division I, II and III of Schedule III and are applicable from April 1, 2021. Key amendments relating to Division II which relate to companies whose fi nancial statements are required to comply with Companies (Indian Accounting Standards) Rules 2015 are:

Balance Sheet:

  • (i) Lease liabilities should be separately disclosed under the head 'fi nancial liabilities', duly distinguished as current or non-current.
  • (ii) Certain additional disclosures in the statement of changes in equity such as changes in equity share capital due to prior period errors and restated balances at the beginning of the current reporting period.
  • (iii) Specifi ed format for disclosure of shareholding of promoters.
  • (iv) Specifi ed format for ageing schedule of trade receivables, trade payables, capital work-in-progress and intangible asset under development.
  • (v) If a company has not used funds for the specifi c purpose for which it was borrowed from banks and fi nancial institutions, then disclosure of details of where it has been used.
  • (vi) Specifi c disclosure under 'additional regulatory requirement' such as compliance with approved schemes of arrangements, compliance with number of layers of companies, title deeds of immovable property not held in name of company, loans and advances to promoters, directors, key managerial personnel (KMP) and related parties, details of benami property held etc

Statement of profi t and loss:

Additional disclosures relating to Corporate Social Responsibility (CSR), undisclosed income and crypto or virtual currency specifi ed under the head 'additional information' in the notes forming part of the consolidated fi nancial statements.

The amendments are extensive and the Company will evaluate the same to give eff ect to them as required by law.

3A Property, plant and equipment

Notes to the consolidated

fi nancial statements for the year ended 31 March 2021

Rs. in Lacs

Gross Block Depreciation and amortisation Net Book Value
1 April
As at
2020
assets acquired
Fair Value of
on business
Additions Adjustments
/ disposals
translation
currency
Foreign
31 March
As at
2021
1 April
As at
2020
For the year Adjustments
/ disposals
translation
currency
Foreign
31 March
As at
2021
31 March
As at
2021
31 March
As at
2020
combination reserve ad
justment
reserve ad
justment
Land
(a)
1,405 1,405 1,405 1,405
Previous year 1,405 1,405 1,405
(b) Buildings 10,312 2,253 1 12,566 1,104 429 1 1,534 11,032 9,208
Previous year 5,580 525 4,204 3 10,312 806 295 3 1,104 9,208
Plant and equipment
(c)
52,718 7,403 (529) 44 59,636 16,874 5,435 (239) 15 22,085 37,551 35,844
Previous year 34,097 3,539 15,069 (129) 142 52,718 12,225 4,630 (49) 68 16,874 35,844
(d) Furniture and fixtures 2,526 415 (25) 1 2,917 768 266 (14) 1 1,021 1,896 1,758
Previous year 2,256 18 271 (20) 1 2,526 537 239 (8) 768 1,758
Vehicles
(e)
74 15 89 45 9 54 35 29
Previous year 82 3 (12) 1 74 47 9 (12) 1 45 29
ffice equipment
O
(f)
568 81 (22) 2 629 292 80 (11) 1 362 267 276
Previous year 429 141 (4) 2 568 220 75 (4) 1 292 276
(g) Computers 1,410 259 (20) 1 1,650 784 246 (18) 1,012 638 626
Previous year 1,099 3 311 (4) 1 1,410 558 228 (3) 1 784 626
Total 69,013 10,426 (596) 49 78,892 19,867 6,465 (282) 18 26,068 52,824 49,146
Previous year 44,948 4,085 19,999 (169) 150 69,013 14,393 5,476 (76) 74 19,867 49,146
Capital work–in–progress 887 1,693 (700) 3 1,883 1,883 887
Previous year 1,848 771 (1,741) 9 887 887
Certain portions of land and building have been given on operating lease

Amount of borrowing cost capitalised during the period Rs. 230 lacs (31 March, 2020 - Rs. 433 Lacs)

3B Intangible assets

382 382 111 76 187 195 271
382 382 35 76 111 271
1,891 157 (2) 1 2,047 1,533 178 (2) 1 1,710 337 358
1,587 303 (2) 3 1,891 1,123 408 (1) 3 1,533 358
4,378 4,378 1,420 617 2,037 2,341 2,958
2,416 1,962 4,378 950 470 1,420 2,958
(d) Non-compete agreement 617 617 90 62 152 465 527
617 617 28 62 90 527
7,268 157 (2) 1 7,424 3,154 933 (2) 1 4,086 3,338 4,114
5,002 2,265 (2) 3 7,268 2,136 1,016 (1) 3 3,154 4,114
96 165 (29) 232 232 96
581 67 (552) 96 96

1. The amortisation of intangible assets is disclosed in the face of Consolidated Statement of Profi t and Loss under the heading "Depreciation and amortisation expenses" 2. None of the above stated intangible assets are intenally generated

3B Intangible assets (Contd.)

3. The remaining useful life of signifi cant intangible assets are as under:-

Description Remaining useful life as at 31 March 2021
(a) Design Cost for washing machines The entire net block would be amortised in 2 years.
(b) Engineering design and process for Industrial Launderete Equipments The entire net block would be amortised in 5 years.
(c) Design cost of Motors The entire net block would be amortised in 3 years.
(d) Brand The entire net block would be amortised in 3 years.
(e) Non-compete agreement The entire net block would be amortised in 8 years.
(f) Design cost for Air Conditioner The entire net block would be amortised in 4 years.
(g) Design cost for Washer Dryer The entire net block would be amortised in 4 years.

3C Right of use assets

Rs. in Lacs

Gross Block Depreciation and amortisation Net Book Value
As at Additions Adjustments / As at As at For the year Adjustments / As at As at As at
1 April 2020 disposals 31 March 2021 1 April 2020 disposals 31 March 2021 31 March 31 March 2020
2021
Right of use assets 9,511 3,497 (2,370) 10,638 2703 2,844 (1,743) 3,804 6,834 6,808
Previous year 8,070 1,441 9,511 2,703 2,703 6,808
Total 9,511 3,497 (2,370) 10,638 2703 2,844 (1,743) 3,804 6,834 6,808
Previous year 8,070 1,441 9,511 2,703 2,703 6,808

Right of use assets pertaining to 01 April, 2019 amounting to Rs. 8,070 lacs was recognised during 2019-20

3D Goodwill

As at As at
Particulars 31 March 2021 31 March 2020
Rs. in lacs Rs. in lacs
Balance as at the beginning of the year 2,381 2,330
Add: Translation differences (20) 51
2,361 2,381
The carrying amount of goodwill has been allocated as follows:
Home appliances division 1,355 1,355
Cold rolled steel sheets division (others) 426 426
Engineering division 580 600
2,361 2,381

The Group tests goodwill annually for impairment, or more frequently if there are indications that goodwill might be impaired.

4. Investment property Rs. in lacs
Gross Block/Net Book Value
Particulars As at Additions Adjustments/ As at
1 April 2020 disposals 31 March 2021
Land 11 11
Total 11 11
Previous year 11 11

1 Investment properties consist of lands in India and it includes an amount of Rs. 7 lacs (31 March 2020: Rs. 7 lacs) being assets given on an operating lease.

  • 2 As at 31 March 2021 and 31 March 2020 the fair values of the properties are Rs. 645 lacs and Rs. 586 lacs respectively. These valuations are based on valuations performed by NagChowdhury Associates, an accredited independent valuer. NagChowdhury Associates is a specialist in valuing these types of investment properties. A valuation model (market approach) in accordance with that recommended by Indian Institute of Surveyors has been applied. The fair value measurement can be categorised into level 3 category. Moreover there has been no change in the valuation technique as compared to 31 March, 2020.
  • 3 There are no restrictions on the realisability of its investment properties and no contractual obligations to either purchase, construct or develop investment properties or for repairs, maintenance and enhancements.
  • 4 Information regarding income and expenditure of investment property Rs. in lacs
Year ended
Particulars 31 March 2021 31 March 2020
Rental income derived from investment property 6 6
Total profit arising from investment property 6 6

5. Loans

As at 31 March 2021 As at 31 March 2020
Particulars Current Non Current Current Non Current
Rs. in Lacs Rs. in Lacs Rs. in Lacs Rs. in Lacs
Unsecured, considered good
- Loans to related parties (refer note 36) 2 2 1 1
- Other Loans to employees 51 49 54 54
Total 53 51 55 55

6. Other financial assets

As at 31 March 2021 As at 31 March 2020
Particulars Current Non Current Current Non Current
Rs. in Lacs Rs. in Lacs Rs. in Lacs Rs. in Lacs
Margin money with more than 12 months maturity 31 31
Bank deposit with more than 12 months maturity 48 1
Security deposits
to related parties (unsecured, considered good) - refer note 36 58 58
- to others
(i) Unsecured, considered good 31 1,321 64 1,339
(ii) Unsecured, considered doubtful 14 14
Less: Allowance for doubtful deposits 14 14
Others
- Derivative instruments at fair value through profit or loss and
not designated as hedging instruments
65 313 286 934
- Interest accrued on fixed deposits 70 1 77 34
- Insurance and other claim receivable 1
- Other receivable from related parties - refer note 36 147 8
- Other receivables 23
Total 336 1,772 436 2,397
Security deposit to related parties includes advances to private 50 50

Security deposit to related parties includes advances to private limited companies in which any director is a director or a member

