Arvind Limited · Arvind Limited Public limited company incorporated under the Companies Act, 1913...

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Serial Number: Name of Investor:

Arvind Limited

Public limited company incorporated under the Companies Act, 1913 with Corporate Identification Number L17119GJ1931PLC000093

Date of Incorporation: 01st June,1931 Registered Office: Naroda road, Ahmedabad 380 025

Contact person: Mr. R. V. Bhimani Email: [email protected]

Tel: +91-79-6826 8110; Fax: +91-79-6826 8669; Website: www.arvindmills.com

INFORMATION MEMORANDUM FOR THE ISSUE OF DEBENTURES ON A PRIVATE PLACEMENT BASIS

ISSUE OF 750 RATED, LISTED, SECURED, REDEEMABLE, NON-CONVERTIBLE DEBENTURES OF FACE VALUE OF RS. 10,00,000/- EACH, AGGREGATING RS. 75 CRORES ON A PRIVATE PLACEMENT BASIS (THE “ISSUE”) BY ARVIND LIMITED (THE “ISSUER”

OR THE “COMPANY”).

This Private Placement Offer Letter (hereinafter referred to as the “Information Memorandum”) is prepared in conformity with Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008 issued vide Circular No. LAD-NRO/GN/2008/13/127878 dated June 06, 2008, as amended by the Securities and Exchange Board of India (Issue

and Listing of Debt Securities (Amendment) Regulations, 2012 issued vide Circular No. LAD-NRO/GN/2012-13/19/5392 dated October 12, 2012 and CIR/IMD/DF/18/2013 dated October 29, 2013), Securities and Exchange Board of India Issue

and Listing of Debt Securities (Amendment) Regulations, 2014 issued vide Circular No. LAD-NRO/GN/2013-14/43/207 dated January 31, 2014 and Securities and Exchange Board of India Issue and Listing of Debt Securities (Amendment) Regulations, 2014 issued vide Circular No. LAD-NRO/GN/2014-15/25/539 dated March 24, 2015 and Section 42 of the

Companies Act, 2013 and the Companies (Prospectus and Allotment of Securities).

General Risk

Investors are advised to take informed decision before taking an investment decision in this offering. For taking an investment decision, the investor must rely on their examination of the Issue and the Information

Memorandum including the risks involved. The Debentures have not been recommended or approved by SEBI nor does SEBI guarantee the accuracy or adequacy of this document. Specific attention of the investors is

invited to the risk factors mentioned elsewhere in this offer document.

Issuer’s Absolute Responsibility

The Issuer, having made all reasonable inquiries, accepts responsibility for, and confirms that this Information Memorandum contains all information with regard to the Issuer and the Issue, which is material in the context of the Issue, that the information contained in this Information Memorandum is true and correct in

all material respects and is not misleading in any material respect, that the opinions and intentions expressed herein are honestly held and that there are no other facts, the omission of which makes this Information

Memorandum as a whole or any of such information or the expression of any such opinions or intentions misleading in any material respect.

Credit Rating

CARE Ratings Limited has assigned “CARE AA-; Stable (Double A Minus; Outlook: Negative)” rating to these Debentures by letter dated 21 May 20, 2020. Instruments with this rating are considered to have high degree of safety regarding timely servicing of financial obligations. Such instruments carry very low credit risk. The credit rating letter dated 21 May 20, 2020 issued by CARE Ratings Limited is enclosed as Annexure A to this

Information Memorandum. The rating should not be treated as recommendation to buy, sell or hold the Debentures. Investors should take their own decision. The rating may be subject to revision or withdrawal at

any time by the Rating Agency and each rating should be evaluated independently of any other rating. The rating obtained is subject to revision at any point of time in the future. The Rating Agency has a right to suspend, withdraw or revise the rating at any time on the basis of new information etc.

Listing

mailto:[email protected]

http://www.arvindmills.com/

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The Debentures offered through this Information Memorandum are proposed to be listed on the wholesale debt market segment of BSE Limited. The Issuer has obtained "in-principle" approval from the BSE on May 28, 2020 and will apply for final listing of the Debentures offered through this Issue within 20 (Twenty) Trading Days from the Deemed Date of Allotment.