7. Income tax assets

As at 31 March 2021 As at 31 March 2020
Particulars Current Non Current Current Non Current
Rs. in Lacs Rs. in Lacs Rs. in Lacs Rs. in Lacs
Advance tax (net of provision) 645 9 1,834
Total 645 9 1,834
8. Other assets
As at 31 March 2021 As at 31 March 2020
Particulars Current Non Current Current Non Current
Rs. in Lacs Rs. in Lacs Rs. in Lacs Rs. in Lacs
Capital advance 772 3,286
Advances other than capital advance
- deposit with statutory authorities 140 424 61 414
- deposit with others 1 6 8
- advances with statutory authorities 3,442 25 4,787 719
- advances with related parties (refer note 36) 89 262
Other advances
- advances for goods and services 2,090 15 1,566 45
less: allowance for doubtful advances 14 14
- prepaid expenses 709 1 528 3
Total 6,471 1,229 7,204 4,461
Advance with related parties includes advances to private limited 47 145

companies in which any director is a director or a member 9. Inventories (valued at lower of cost and net realisable value)

Particulars As at
31 March 2021
Rs. in Lacs
As at
31 March 2020
Rs. in Lacs
Raw materials 18,346 13,734
Work-in-progress 3,231 2,526
Finished goods 13,050 11,233
Stock-in-trade 6,307 6,532
Stores and spares 5,294 4,313
Total 46,228 38,338
The above includes goods in transit as under:
Raw materials 4,804 3,044
Stock-in-trade 2,614 918
Stores and spares 136 48
7,554 4,010

The cost of inventories recognised as an expense during the year was Rs. 1,93,551 lacs (31 March 2020: Rs. 1,81,982 lacs)

The cost of inventories recognised as an expense includes Rs. 443 lacs (31 March 2020 : Rs. 514 lacs) in respect of write-downs of inventory to its net realisable value. Further a sum of Rs. 395 lacs (31 March 2020: Rs. 232 lacs) is in respect of reversal of such writedowns. The write downs have been reduced primarily as a result of increased sales price or subsequent disposals.

Carrying amount of inventories carried at fair value Rs. 558 Lacs (31 March 2020: Rs. 1,054 lacs)

During the year ended 31 March 2020, carrying amount of inventories of Rs. 1036 lacs (Rs. 1,157 lacs including taxes and freight) was charged off on account of loss of Inventory lying at a ,warehouse of the Holding Company due to fi re on 2 December, 2019. The Insurance claim for the same was lodged and the same was treated as exceptional loss. The claim survey process is still on.

Carrying amount of Inventories pledged as security for borrowings Rs. 45,809 lacs (31 March 2020 : Rs. 37,959 lacs)

10. Investments

As at 31 March 2021 As at 31 March 2020
Particulars Current Non
Current
Current Non
Current
Nos Rs. in Lacs Rs. in Lacs Nos Rs. in Lacs Rs. in Lacs
(A) INVESTMENT IN EQUITY
INSTRUMENTS
Unquoted investments (fully paid) (at
fair value through statement of profit
and loss unless otherwise stated)
- Astrea Greentech Private Ltd
(equity shares of Rs. 10/- each)
15,000 225
225
(B) INVESTMENT IN MUTUAL FUNDS
At fair value through statement of profit
and loss
Investments in Mutual Fund - unquoted
a) Aditya Birla Sun Life Saving Fund
- Direct plan- growth (face value Rs 100/-)
2,93,986 1,255
b) AXIS Liquid Fund
- Direct plan- growth (face value Rs. 100/-)
4,377 100 56,970 1,256
c) Edelweiss Arbitrage Fund
- Growth plan (face value Rs 10/-)
54,62,724 860
d) HDFC Liquid Fund
- Direct plan-growth (face value Rs. 1000/-)
80,833 3,158
e) HDFC Low Duration Fund
- Direct plan- growth (face value Rs /- 10)
13,38,232 637
f) HDFC Money Market Fund
- Direct plan- growth (face value Rs 1000/-)
20,036 896
g) HDFC Short Term Debt Fund
- Dividend reinvestment-fortnightly (face
value Rs. 10/-)
99,11,019 2,472 – 1,31,97,202 1,361
h) ICICI Prudential Liquid
- Direct plan - daily dividend (face value
Rs.100/-)
9,77,276 978
i) ICICI Prudential Money Market Fund
Option - Direct plan daily dividend (face
value Rs. 100/-)
14,44,108 1,446
j) ICICI Prudential Liquid
- Direct plan - growth (face value Rs 100/-)
5,62,495 1,714 12,84,678 3,774
k) ICICI Prudential Ultra Short Term Fund
- Direct plan - growth (face value Rs 10/-)
1,43,18,024 3,276
l) ICICI Prudential Money Market Fund
- Direct plan - growth (face value Rs 100/-)
6,92,656 2,045

10. Investments (Contd.)

As at 31 March 2021 As at 31 March 2020
Particulars Current Non
Current
Current Non
Current
Nos Rs. in Lacs Rs. in Lacs Nos Rs. in Lacs Rs. in Lacs
m) ICICI Prudential Short Term Fund
- Direct plan - growth (face value Rs 10/-)
45,80,803 2,227
n) IDFC Arbitrage Fund
- Direct plan - growth (face value Rs 10/-)
32,13,512 860
o) Kotak Equity Arbitrage Fund
- Direct plan- growth (face value Rs 10/-)
28,22,760 855 55,15,321 1,603
p) Kotak Bond Fund
- Direct plan - growth (face value Rs 10/-)
15,83,113 688
q) Kotak Money Market Fund
- Direct plan - growth (face value Rs 1000/-)
20,778 724
r) Kotak Floating Rate Fund
- Direct plan- growth (face value Rs 1000/-)
88,645 1,026
s) SBI Magnum Ultra Short Duration Fund
- Growth plan - growth option
(face value Rs. 1000/-)
13,621 643
t) SBI Magnum Low Duration Fund
- Direct plan - growth (face value Rs 2000/-)
1,33,824 3,741
u) Trust MF Banking & PSU Debt Fund
- Direct plan- growth (face value Rs 1000/-)
1,79,991 1,803
v) UTI Arbitrage Fund
- Direct plan- growth (face value Rs 10/-)
62,35,374 1,704
Total 25,822 15,280
Total investments 25,822 225 15,280 -
Other disclosures
Aggregate amount of unquoted investments 25,822 225 15,280
Aggregate amount of impairment in value of
investments

11. Trade receivables

Particulars As at 31 March 2021
Rs. in Lacs
As at 31 March 2020
Rs. in Lacs
Unsecured, considered good
- receivable from related parties (refer note 36) 3,395 1,979
- receivable from others 23,174 18,475
Unsecured, considered doubtful
- receivable from others 229 131
Less: allowances for doubtful debts (229) (131)
Total 26,569 20,454

Transfer of fi nancial assets

The Group discounted certain trade receivable with an aggregate carrying amount of Nil (31 March 2020: Rs. 760 lacs) to a bank for cash proceeds of Nil (31 March 2020: Rs. 751 lacs). If the trade receivable are not paid at maturity, the bank has the right to request the company to pay the unseĴ led balance. As the company has not transferred the signifi cant risks and rewards relating to these trade receivable, it continues to recognise the full carrying amount of the receivables and has recognised the cash received on the transfer as a secured borrowings.

At the end of the reporting period, there were no trade receivable that has been transferred but have not been derecognised and the corresponding associated liability.

12. Cash and cash equivalents

Particulars As at 31 March 2021
Rs. in Lacs
As at 31 March 2020
Rs. in Lacs
Balances with banks
- current account 7,029 4,736
- deposit account 2,245 5,672
Cheques on hand 499 13
Cash on hand 56 66
Total 9,829 10,487
13. Other bank balances

Particulars As at 31 March 2021 Rs. in Lacs As at 31 March 2020 Rs. in Lacs In deposit account 2,026 1,949 Margin money deposits 393 74 Total 2,419 2,023

14. Equity share capital

As at 31 March 2021 As at 31 March 2020
Particulars No. of shares Rs. in lacs No. of shares Rs. in lacs
Authorised share capital
Equity shares of Rs. 10 each 65,000,000 6,500 65,000,000 6,500
Total 65,000,000 6,500 65,000,000 6,500
Issued, subscribed and fully paid up
Equity shares of Rs. 10 each 4,05,18,796 4,052 4,05,18,796 4,052
Forfeited shares
30,50,000 (31 March 2020 : 30,50,000 equity shares of Rs. 10 each,
Rs. 2.50 paid-up
76 76
Total 4,05,18,796 4,128 4,05,18,796 4,128

There has been no change in equity share capital during the year

Rights, preferences and restrictions aĴ ached to equity shares

The Holding Company has a single class of equity shares. Accordingly, all equity shares rank equally with regard to dividends and share in the Holding Company's residual assets. The equity shares are entitled to receive dividend as declared from time to time. The voting rights of an equity shareholder on a poll (not on show of hands) are in proportion to its share of the paid-up equity capital of the Holding Company.

Voting rights cannot be exercised in respect of shares on which any call or other sums presently payable have not been paid.

In the event of liquidation of the Holding Company, the holders of equity shares will be entitled to receive the residual assets of the Holding Company, remaining aĞ er distribution of all preferential amounts in proportion to the number of equity shares held.

Details of shareholders holding more than 5% equity shares in the Holding Company

As at 31 March 2021 As at 31 March 2020
Particulars % No. of shares % No. of shares
1. IFB Automotive Private Limited 46.54% 1,88,56,833 46.54% 1,88,56,833
2. Nurpur Gases Private Limited 14.83% 60,10,416 14.83% 60,10,416
3. Asansol BoĴling & Packaging Company Private Limited 8.31% 33,66,428 8.31% 33,66,428
4. Jwalamukhi Investment Holdings 7.17% 29,06,115 7.17% 29,05,140

15. Non-current borrowings

Particulars As at 31 March 2021
Rs. in Lacs
As at 31 March 2020
Rs. in Lacs
Term loan from banks - secured 17,156 25,372
Total 17,156 25,372
The scheduled maturity of the above borrowings is as under:
As at 31 March 2021 As at 31 March 2020
Particulars Rs. in Lacs Rs. in Lacs
Repayable in first year 3,472 878
Current maturities of long term debt (refer note 16) 3,472 878
In the second year 6,174 4,356
In the third to fiĞh year 10,282 19,616
Beyond fiĞh year 700 1,400
Non-current borrowings 17,156 25,372

(a) For sanction of credit facilities amounting to Rs. 2,000 lacs (including Capex LeĴ er of Credit amounting to Rs. 1500 lacs as its sublimit) and Rs. 3,000 lacs by ICICI Bank Ltd. (Utilised as at 31.03.2021 Rs. 3,500 lacs), following securities have been created:

  • Exclusive charge over the movable properties including its movable plant and machinery, machinery spares, tools and accessories and other movables, both present and future, whether installed or not and whether now lying loose or in cases or which are now lying or stored in or about or shall hereaĞ er from time to time during the continuance of the security of these presents be brought into or upon or be stored or be in or about all the Holding Company's factories, premises and godowns or wherever else the same may be or be held by any party to the order or disposition of the Holding Company or in the course of transit or in high seas or on order, or delivery, howsoever and wheresoever in the possession of the Holding Company and either by way of substitution or addition in such manner that the security cover of 1.25 times is maintained. For the limit utilised the Term Loan is repayable in 20 quarterly instalments starting from 19 May, 2022

(b) For sanction of credit facilities amounting to Rs. 6,000 lacs and Rs. 1,000 lacs by DBS Bank India Ltd., following securities have been created:

  • Hypothecation by way of fi rst and exclusive fl oating charge all present and future moveable plant and machinery, equipment, appliances, furniture, vehicles, machinery, spares and stores, tools and accessories and other moveable whether or not installed and whether lying loose or in cases or which are now lying or stored in or about and may hereaĞ er from time to time during the currency of this deed be brought into or upon or be stored in or about all the counterparty's factories, premises, warehouses and godowns or wherever else the same may be or be held by any party to the order or disposition of the counterparty or in the courses of transit or on high seas or on order, or delivery, howsoever and wheresoever in the possession of the counterparty and either by way of substitution or addition (all pertaining to Holding Company's units located at Kolkata and Bangalore) stored or to be stored at the Holding Company's Godowns or premises or wherever else the same may be except asset charged specifi cally for debt availed, if any for purchase of conventional press line subject to NOC being sought from DBS). The Term Loan as at 31 March, 2021 is repayable in 15 equal quarterly instalments starting from 11 March, 2021.

(c) For sanction of external commercial borrowings amounting to USD 200 lacs by Standard Chartered Bank, London, following securities have been created:

  • Hypothecation by way of fi rst and exclusive charge over all present and future moveable properties of the Company

pertaining to the proposed capex for seĴ ing up of facility for manufacturing of air conditioners in Goa and on the existing plant and machinery of washing machine division at Goa (Verna) plant (except exclusive charge to term lenders), including without limitations its moveable plant and machinery, furniture and fiĴ ings, equipments, computers, hardware, computer soĞ ware, machinery spares, tools and accessories and other movables, both whether now lying loose or in cases or which are now lying or stored in or about or shall hereaĞ er from time to time during the continuance of the security of these presents be brought into or upon or be stored or be in or about all the Holding Company's premises, warehouses, stockyards and godowns or those of the Holding Company's agents, affi liates, associates or representatives or at various worksites or at any upcountry place or places wherever else the same maybe or be held by any party including, without limitation, the following plot no. N-7, Phase IV, Survey No. 261/10, Verna Industrial Estate, Verna, Goa - 403722. The external commercial borrowings standing at USD 160 lacs as at 31 March, 2021 is repayable in 13 equal quarterly instalments starting from 1 October, 2021.

(d) For sanction of credit facilities amounting to Rs.5000 lacs by ICICI Bank Ltd., following securities have been created:

  • First and pari passu charge on all the current assets of the Holding Company - the whole of the stocks of raw materials, good-in-process, semi-fi nished and fi nished goods, consumable stores and spares and such other moveables, including book debts, bills whether documentary or clean, both present and future, whether in the possession or under the control of the Holding Company or not, whether now lying loose or in cases or which are now lying or stored in or about or shall hereaĞ er from time to time during the continuance of these presents be brought into or upon or be stored or be in or about all the Holding Company's factories, premises and godowns situated at all places of business or wherever else the same may be or be held by any party to the order or disposition of the Holding Company or in course of transit or on high seas or on order or delivery.

  • Hypothecation by way of second charge on the moveable properties of the Holding Company (save and except current assets) including its moveable plant and machinery, machinery spares, tools and accessories, non-trade receivables and other moveables both present and future whether in the possession or under the control of the Holding Company or not, whether installed or not and whether now lying loose or in cases or which are now lying or stored in or about or shall hereaĞ er from time to time during the continuance of these presents be brought into or upon or be stored or be in or about all the Holding Company's factories, premises and godowns situated at all places of business or wherever else the same may be or be held by any party to the order or disposition of the Holding Company or in course of transit or on high seas or on order or delivery.

  • Hypothecation by way of fi rst and pari passu charge on the receivables of the Holding Company - all amounts owing to and received and / or receivable by, the Company and / or any person on its behalf, all book debts, all cash fl ows and receivables and proceeds arising from / in connection with business and all rights, titles, interest, benefi ts, claims and demand whatsoever of the Holding Company into or in respect of all the aforesaid assets, including but not limited to the Holding Company's cash-in-hand, both present and future. This facility remains unutilised as at 31 March, 2021.

(e) For sanction of term loan amounting to Rs 650 lacs by Federal Bank Ltd, following securities have been created:

Primary Security :

Term Loan: First charge on the machineries in the name of a subsidiary company.

Collateral Security:

Equitable Mortgage of factory land and building along with the property, plant and equipment (present & future). in the name of a subsidiary

The said loan has been restructured in September 2020 and thereaĞ er equal quarterly instalments of Rs. 43 lacs is payable for 10 quarters. The entire loan will discharge by December 2022.

(f) For sanction of term loan amounting to USD 10 lacs by Standard Chartered Bank (Thai) Public Company Limited, following securities have been created:

Charge on specifi c plant and machinery of a subsidiary.

16. Other financial liabilities

As at 31 March 2021 As at 31 March 2020
Particulars Current Non Current Current Non Current
Rs. in Lacs Rs. in Lacs Rs. in Lacs Rs. in Lacs
Current maturities of long-term debt (refer note 15) 3,472 878
Interest accrued but not due on borrowings 297 332
Derivative instruments at fair value through profit or loss and not
designated as hedging instruments
181 49
Others
- Security Deposit 759 45 577 26
- Payable for property, plant and equipment and intangibles 562 713
Total 5,271 45 2,549 26
17. Provisions
As at 31 March 2021 As at 31 March 2020
Particulars Current Non Current Current Non Current
Rs. in Lacs Rs. in Lacs Rs. in Lacs Rs. in Lacs
Provision for employee benefits
Gratuity (refer note 31) 726 1,276
Leave encashment 3 893 6 1,376
Sick Leave 77 391 67 349
Others
Warranty 527 3,902 355 3,550
Total 607 5,912 428 6,551
Details of movement in warranty provisions
Particulars As at 31 March 2021 As at 31 March 2020
Rs. in Lacs Rs. in Lacs
Balance as at the beginning of the year 3,905 2,914
Additional provisions recognised (refer note 28) 1,544 2,024
Effect of unwinding of discount (refer note 26)
Amounts used (i.e. incurred and charged against the provision) during the year
221
(1,241)
195
(1,228)

a. Provision is estimated in respect of warranty cost in the year of sale of goods and it represents the present value of the management's best estimate of the future outfl ow of economic benefi t that will be required under the Holding Company's obligation for warranties.

Balance as at the end of the year 4,429 3,905

  • b. Provision for warranty is expected to be utilised over a period of 1 to 5 years.
  • c. The estimates may vary as a result of product quality, availability of spare parts, price of raw materials, altered manufacturing processess and discount rates.

d. Warranty costs are estimated by the management on the basis of a technical evaluation and based on specifi c warranties, claims and claim history.

18. Deferred tax liabilities (net)

As at 31 March 2021
Rs. in Lacs
As at 31 March 2020
Rs. in Lacs
Deferred tax liabilities 5,378 4,833
Less: Deferred tax assets 2,702 3,704
Total Deferred tax liabilities (net) 2,676 1,129

Breakup of deferred tax liabilities / asset balances is as under:-

As at 31 March 2021 As at 31 March 2020
Rs. in Lacs Rs. in Lacs
Deferred tax liabilities
On provision for warranty 247 259
On changes in fair value of investments 94 16
On property, plant and equipment and intangible assets 5,037 4,558
5,378 4,833
Deferred tax assets
On unused tax credits (Minimum Alternate Tax credit) 1,834
On tax losses 326 407
On government grants 591
On allowance for doubtful debts and advances 90 56
On employee benefi ts 1,625 1,337
Other timing differences 70 70
2,702 3,704
Deferred tax liabilities (net) 2,676 1,129
Movement of deferred tax assets / liabilities (net) is as under
31 March 2021
Rs. in Lacs
31 March 2020
Rs. in Lacs
Deferred tax liabilities / (assets) as at the beginning of the year 1,129 1,005
- Deferred tax for the year (@) (287) 308
- Minimum alternate tax credit for the year (@) (389)
- Minimum alternate tax credit related to previous years - Net (@) 4 1
- Minimum alternate tax credit utilisation relating to previous years 76 203
- Minimum alternate tax credit utilised during the year 1,754 1
Deferred tax liabilities as at the end of the year 2,676 1,129
(@) refer note 29

Unrecognised deferred tax assets on tax losses of a subsidiary:

At the reporting date, a subsidiary has unused tax losses of Rs. 2,634 lacs (March 31, 2020: Rs. 2,385 lacs) available for off set against future profi ts. A deferred tax asset has been recognised in respect of Rs. 1,254 lacs (March 31, 2020: Nil) of such losses. No deferred asset has been recognised in respect of the remaining loss of Rs. 1,380 lacs (March 31, 2020: Rs. 2,385 lacs) due to lack of certainity. Included in above stated stated tax losses are losses of Rs.1,299 lacs (March 31, 2020: of Rs. 1,160 lacs) that will expire in as per the schedule given below. Other losses may be carried forward indefi nitely.