Registrar: - NSDL Database Management Limited 4th Floor, A Wing, Trade World, Kamala Mills Compound, Lower Parel (West), Mumbai - 400013 Tel: +91 22 2499 4200, Email: [email protected]

Debenture Trustee: - AXIS Trustee Services Limited The Ruby, 2nd Floor, SW, 29, Senapati Bapat Marg. Dadar (West), Mumbai – 400 083 Tel: +91 022 62300451, Fax: +91 022 25946969, Email: [email protected]

Issue Programme

Issue Opening Date Issue Closing Date

2nd June 2020 2nd June 2020



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Term Definition

Act Companies Act, 2013

Arvind/Issuer/Company Arvind Limited

Application Form The form in terms of which, the investors shall apply for the Debentures of the Issuer and appended herewith as Annexure B

Articles Articles of Association of the Issuer

Board/Board of Directors Board of directors of the Issuer

BSE BSE Limited

Business Day Means a day (other than a Second & Fourth Saturday or Sunday or a Bank holiday) on which banks are open for general business in Mumbai and Ahmedabad

CDSL Central Depository Services (India) Ltd

Committee Any committee of the Board of Directors

Companies Act The Companies Act, 2013

Debenture Holder(s) The holder(s) of the Debenture(s) in dematerialized form

Debenture Trustee Axis Trustee Services Limited

Debenture Trustee Agreement The debenture trustee appointment agreement executed between the Issuer and the Debenture Trustee on 29th May 2020

Debentures 750 Rated, Listed, Secured, Redeemable, Non-convertible Debentures of face value of Rs. 10,00,000/- each, aggregating Rs. 75 crores on a private placement basis.

Debenture Documents a) Debenture Trust Deed; b) Debenture Trustee Agreement; c) Information Memorandum; d) the letters issued by the Debenture Trustee and Rating Agency, the letters

appointing the registrar and transfer agent with respect to issuance of the Debentures; and

e) Any other document that may be designated as a Debenture Document by the Debenture Trustee and the Issuer

Deemed Date of Allotment 3rd June 2020

Depositories NSDL and CDSL

ECGC Export Credit Guarantee Corporation of India

Eligible Investors

a) Companies, Body Corporate and Societies, authorized to invest in debentures b) Insurance Companies and Trusts authorized to invest in Bonds c) Scheduled Commercial Banks, Financial Institutions, Co-operative Banks,

Regional Rural Banks etc. d) Non-Banking Finance Companies and Residuary Non-Banking Finance Companies e) Mutual Funds f) Provident Fund, Chit Funds g) SEBI registered foreign institutional investors (“FIIs”) and sub-accounts of FIIs h) Any other investor authorized to invest in these Debentures

Event of Default As defined in the Debenture Trust Deed

FEMA Foreign Exchange and Management Act, 1999 (as amended from time to time)

Final Redemption Date 2nd June 2023

FIIs Foreign institutional investors registered with SEBI under the Securities and Exchange Board of India (Foreign Institutional Investors) Regulations, 1995 (as amended from time to time)

FPIs Foreign portfolio investors registered with SEBI under the Securities and Exchange Board of India (Foreign Portfolio Investors) Regulations, 2014

Information Memorandum

This information memorandum dated 29th May 2020 for private placement of the Debentures to eligible investors

Issue Rated, Listed, Secured, Redeemable, Non-convertible Debentures of face value of Rs.10,00,000/- each, aggregating Rs. 75 crores on a private placement basis.