Expiration Schedule of Tax Losses:

31 March 2021
Rs. in Lacs
Year ending on
31st March 2025 474
31st March 2026 249
31st March 2027 163
31st March 2028 274
31st March 2029 (estimated) 139
Total 1,299

19. Other liabilities

As at 31 March 2021 As at 31 March 2020
Particulars Current
Non Current
Current Non Current
Rs. in Lacs Rs. in Lacs Rs. in Lacs Rs. in Lacs
- Income received in advance on annual maintenance contracts and
extended warranty services
4,613 992 3,466 1,651
- Deferred government grant 138 1,570 7 18
- Advance from customers 3,165 2,059
- Others
Statutory liabilities 3,138 1,798
Total 11,054 2,562 7,330 1,669

20. Current borrowings

Particulars As at 31 March 2021
Rs. in Lacs
As at 31 March 2020
Rs. in Lacs
Secured
Loans from banks
- Working capital buyers credit (Refer note a below) 2,342 2,606
- Cash Credit facility from bank (Refer note c below) 51 616
Loans from Others (Refer note d below) 271
Unsecured: Loans from Others (Refer note d below) 293
Total 2,664 3,515

  • (a) For sanction of working capital facility amounting to Rs 10,000 lacs by Standard Chartered Bank, following securities have been created:
  • (i) First pari passu charge on the entire current assets, both present and future.
  • (ii) First and exclusive charge on the plant & machinery of washing machine division at Goa (Verna) plant (both present and future).
  • (iii) First and exclusive charge over the plant & machinery of air-conditioner division at Goa, (both present and future).
  • (b) For sanction of capex facility amounting to Rs 2,000 lacs by Standard Chartered Bank, following securities have been created:
  • (i) First and exclusive charge on the plant & machinery of washing machine division at Goa (Verna) plant (both present and future).
  • (ii) First and exclusive charge over the plant & machinery of air-conditioner division at Goa, (both present and future).

(c) Hypothecation details of cash credit facility by Federal Bank Limited as at 31 March 2021

Working capital facilities has been sanctioned by The Federal Bank Limited to the extent Rs. 2,000 lacs. Out of this Rs. 1500 lacs can be used inter-changeably between fund based and non- fund based. Another Rs. 500 Lacs is exclusively for nonfund based. Interest rate for fund based limits are one year MCLR+0.48%. Following securities has been created:

Primary security :

Cash credit / Working Capital Demand Loan. Hypothecation of all the current assets (Present & Future) of a subsidiary.

LC (Import/Inland) - 10% cash margin. Extention of charge on current assets.

Collateral Security:

Equitable Mortgage of factory land and building along with the property, plant and equipment (present & future) in the name of a subsidiary company.

(d) Secured loans from others (Trishan Exports Private Limited) is secured by issuance of bank guarantee which is payable on 30th June 2021.

21. Revenue from operations

For the year ended For the year ended
31 March 2021 31 March 2020
Rs. in Lacs Rs. in Lacs
Gross revenue from sale of manufactured products 2,52,296 2,21,723
Revenue from sale of traded products 85,707 98,664
Total sale of products 3,38,003 3,20,387
Less: trade schemes and discounts 70,443 69,479
Sale of products (net of trade schemes and discounts) 2,67,560 2,50,908
Sale of services 7,758 8,571
Other operating revenues:
- Scrap sales 4,560 3,955
- Others 202 263
2,80,080 2,63,697

22. Other income

For the year ended For the year ended
31 March 2021
Rs. in Lacs
31 March 2020
Rs. in Lacs
Interest Income
- Interest on fi nancial assets measured at amortised cost 450 321
- Other interest 161 5
Dividend from investments in mutual fund 23 331
Other non-operating income
(i)
Operating lease rental income:
- Investment property 6 6
- Others 161 73
(ii)
Loss on disposal of property, plant and equipment
14
(iii) Net foreign exchange gain / (loss) 736 (1,455)
(iv) Net gain / (loss) arising on fi nancial instruments measured at fair value
through statement of profi t and loss (FVTPL)
- Mutual fund 783 101
- Equity investments
- Derivative instrument (974) 1,413
(v)
Net gain / (loss) on disposal of fi nancial instrument measured at FVTPL
- Mutual fund 98 (76)
(vi) Insurance claim received 71 52
(vii) Write back of liabilities no longer required (@) 380 57
(viii)Write back of provision on debts/advances no longer required 6 47
(ix) Income in respect to deferred revenue from government grant 19 8
(x)
Miscellaneous income
302 367
2,236 1,250

(@) includes write back of lease liability amounting to Rs. 44 lacs (31 March, 2020: Nil) (Refer note 33)

23. Cost of materials consumed

For the year ended
31 March 2021
For the year ended
31 March 2020
Rs. in Lacs Rs. in Lacs
Raw materials consumed
Raw material inventory at the beginning of the year 13,734 10,333
Add: Fair value of raw material acquired on business acquisition 127
Add: Purchases during the year 1,28,261 1,06,887
Translation diff erence (6) 8
1,41,989 1,17,355
Raw material inventory at the end of the year 18,350 13,734
Cost of materials consumed 1,23,639 1,03,621

24. Changes in inventories of fi nished goods, stock–in–trade and work–in–progress

For the year ended
31 March 2021
Rs. in Lacs
For the year ended
31 March 2020
Rs. in Lacs
Inventories as at the end of the year
Stock-in-trade 6,307 6,532
Work-in-progress (@) 3,231 2,526
Finished goods 13,050 11,233
(A) 22,588 20,291
Inventories as at the beginning of the year
Stock-in-trade 6,532 13,313
Work-in-progress 2,526 2,420
Fair value of Finished goods acquired on business acquisition 7
Fair value of work-in-progress acquired on business acquisition 105
Finished goods 11,233 10,975
(B) 20,291 26,820
Translation diff erence (C) (10) 15
(B + C – A) (2,307) 6,544

(@) Includes semi fi nished fi ne blanked components and semi fi nished press tools and dies amounting to Rs. 1,871 lacs (31 March 2020: Rs. 1,736 lacs).

25. Employee benefi ts expense

For the year ended
31 March 2021 31 March 2020
Rs. in Lacs Rs. in Lacs
25,540 25,076
2,436 2,132
2,717 2,680
30,693 29,888
For the year ended

26. Finance costs

For the year ended For the year ended
31 March 2021 31 March 2020
Rs. in Lacs Rs. in Lacs
Interest on fi nancial liabilities measured at amortised cost 2,247 822
Eff ect of unwinding of discount for warranty provision 221 195
Interest on discounting of lease liability 539 580
Other interest expense 84 12
3,091 1,609

IFB INDUSTRIES LTD.

Notes to the consolidated fi nancial statements for the year ended 31 March 2021

27. Depreciation and amortisation expense

For the year ended For the year ended
31 March 2021 31 March 2020
Rs. in Lacs Rs. in Lacs
Depreciation of property, plant and equipment 6,465 5,476
Amortisation of intangible assets 933 1,016
Depreciation of right of use assets 2,844 2,703
10,242 9,195

28. Other expenses

For the year ended For the year ended
31 March 2021
Rs. in Lacs
31 March 2020
Rs. in Lacs
Consumption of stores and spare parts 14,722 13,584
Rent 441 888
Insurance 392 279
Freight, octroi and carriage 9,326 8,873
Power and fuels 3,252 3,192
Ancillary cost 7,144 6,304
Rates and taxes 513 291
Expenditure on corporate social responsibility 157 69
Offi ce expenses 5,112 4,736
Advertisement and sales promotion 17,028 18,089
Travelling 1,303 3,397
Repairs :
Buildings 87 136
Plant and machinery 1,268 1,269
Others 781 729
Write-off of property, plant and equipment 162 88
Write-off of debts/ advances 30 58
Allowances for doubtful debts 104 76
Bank charges 272 202
Directors' siĴ ing fees 60 35
Service expenses 5,100 5,302
Warranty expenses 1,544 2,024
Miscellaneous expenses 3,140 2,734
71,938 72,355

29. Tax expense

31 March 2021
Rs. in Lacs
3,691
72
3,763
(287)

4
(283)
31 March 2020
Rs. in Lacs
395
(217)
178
308
(389)
1
(80)
3,480 98
(25) 6
(25) 6
2,675
935
(116)
(730)
1
29
(25)
220
(216)
3,480 98
34.944% 34.944%
34.944%
9,891
3,456

27
47
(326)
3
197
76
34.944%

30. Earnings per share

face value Rs 10 each (in Rs.) [(a)/(b)]

For the year ended
31 March 2021
Rs. in Lacs
For the year ended
31 March 2020
Rs. in Lacs
(a) Profi t aĞ er taxes available to equity shareholders 6,324 2,741
(b) Weighted average number of equity shares outstanding 4,05,18,796 4,05,18,796
(c) Basic and diluted earnings per equity share of 15.61 6.76

31. Defi ned benefi t plan - Gratuity

The Group operates a defi ned benefi t plan for gratuity for its employees of the holding company and a subsidiary company. For the holding company, It is administered through approved trust in accordance with its trust deeds and rules. The concerned trusts are managed by trustees who provide guidance with regard to the management of their assets and liabilities and review their performance periodically. For a subsidiary company it is managed through Insurance companies. Risk mitigation systems are in place to ensure that the health of the portfolio is regularly reviewed and the investments do not pose any signifi cant risk of impairment. Periodic audits are conducted to ensure the adequacy of internal controls.

The liability arising in the defi ned benefi t plan is determined by an independent professionally qualifi ed actuary using the projected unit credit method.

Risk management

The risks commonly aff ecting the gratuity liability and the fi nancial results are expected to be:

    1. Interest rate risk The defi ned benefi t obligation calculated uses a discount rate based on government bonds. If bond yield falls, the defi ned benefi t obligations will tend to increase.
    1. Salary Infl ation risk Higher the expected increase in salary will increase the defi ned benefi t obligation.
    1. Demographic risk This is the risk of variability of results due to unsystematic nature of decrements that include mortality, withdrawal, disability and retirement. The eff ect of these decrements on the defi ned benefi t obligation is not straight forward and depends upon the combination of salary increase, discount rate and vesting criteria. It is important not to overstate withdrawals because in the fi nancial analysis the retirement benefi t of a short career employee typically costs less per year as compared to a long service employee.
Rs. in Lacs
-- -- -------------
Gratuity (funded)
I. Changes in defi ned benefi t obligations 31 March 2020
1. Defined benefit obligations at the beginning of the year 6,150 4,698
2. Current service cost 551 419
3. Interest costs 369 323
4. Acquisition cost / (credit) 57 159
5. Effect of experience adjustment 55 404
6. Effect of assumption change 76 298
7. Benefits paid (240) (151)
8. Defined benefit obligations at the end of the year 7,018 6,150

Rs. in Lacs

Changes in fair value of plan assets Gratuity (funded)
II. 31 March 2021 31 March 2020
1. Fair value of assets at the beginning of the year 4,874 3,738
2. Interest income on plan assets 330 289
3. Employer contribution 1,264 958
4. Return on plan assets (less than discount rate) 64 40
5. Benefits paid (240) (151)
6. Fair value of assets at the end of the year 6,292 4,874
Actual returns 394 329

IFB INDUSTRIES LTD.

Notes to the consolidated fi nancial statements for the year ended 31 March 2021

Rs. in Lacs

Gratuity (funded)
III. Net assets / (liabilities) recognised in balance sheet 31 March 2021 31 March 2020
1.
Defined benefit obligations
7,018 6,150
2.
Fair value of plan assets
6,292 4,874
3.
Funded status (deficit)
726 1,276
4.
Net asset / (liability) recognised in balance sheet
-- Current
-- Non-current 726 1,276

Rs. in Lacs

Gratuity (funded)
Components of employer expenses 31 March 2021 31 March 2020
Recognised in the consolidated statement of profit and loss
1. Current service cost 551 419
2. Past service cost - plan amendments
3. Net interest costs 39 34
4. Immediate recognition of gain/(loss) - other long term employee benefit
plans
5. Total recognised in the consolidated statement of profit and loss (*) 590 453
Recognised in other comprehensive income
1. Effect of experience adjustment 55 404
2. Effect of assumption change 76 298
3. Return on plan assets (less than discount rate) (64) (40)
4. Immediate recognition of gain/(loss) - other long term employee benefit
plans
5. Total recognised in other comprehensive income 67 662
Total expense recognised in total comprehensive income 657 1,115

(*) recognised in "Contribution to provident and other funds" in "Employee benefits expense" under note 25

Gratuity (funded)
V. Actuarial assumptions 31 March 2021 31 March 2020
Discount rate 5.9% to 6.9% 6.1% to 6.8%
Rate of salary increase 10.0% 10.0%
Mortality rate Indian Assured Indian Assured
Lives Mortality Lives Mortality
(2006-08) Ult (2006-08) Ult
Withdrawal rate 2% to 10% 2% to 10%

The estimates of rate of escalation in salary considered in actuarial valuation, take into account inflation, seniority, promotion and other relevant factors including supply and demand in employment market.

Gratuity (funded)
VI. Plan asset information 31 March 2021 31 March 2020
Cash 1% 34%
Scheme of insurance - conventional products 99% 0%
Scheme of insurance - ULIP products 0% 66%

In the absence of detailed information regarding plan assets which is funded with insurance companies, 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.

Rs. in Lacs

Net asset / (liability) recognised in balance sheet (including experience Gratuity (funded)
VII. adjustment impact) 31 March 2021 31 March 2020
1. Present value of defined benefit obligations 7,018 6,150
2. Fair value of plan assets 6,292 4,874
3. Funded status (deficit) 726 1,276
4. Experience adjustment of plan assets -gain/(loss) 64 40
5. Experience adjustment of obligations -gain/(loss) (55) (404)
VIII. Expected employer contribution for the next year (Rs. in lacs) 726 1,276

IX. Sensitivity analysis

The sensitivity results below determine their individual impact on the plan's year end defined benefit obligations. In reality, the plan is subject to multiple external experience items which may move the defined benefit obligations in similar or opposite directions, while the plan's sensitivity to such changes can vary over time.

Rs. in Lacs
Gratuity (funded)
31 March 2021 31 March 2020
Defined benefit obligations on base assumptions (refer point no V) 7,018 6,150
a. 1% increase in discount rate 6,643 5,820
b. 1% decrease in discount rate 7,440 6,518
c. 1% increase in salary escalation rate 7,374 6,466
d. 1% decrease in salary escalation rate 6,682 5,850
Rs. in Lacs
Gratuity (funded)
Maturity analysis of benefi ts payments 31 March 2021 31 March 2020
Year 1 924 830
Year 2 999 864
Year 3 764 932
Year 4 963 746
Year 5 1,059 976
Next 5 years 4,164 4,098

The Group has contributed Rs. 1,855 lacs (31 March, 2020: Rs. 1,679 lacs) to defined contribution schemes

32. Segment reporting
----- --------------------------
31 March 2021
Engineering Home
Appliances
Division
Motors Others Unallocated Intersegment Total
Revenue from sale of 45,095 2,26,674 3,348 6,957 (6,756) 2,75,318
products and services 42,840 2,12,173 2,691 7,075 (5,300) 2,59,479
Other operating revenue 3,520 660 25 564 (7) 4,762
3,103 615 508 (8) 4,218
Revenue from 48,615 2,27,334 3,373 7,521 (6,763) 2,80,080
operations 45,943 2,12,788 2,691 7,583 (5,308) 2,63,697
438 386 27 294 1,091 2,236
Other income 209 443 16 23 559 1,250
49,053 2,27,720 3,400 7,815 1,091 (6,763) 2,82,316
Total revenue 46,152 2,13,231 2,707 7,606 559 (5,308) 2,64,947
Segment results before 3,220 12,028 (472) (149) (1,658) 13 12,982
finance costs 2,838 2,499 (54) (269) (752) 22 4,284
Less: finance costs 3,091
1,609
9,891
Profit before tax 2,675
3,480
Tax expense 98
Profit for the year 6,411
2,577
Segment assets 42,135 1,24,116 2,874 3,702 16,314 1,89,141
39,827 1,04,015 3,073 3,868 15,684 1,66,467
Segment liabilities 20,728 90,221 1,319 1,598 5,687 1,19,553
20,711 72,702 1,165 2,839 4,386 1,01,803

Other information :

Depreciation and 2,610 7,313 131 130 58 10,242
amortisation expense 2,506 6,448 35 150 56 9,195
4,664 10,134 180 46 188 15,212
Capital expenditure 7,627 24,652 602 88 1,436 34,405
Non cash expenditure 4 263 4 21 4 296
other than depreciation
and amortisation
14 206 1 1 222

Segment reporting (Contd.) Rs. in Lacs
31 March 2021
Geographical information
Revenue from external customers
- Within India 2,74,076
2,58,149
- Outside India 8,240
6,798
2,82,316
Total 2,64,947
Non - Current assets excluding financial assets and deferred tax assets
- Within India 65,884
66,791
- Outside India 2,837
2,947
Total 68,721
69,738

(fi gures for previous year ended 31 March 2020, have been shown below each item)

NOTES :

The Group is primarily engaged in the business of fine blanked components, home appliances, motors and cold rolled steel sheets (others). Accordingly, the Group considers the above business segment as the primary segment. Segment revenue, segment result, segment asset and segment liabilities include the respective amount identifiable to each of the segments as also amounts allocated on reasonable basis. The expenses, which are not directly relatable to the business segment, are shown as unallocable corporate cost and grouped as "Unallocated". Assets and liabilities that cannot be allocated between the segments are shown as unallocable corporate assets and liabilities and are grouped as "Unallocated". These segments have been reported in the manner consistent with the internal reporting to the Board of Directors, who are the chief operating decision makers..

The geographical information considered for disclosure are revenue within India and revenue outside India.

The Group is not reliant on revenues from transactions with any single external customer and does not receive 10% or more of its revenues from transactions with any single external customer.

33. Leases

The Group is obligated under cancellable leases for residential, office premises, warehouses, etc. Total rental expense under cancellable short term operating lease amounted to Rs. 391 Lacs (31 March 2020: Rs. 841 lacs).