NCD Non-convertible Debentures

NSDL National Securities Depository Limited

Rating Agency CARE Ratings Limited

RBI Reserve Bank of India

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Record Date 15 days prior to the Interest Payment Date / Redemption Date

Registrar and Transfer Agent

NSDL Database Management Limited

ROC Registrar of Companies, Gujarat

RoU Right of Use

Rs./Rupees/INR Unit for Lawful Currency of the Republic of India

SEBI Securities and Exchange Board of India

SEBI Debt Regulations The SEBI (Issue and Listing of Debt Securities) Regulations, 2008 (as amended from time to time)

Secured Assets The assets charged, assigned, pledged or otherwise made the subject of security pursuant to the Transaction Documents

SEZ Special Economic Zone

Trading Day Each day on which the BSE is open for trading

USD US Dollar, being the Unit of Lawful Currency of the United States of America

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DISCLAIMERS

General Disclaimer

This Information Memorandum is neither a prospectus nor a statement in lieu of a prospectus. The issue of Debentures, to be listed on BSE Limited is being made strictly on a

private placement basis. This Information Memorandum is not intended to be circulated to more than 49 (forty-nine) persons. Multiple copies hereof given to the same entity shall be deemed to be given to the same person and shall be treated as such. It does not constitute and

shall not be deemed to constitute an offer or an invitation to subscribe to the Debentures to the public in general. This Information Memorandum should not be construed to be a

prospectus or a statement in lieu of prospectus under the Companies Act.

This Information Memorandum has been prepared in conformity with the SEBI Debt

Regulations. Therefore, as per the applicable provisions, a copy of this Information Memorandum has not been filed or submitted to the SEBI for its review and/or approval.

It is the responsibility of potential Eligible Investors to also ensure that any sale by them of

the Debentures does not constitute an offer to the public within the meaning of the

Companies Act.

This Information Memorandum has been prepared to provide general information about the Issuer to potential Eligible Investors to whom it is addressed and who are willing and eligible to

subscribe to the Debentures. This Information Memorandum does not purport to contain all the information that any potential Eligible Investor may require. Neither this Information

Memorandum nor any other information supplied in connection with the Debentures is

intended to provide the basis of any credit or other evaluation and any recipient of this

Information Memorandum should not consider such receipt a recommendation to purchase any Debentures. Each investor contemplating purchasing any Debentures should make its

own independent investigation of the financial condition and affairs of the Issuer, and its own appraisal of the creditworthiness of the Issuer. Potential investors should consult their

own financial, legal, tax and other professional advisors as to the risks and investment considerations arising from an investment in the Debentures and should possess the

appropriate resources to analyze such investment and the suitability of such investment to

such investor's particular circumstances.

The Issuer having made all reasonable enquiries, accepts responsibility for and confirms that the information contained in this Information Memorandum is true and correct in all material

aspects and is not misleading in any material respect, that the opinions and intentions expressed herein are honestly held and that there are no other facts, the omission of which make this document as a whole or any of such information or the expression of any such opinions or intentions misleading in any material respect.

This Information Memorandum and the contents hereof are intended only for recipient(s) who have been addressed directly and specifically through a communication by the Issuer and

only such recipients are eligible to apply for the debentures. All investors are required to

comply with the relevant regulations/guidelines applicable to them for investing in this issue. The contents of this Information Memorandum are intended to be used only by those investors to whom it is distributed. It is not intended for distribution to any other person and

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should not be reproduced by the recipient.

No invitation is being made to any persons other than those to whom application forms along with this Information Memorandum being issued have been sent. Any application by a person to whom the Information Memorandum has not been sent by the Issuer shall be rejected without assigning any reason. The person who is in receipt of this Information

Memorandum shall not reproduce or distribute in whole or part or make any announcement

in public or to a third party regarding the contents without written consent of the Issuer.

Disclaimer in Respect of Jurisdiction

This Issue is made in India to investors as specified under clause “eligible investors” of this Information Memorandum, who shall be specifically approached by the Issuer. This Information Memorandum does not constitute an offer to sell or an invitation to subscribe

to Debentures offered hereby to any person to whom it is not specifically addressed. Any disputes arising out of this issue will be subject to the exclusive jurisdiction of the courts of

Mumbai. This issue is made in India to the eligible investors, who shall be specifically

approached by the Issuer. This Information Memorandum does not constitute an offer to sell or an invitation to subscribe to the Debentures herein, in any other jurisdiction and to any person to whom it is unlawful to make an offer or invitation in such jurisdiction.