In adopting Ind AS 116, the group applied the below practical expedients:

The group has applied a single discount rate to a portfolio of leases with reasonably similar characteristics. The leases with remaining lease term of less than 12 months are 'considered as "short term leases".

The movement of lease liabilities during the year is as under:-

As at
31 March 2021
Rs. in Lacs
As at
31 March 2020
Rs. in Lacs
Opening Balance 5,921
Addition on account of adoption of Ind AS 116 6,743
Addition during the year 3,364 1,441
Adjustment for leases closed / expired / terminated (627)
Write back of liabilities no longer required (Refer note 22) (44)
Interest Expenses 539 580
Payments (3,169) (2,843)
Closing Balance 5,984 5,921
The maturity analysis of lease liabilities is as under:
Within one year 2,090 1,508
Beyond one year 3,894 4,413
5,984 5,921
34. Commitments
As at As at
31 March 2021 31 March 2020
Rs. in Lacs Rs. in Lacs
(i)
Outstanding capital commitments for tangible assets
1,702 3,619
(ii)
Outstanding capital commitments for intangible assets
239
35. Contingent Liabilities
As at As at
31 March 2021 31 March 2020
Rs. in Lacs Rs. in Lacs
Disputed sales tax maĴers, excise maĴers, income tax maĴers and other maĴers
contested in appeals.
5,838 1,596

(These disputes mostly relate to arbitrary disallowances of claims of the Company under various state laws, which are under appeal. The management is of the view that these demands are not sustainable in law and is hopeful of succeeding in appeals.)

36. Related party disclosures

(A) The Company has the following related parties :

Investor Company : IFB Automotive Private Limited
Key Management Personnel – Mr. Bijon Nag, Executive Chairman
(KMP) : – Mr. Bikramjit Nag, Joint Executive Chairman and Managing Director
– Mr. Prabir ChaĴerjee, Director and Chief Financial Officer
– Mr. G. Ray Chowdhury, Company Secretary
– Mr. A. K. Nag, Senior President
– Mr. Sujan Kumar Ghosh Dastidar, President, Legal
– Ms. Souravi Sinha, General Manager–Human Resource–Corporate
– Mr. Uma Shankar Ghosh Dastidar, Head, Taxation
– Mr. Rajat Paul, Assistant Vice President, IT
– Mr. Soumitra Goswami, GM, Accounts and Finance
Home Appliance Division :
– Mr. Rajshankar Ray, Managing Director and Chief Executive Officer
– Mr. A. S. Negi, Executive Director and Service Business Head
– Mr. B. M. Shetye, Senior Vice President, Sustainability
– Mr. Pawan Koul, Head of Goa factory – Washing Machine Plant
– Mr. Sukhdev Nag, National sales head
– Mr. Ranjan Mohan Mathur, Business Head – Cooking products
– Mr. Abhijit Gangopadhyay, Business Head, North 2
– Mr. R. Anand, Head, Motor Division
– Mr. C.S.Govindaraj, CEO, Industrial Business & Projects
– Mr. Deepak Kumar Behara, Business Head–South
– Mr. Vilas Sanjeev Kamath, Head, Supply Chain Projects
– Mr. Venkata Subba Rao Madala, Head of Factory – A.C. plant
– Mr. Manoj Agnihotri, Head, Human Resources, A.C. plant
– Mr. Narayana Panth, Head of R&D, A.C. plant
– Mr. Kartik Ishwar Muchandi, Head, Finance and Accounts, Air conditioner and
Washing Machine Plants
– Mr. Ashish Singh, Head, Finance and Accounts, Marketing
Engineering division:
– Mr. Partha Sen, Managing Director and Chief Executive Officer
– Mr. K. R. K. Prasad, CEO, Bangalore Engineering Factory
– Mr. Jayanta Chanda, AVP, Finance
– Mr. Ashok Hazra, DGM, Finance
– Mr. Arup Das, Head Marketing
Other related parties – IFB Agro Industries Limited
– IFB Agro Marine FZE (100% subsidiary of IFB Agro Industries Limited)
– Travel Systems Limited
– IFB Global Limited
– IFB Appliances Limited
– Anjali foundation
Employee trusts where there is
significant influence (Employee
trusts)
– Indian Fine Blank Limited Employees Gratuity Fund (IFBLEGF)
– The IFBL Group Superannuation Scheme (IFBLSAF)
(merged and renamed on 3 October 2019) (Earlier known as
The IFBL Senior management Group Superannuation Scheme)
– IFBL Employees' (Category-I) Superannuation Scheme
(IFBLESS-Cat-I) (dissolved and merged on 3 October 2019)
– IFBL Employees (Category Two) Group Superannuation Scheme
(IFBLEGSS-Cat two) (dissolved and merged on 3 October 2019)

(*) GST input credits / liabilities paid/recovered from related parties have not been included above.

(B) Transactions with related parties

For the year ended For the year ended
31 March 2021 31 March 2020
Rs. in lacs Rs. in lacs
1 Sales, service and other income
- Investor Company 4,400 4,298
- KMP 4 3
- Other related parties 19 22
Total 4,423 4,323
2 Purchase of inventories
- Investor Company 90 1,957
- Other related parties 42 13
Total 132 1,970
3 Expenditure on other services
- Investor Company 389 221
- Other related parties 7,744 9,847
Total 8,133 10,068
4 Expenditure on corporate social responsibility
- Other related parties 40
Total 40
5 Expenses recovered
- Investor Company 11
Total 11
6 Purchase of property, plant and equipment and intangibles
– Investor Company 512
Total 512
7 Purchase of business
- Investor Company 3,500
Total 3,500
For the year ended For the year ended
31 March 2021 31 March 2020
Rs. in lacs Rs. in lacs
8 Purchase of Investment
- Investor Company 225
Total 225
9 Sale of property, plant and equipment
- Investor Company 1
Total 1
10 Contribution to employees' benefit plans
- Employee trusts 715 1,413
Total 715 1,413
11 Exceptional gain - Surplus money received
- Employee trusts 1,305
Total 1,305
12 Remuneration
(a) Short term benefits - KMP 2,293 2,517
(b) Post employment benefits - KMP 80 217
(c) Other long term benefits - KMP 69 167
Total 2,442 2,901

(C) Outstanding balances with related parties

As at As at
31 March 2021 31 March 2020
Rs. in lacs Rs. in lacs
1 Trade Receivables
- Investor Company 3,369 1,978
- Other related parties 26 1
Total 3,395 1,979
2 Security deposits given
- Investor Company 50 50
- Other related parties 8 8
Total 58 58
3 Advances given
- Investor Company 47 145
- KMP 1 4
- Other related parties 41 113
Total 89 262
4 Loans given
- KMP 4 2
Total 4 2
5 Other receivables
- Other related parties 6
- Employee trusts 141 8
Total 147 8
As at As at
31 March 2021 31 March 2020
Rs. in lacs Rs. in lacs
6 Trade payables
- Investor Company 43 95
- Other related parties 163 838
Total 206 933
7 Other payables
- Investor Company 4
- Employee trusts 709 1,260
Total 709 1,260

(D) Party-wise details of significant transactions with related parties

For the year ended For the year ended
31 March 2021 31 March 2020
Rs. in lacs Rs. in lacs
1 Expenditure on other services
- Travel Systems Limited 295 1,738
- IFB Agro Marine FZE 54 27
- IFB Appliances Limited 6,791 7,576
2 Expenditure on corporate social responsibility
- Anjali foundation 40
3 Contribution to employees' benefit plans
- IFBLEGF 709 957
- IFBLSAF 5 175
- IFBLESS-Cat-I 249
4 Exceptional gain - Surplus money received
- IFBLSAF 1,305

(E) Party-wise details of signifi cant balances with related parties

As at As at
31 March 2021 31 March 2020
Rs. in lacs Rs. in lacs
1 Security deposits given
- IFB Agro Industries Limited 8 8
2 Advances given
- IFB Agro Industries Limited 41 59
3 Other receivables
- IFBLEGF 141
- IFBLSAF 8
4 Trade payables
- IFB Agro Marine FZE 27
- IFB Appliances Limited 82 772
5 Other payables
- IFBLEGF 709 1,260

37. Other information

Subsidiaries consolidated in the consolidated financial statements are as under:

Name of the company Country of
incorporation
Effective voting
power held by
the Holding
company (%) as
at 31 March 2021
Effective voting
power held by
the Holding
company (%) as
at 31 March 2020
Trishan Metals Private Limited India 100.00% 51.12%
Global Automotive and Appliances Pte. Limited (GAAL) Singapore 100.00% 100.00%
Thai Automotive and Appliances Limited (subsidiary of GAAL) Thailand 100.00% 100.00%

Changes in Group structure:

31 March 2021 :

On 31 October, 2020, the Holding Company has acquired the balance 48.88% (1,14,74,020 nos. equity shares) equity shares from the other shareholders of Trishan Metals Private Limited at a consideration of Rs. 1430 lacs, thereby making Trishan Metals Private Limited as its wholly owned subsidiary.

31 March 2020 :

There has been no changes in the group structure during the year.

There are no significant restrictions to access or use the assets and to seĴle the liabilities of the Group.

Additional information as required by Schedule III to the Companies Act, 2013
Name of the entity Net assets Share in profit or loss Share in other
comprehensive income
(OCI)
Share in total
comprehensive
income (TCI)
As a % of
net assets
Amount
(Rs. In
lacs)
As a % of
profit or
loss
Amount
(Rs. In
lacs)
As a %
of OCI
Amount
(Rs. In
lacs)
As a %
of TCI
Amount
(Rs. In
lacs)
Parent :
IFB Industries Ltd 31 March 2021 101.82% 70,857 96.30% 6,174 82.46% (47) 96.43% 6,127
31 March 2020 100.10% 64,730 108.61% 2,799 136.38% (656) 102.24% 2,143
Subsidiaries :
Trishan Metals Private
Limited
31 March 2021 0.21% 146 -0.42% (27) -5.26% 3 -0.38% (24)
– Owner of the parent 31 March 2020 0.06% 42 -6.64% (171) 0.62% (3) -8.30% (174)
– Non–controlling 31 March 2021 0.00% 1.36% 87 -1.75% 1 1.38% 88
interest 31 March 2020 0.06% 40 -6.36% (164) 0.62% (3) -7.97% (167)
Global Automotive
and Appliances Pte.
31 March 2021 7.98% 5,556 2.14% 137 170.17% (97) 0.63% 40
Limited (including
subsidiary)
31 March 2020 8.53% 5,516 6.21% 160 -125.16% 602 36.35% 762
Consolidation 31 March 2021 -10.01% (6,971) 0.62% 40 -145.62% 83 1.94% 123
adjustments 31 March 2020 -8.75% (5,664) -1.82% (47) 87.54% (421) -22.33% (468)
31 March 2021 100.00% 69,588 100.00% 6,411 100.00% (57) 100.00% 6,354
Total 31 March 2020 100.00% 64,664 100.00% 2,577 100.00% (481) 100.00% 2,096

38. Dues to micro, small and medium enterprises

The Ministry of micro, small and medium enterprises has issued an offi ce memorandum dated 26 August 2008 which recommends that the micro and small enterprises should mention in their correspondence with its customers the entrepreneurs memorandum number as allocated after fi ling of the memorandum in accordance with the 'Micro, Small and Medium Enterprise Development Act, 2006 ('the Act'). Accordingly, the disclosure in respect of the amounts payable to such enterprises has been made in the fi nancial statements based on the information received and available with the Group. Payable to micro and small enterprises as at 31 March 2021: Rs 10,141 lacs (31 March 2020: Rs. 2,517 lacs).

Further, in view of the management, the impact of the interest, if any, that may be payable in accordance with the provisions of the Act is not expected to be material. The Group has not received any claim for interest from any supplier as at the balance sheet date.

39. Financial instruments and related disclosures

i) Capital management

The Group's capital management policy is focused on business growth and creating value for shareholders. The Group determines the amount of capital required on the basis of annual business plans and the funding needs are met through internal accruals and bank borrowings.

ii) Categories of financial instruments Rs. in Lacs

As at 31 March 2021 As at 31 March 2020
Particulars Note Carrying
value
Fair value Carrying
value
Fair value
A. Financial assets
a) Measured at amortised cost :
i)
Trade receivables
11 26,569 26,569 20,454 20,454
ii)
Cash and cash equivalents
12 9,829 9,829 10,487 10,487
iii)
Other bank balances
13 2,419 2,419 2,023 2,023
iv)
Loans
5 104 104 110 110
v)
Other financial assets
1,730 1,730 1,613 1,613
b) Measured at fair value through Statement of Profit and Loss:
i)
Investments
10 26,047 26,047 15,280 15,280
c) Derivatives measured at fair value through Statement of Profit
and Loss:
i)
Derivatives not designated as hedges
6 378 378 1,220 1,220
B. Financial liabilities
a) Measured at amortised cost :
i)
Term loan from banks
15 17,156 17,156 25,372 25,372
ii)
Cash Credit facility from bank
20 51 51 616 616
iii)
Working capital buyers credit from banks
20 2,342 2,342 2,606 2,606
iv)
Loans from Others
20 271 271 293 293
v)
Lease Liabilities
5,984 5,984 5,921 5,921
vi)
Trade payable
65,547 65,547 47,313 47,313
vii) Other financial liabilities 5,135 5,135 2,526 2,526
b) Derivatives measured at fair value through Statement of
Profit and Loss:
i)
Derivative instruments not designated as hedges
16 181 181 49 49

iii) Financial risk management objectives

The Group has a system-based approach to risk management, anchored to policies and procedures and internal financial controls aimed at ensuring early identification, evaluation and management of key financial risks (such as market risk, credit risk and liquidity risk) that may arise as a consequence of its business operations as well as its investing and financing activities. Accordingly, the Group's risk management framework has the objective of ensuring that such risks are managed within acceptable and approved risk parameters in a disciplined and consistent manner and in compliance with applicable regulation. It also seeks to drive accountability in this regard.

a) Liquidity risks

Liquidity risk refers to the risk that the Group cannot meet its financial obligations. The objective of liquid risk management is to maintain sufficient liquidity and ensure that funds are available for use as per requirements.

The Group has obtained fund and non-fund based working capital loans from banks. Furthermore, the Group has sufficient quantities of finished goods and stock-in-trade which are liquid and readily saleable. Hence the risk that the Group may not be able to seĴle its financial liabilities as they become due does not exist.

The following tables shows a maturity analysis of the anticipated cash flows for the Group's derivative and nonderivative financial liabilities.

Total Due within
one year
Due aĞer
one year
Rs. in Lacs Rs. in Lacs Rs. in Lacs
Borrowings 19,820 2,664 17,156
Lease liabilities 5,984 2,090 3,894
Trade payables 65,547 65,547
Other financial liabilities (including current maturities of 5,135 5,090 45
long-term debt)
Derivative financial liabilities
181 181
Total 96,667 75,572 21,095

As at 31 March 2021

As at 31 March 2020

Total Due within Due aĞer one
one year year
Rs. in Lacs Rs. in Lacs Rs. in Lacs
Borrowings 28,887 3,515 25,372
Lease liabilities 5,921 1,508 4,413
Trade payables 47,313 47,313
Other financial liabilities (including current maturities of 2,526 2,500 26
long-term debt)
Derivative financial liabilities 49 49
Total 84,696 54,885 29,811

b) Market risks

The Group does not trade in equities. Treasury activities, focused on managing investments in debt instruments, are centralised and administered under a set of approved policies and procedures guided by the tenets of liquidity, safety and returns. This ensures that investments are only made within the acceptable risk parameters aĞer due evaluation.

The Group's investments are predominantly held in debt mutual funds. Such investments are susceptible to market risks that arise mainly from changes in interest rate which may impact the return and value of such investments. Mark to market movements in respect of these investments are measured at fair value through consolidated statement of profit and loss.

Fixed deposits are held with highly rated banks and generally have a short tenure and are not subject to interest rate volatility.

The Group has short-term borrowings which are generally not susceptible to interest rate volatility since they are for short tenure. Long term loans from banks are at highly competitive rates and as such these loans are not that material taking into account the Group's asset base. Hence interest rate fluctuations on borrowings does not affect the Group significantly.

c) Foreign currency risk

The Group undertakes transactions denominated in foreign currency (mainly US Dollar, Euro, GBP, RMB,THB, JPY, SGD and AED) which are subject to the risk of exchange rate fluctuations.

31 March 2021 31 March 2020
Rs. in lacs Rs. in lacs Rs. in lacs Rs. in lacs
Financial assets Financial Liabilities Financial assets Financial Liabilities
USD 467 25,351 1,318 26,265
Euro 65 4,457 44 1,316
RMB 1,221 493
SGD 82 16
THB 1
JPY 1
Total 532 31,111 1,362 28,092

The carrying amount of foreign currency denominated financial assets and liabilities, are as follows:

The Company uses forward exchange contracts and currency swaps to hedge its exposure in foreign currency.

i) Forward exchange contracts that were outstanding for financial liabilities as at the end of respective reporting dates :

No. of USD (lacs) No. of Euro (lacs) No. of RMB (lacs)
contracts contracts contracts
As at 31 March 2021 173 338 53 53 27 47
As at 31 March 2020 161 404 31 17 18 21

The aforesaid forwards / currency swaps have a maturity before 2nd October, 2024.

31 March 2021 31 March 2020
Financial assets Financial Liabilities Financial assets Financial Liabilities
USD 1 3 1
Rs. in lacs 89 188 120
EURO 1 *
Rs. in lacs 65 22
RMB 62 26
Rs. in lacs 694 266
THB *
Rs. in lacs 1
JPY 1
Rs. in lacs 1
SGD 2 *
Rs. in lacs 82 16
154 964 142 284

ii) Unhedged foreign currency exposure as at the end of the respective reporting dates :

* represents foreign currency less than 50,000

iii) Foreign currency sensitivity

For every percentage point change in the underlying exchange rate of the outstanding foreign currency denominated assets and liabilities, holding all other variables constant, the profit before tax would change by Rs. 306 lacs for the year ended 31 March 2021 (31 March 2020: Rs 267 lacs).

d) Credit risk

Credit risk arise from the possibility that the counter party may not be able to seĴle their obligations. Financial instruments that are subject to such risk primarily consists of investments, trade receivables, bank deposits, loans, derivative instruments and other financial assets.

Bank deposits are primarily held with highly rated and different banks.

The Group's customer base is large and diverse limiting the risk arising out of credit concentration. Further the credit is extended in business interest in accordance with guidelines issued centrally and business-specific credit policies that are consistent with such guidelines. Exceptions are managed and approved by appropriate authorities aĞer due consideration of the counter parties credentials and financial capacity, trade practices and prevailing business and economic conditions.

The Group's historical experience of collecting receivable and the level of default indicates that the credit risk is low and generally uniform across markets. Loss allowances are recognised where considered appropriate by the management.

As at As at
31 March 2021 31 March 2020
Rs. in lacs Rs. in lacs
Balance at beginning of the year 145 116
Provision recognised in the year 104 76
Amounts wriĴen off during the year as uncollectible (36)
Amounts recovered during the year (3) (10)
Provisions wriĴen back (3) (1)
Balance at end of the year 243 145

The movement of allowance for doubtful advances and receivables is as under:-

Other than financial assets mentioned above, none of the Group's financial assets are either impaired or past due, and there were no indications that defaults in payment would occur.

e) Fair value hierarchy

The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value and have been grouped into Level 1, Level 2 and Level 3 below:

Fair Value
Fair value Rs. in Lacs Rs. in Lacs
hierarchy As at As at
(Level) 31 March 2021 31 March 2020
A. Financial Assets
a) Measured at FVTPL:
Investment in mutual funds 1 25,822 15,280
Investment in equity instruments (other than
subsidiary) 2 225
b) Derivatives measured at FVTPL:
Derivatives not designated as hedges 2 378 1,220
B. Financial Liabilities
a) Derivatives measured at FVTPL:
Derivatives not designated as hedges 2 181 49

40 Exceptional Item includes the followings

Year ended Year ended
31 March 2021 31 March 2020
Rs. in Lacs Rs. in Lacs
(a) Surplus from superannuation scheme (#) 1,305
(b) Loss of inventory due to fire (@) (1,157)
148

# An amount of Rs. 1305 lacs received from The IFBL Group Superannuation Scheme for refund of Surplus money as per the Deed of Variance dated 3 October, 2019 approved by the Commissioner of Income Tax vide order dated 30 December, 2019.

@ An estimated amount of Rs. 1157 lacs on account of loss of Inventory lying at a warehouse of the Company due to fire on 2 December, 2019. The Insurance claim for the same was lodged and the same was treated as exceptional loss. The claim survey process is still on.

41. The Group has disaggregated revenues from contract with customers for the year by the type of goods and services. The Group believe that this disaggregation best depicts how the nature, amount, timing and uncertainty of revenues and cash flows are affected by industry, market and other economic factors. Refer note 21 for revenue disaggregation.

The following table includes revenue expected to be recognised in the future related to annual maintenance contracts and extended warranty services and advance from customers.

Year ended
31 March
2022
Year ended
31 March
2023
Year ended
31 March
2024
Year ended
31 March
2025
Beyond
31 March
2025
Rs. in lacs Rs. in lacs Rs. in lacs Rs. in lacs Rs. in lacs
Income received in advance on annual
maintenance contracts
4,430 725
Income received in advance on
extended warranty services
183 164 65 32 6
Advance from customers 3,165
7,778 889 65 32 6

The Group recognised revenue of Rs. 5,525 lacs (31 March 2020 : Rs. 5,405 lacs) arising from opening unreceived revenue at the beginning of the year.

The below table shows the movement of Income earned in advance on annual maintenance contracts and extended warranty services and advance from customers

As at As at
31 March 2021 31 March 2020
Rs. in lacs Rs. in lacs
Opening Balance 7,176 6,399
Progress billing during the year 2,76,912 2,60,256
Less: Revenue recognised during the year 2,75,318 2,59,479
Closing Balance 8,770 7,176

Invoicing in excess of revenues from sale of services are classified as "Income received in advance on annual maintenance contracts and extended warranty services" and Invoicing in excess of revenues from sale of goods are classified as "Advance from customers" in note no 19.

  • 42. As per the E-Waste (Management) Rules, 2016, as amended, Companies dealing in certain categories of products as specified in Schedule-I therein are required to undertake Extended Producer Responsibility (EPR) for its end-of-life products. The obligation for a financial year is measured based on sales made in the preceding 9th/10th year and the Group has met its obligations for the current year. In accordance with Appendix B of Ind AS 37, 'Provisions, Contingent Liabilities and Contingent Assets', the Group will have an e-waste obligation for future years, only if it participates in the market in those years.
  • 43. The spread of COVID-19 has impacted businesses around the globe. In India, Governments in certain states have imposed various restrictions with the increase in number of COVID 19 cases during the months of March 2021, April 2021 and May 2021.

On the basis of the assessment done by the management and internal/ external sources of information up to the date of approval of these financial results, the carrying amounts of assets are recoverable. The impact of pandemic may be different from that estimated as at the date of these financial results and the Group will closely monitor any material changes to the future economic conditions.

44. On 31 October, 2020, the Company has acquired the balance 48.88% (1,14,74,020 nos. equity shares) equity shares from the other shareholders of Trishan Metals Private Limited at a consideration of Rs. 1430 lacs, thereby making Trishan Metals Private Limited(TMPL) as its wholly owned subsidiary.

The board of directors at its meeting held on 30 December 2020 approved the amalgamation of its wholly owned subsidiary TMPL with IFB Industries Limited (IFBIL) The transferor company (TMPL) and transferee company (IFBIL) submitted merger application on 06 February, 2021 to National Company Law Tribunal, Kolkata Bench (NCLT) with effective date considered as 01 April, 2021. The first hearing was held on 05 April, 2021. The NCLT accepted the application and by its order dated 05

April, 2021 appointed the Chairperson and scrutinizer for shareholders and creditors meeting (secured and unsecured) to be held on 24 May, 2021 through video conferencing or other audio visual means to approve the 'Scheme of Amalgamation'. The meetings took place on 24 May, 2021 and the shareholders and creditors (secured and unsecured) approved the 'Scheme of Amalgamation' between TMPL and IFBIL under the provisions of Sections 230 to 232 of the Companies Act, 2013 and other relevant provisions of the Act and rules framed thereunder with requisite majority .The matter is now under process and pending before NCLT.

45. Government Grants

The Group has received an amount of Rs 1702 lacs during 2020-21 under Modified Special Incentive Package Scheme (M-SIPS) of Government of India . The incentive under the scheme is in the form of capital subsidy of 25% for Capital expenditure in new projects on reimbursement basis.

The Group has adopted the income approach as prescribed in Ind AS 20 - Accounting for Government Grants and Disclosure of Government Assistance. It has recognised the government grants received (related to depreciable assets) in Statement of Profit and Loss on a systematic basis over the remaining useful life of the asset as deferred income. Balance remaining is shown in note no 19 - "Other Liabilities" as "Deferred government grant". There are no unfulfilled conditions or other contingencies attaching to this grant.

  • 46. Previous year's figures have been regrouped / reclassiified wherever necessary to correspond with the current year's classification.
  • 47. The consolidated financial statements were approved by the Board of Directors on 14 June 2021.

10 Year Highlights

Rs. in lacs
2011–12 2012–13 2013–14 2014–15 2015–16 2016–17 2017–18 2018–19 2019–20 2020–21
@ @ @ @ @ @
Financial Highlights
Total revenue 81,440 92,760 1,02,896 1,27,658 1,51,425 1,91,189 2,20,710 2,55,020 2,56,418 2,73,566
Earnings before interest,
tax, depreciation and
amortisation (EBITDA)
5,114 6,193 5,335 10,165 8,275 11,612 17,502 15,649 13,318 22,800
Depreciation and amortisation 1,488 1,832 2,259 4,064 4,537 4,359 5,138 5,454 8,898 9,911
Exceptional expense /
(income)
150 (1,935) (148)
Profit aĞer tax 3,054 3,145 2,160 4,973 3,136 5,513 8,325 7,395 2,799 6,174
Equity Share capital 3,628 4,128 4,128 4,128 4,128 4,128 4,128 4,128 4,128 4,128
Other Equity 20,591 27,436 29,596 34,569 37,705 43,020 50,901 57,937 60,602 66,729
Net worth 13,435 20,780 22,940 27,913 31,049 36,562 44,443 51,479 53,622 59,749
Property, plant and
equipment, investment
property, intangibles
including CWIP (Gross)
41,619 38,775 44,743 51,979 57,787 36,231 39,509 48,374 81,491 93,765
Property, plant and
equipment, investment
property, intangibles
including CWIP (Net)
16,061 19,503 24,038 27,873 29,767 31,876 30,052 33,543 57,829 62,059
Total assets 44,112 53,834 64,121 77,092 79,143 88,122 1,08,200 1,20,417 1,61,366 1,86,172
Market capitalisation 28,095 32,739 32,091 2,37,400 1,28,809 2,62,197 4,62,907 3,96,254 1,03,883 4,50,178
Number of employees 1,286 1,390 1,453 1,537 1,626 1,646 1,690 1,970 2,322 2,466
Key indicators
Earnings per share (Rs.)
(before exceptional items)
8.61 7.95 5.33 12.27 7.74 13.61 20.55 13.48 6.54 15.24
Earnings per share (Rs.)
(aĞer exceptional items)
8.61 7.95 5.33 12.27 7.74 13.61 20.55 18.25 6.91 15.24
Total revenue per share (Rs.) 229.29 228.93 253.95 315.06 373.72 471.85 544.71 629.39 632.84 675.16
Book value per share (Rs.) 68 78 83 96 103 116 136 153 160 175
Current ratio 1.61 1.76 1.54 1.43 1.40 1.42 1.53 1.51 1.58 1.39
EBITDA / Total revenue 6.3% 6.7% 5.2% 8.0% 5.5% 6.1% 7.9% 6.1% 5.2% 8.3%
Net profit margin 3.8% 3.4% 2.1% 3.9% 2.1% 2.9% 3.8% 2.9% 1.1% 2.3%
Return on net worth on PBT 26.8% 20.9% 12.8% 21.2% 11.3% 18.6% 26.9% 18.7% 5.5% 16.7%

@ Years beginning 2016-17 and onwards are as per Ind AS, earlier years are as per previous GAAP.

NOTES

IFB INDUSTRIES LTD.

NOTES