Disclaimer of the Issuer

The Issuer confirms that, as of the date hereof, this Information Memorandum (including the documents incorporated by reference, if any) contains all information that is material in

the context of the Issue, is accurate in all material respects and does not contain any untrue

statement of a material fact or omit to state any material fact necessary to make the

statements herein, in the light of the circumstances under which they are made, are not misleading. The sale or transfer of these Debentures outside India may require regulatory

approvals in India, including without limitation, the approval of the RBI.

The Issuer confirms that all information considered adequate for and relevant to the Issue and

the Issuer has been made available in this Information Memorandum for the use and perusal of the potential investors and no selective or additional information would be made available

to any section of investors in any manner whatsoever.

The Issuer does not undertake to update the Information Memorandum to reflect subsequent events after the date of the Information Memorandum and thus it should not be relied upon

with respect to such subsequent events without first confirming its accuracy with the Issuer.

Neither the delivery of this Information Memorandum nor any Issue of Debentures made hereunder shall, under any circumstances, constitute a representation or create any implication that there has been no change in the affairs of the Issuer since the date hereof.

This Information Memorandum has not been filed with the SEBI. The securities have not been recommended or approved by SEBI nor does SEBI guarantee the accuracy or adequacy this Information Memorandum. It is to be distinctly understood that filing of this Information Memorandum should not, in any way, be deemed or construed that the same has been

cleared or vetted by SEBI. SEBI does not take any responsibility for the purpose for which the

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issue is proposed to be made or for the correctness of the statements made or opinions

expressed in this Information Memorandum. The issue of Debentures being made on private

placement basis, filing of this document is not required with SEBI, however SEBI reserves right to take up at any point of time, with the Company, any irregularities or lapses in this document.

Disclaimer of the Stock Exchange

As required, a copy of this Information Memorandum has been submitted to the BSE for

hosting the same on its website. It is to be distinctly understood that filing of this Information Memorandum with the BSE should not, in any way, be deemed or construed that the same has been cleared or approved by the BSE. The BSE do not take any responsibility for the

purpose for which the issue is proposed to be made, or for the correctness of the statements

made or opinions expressed in this offer document.

Disclaimer of the Credit Rating Agency

The ratings of the Credit Rating Agencies should not be treated as a recommendation to buy,

sell or hold the Debentures. The Credit Rating Agencies ratings are subject to a process of

surveillance which may lead to a revision in ratings. Please visit the Credit Rating Agency’s

website (www.careratings.com) or contact the Credit Rating Agency’s office for the latest information on the Credit Rating Agency’s ratings. All information contained herein has been

obtained by the Credit Rating Agency from sources believed by it to be accurate and reliable. Although reasonable care has been taken to ensure that the information herein is true, such information is provided ‘as is’ without any warranty of any kind, and the credit rating agency

in particular, makes no representation or warranty, express or implied, as to the accuracy, timeliness or completeness of any such information. All information contained herein must

be construed solely as statements of opinion and Credit Rating Agency shall not be liable for

any losses incurred by users from any use of this publication or its contents.

Disclaimers of the Debenture Trustee

I) The Debenture Trustee or its agents or advisers associated with the issue of the Debentures do not undertake to review the financial condition or affairs of the Issuer

during the life of the arrangements contemplated by this Information Memorandum and shall not have any responsibility to advise any investor or prospective investor in

the Debentures of any information available with or subsequently coming to the

attention of the Debenture Trustee, its agents or advisors.

II) The Debenture Trustee and its agents or advisors associated with the issue of

Debentures have not separately verified the information contained herein. Accordingly,

no representation, warranty or undertaking, express or implied, is made and no responsibility is accepted by Debenture Trustee as to the accuracy or any other

information provided by the Issuer. Accordingly, the Debenture Trustee shall have no liability in relation to the information contained in this Information Memorandum or any other information provided by the Issuer in connection with the issue.

III) The Debenture Trustees is neither a principal debtor nor a guarantor of the Debentures.

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Cautionary Note:

The Issuer confirms that all necessary disclosures have been made in the Information

Memorandum including but not limited to statutory and other regulatory disclosures. Investors should carefully read and note the contents of the Information Memorandum. Each prospective investor should make its own independent assessment of the merit of the

investment in the Debentures and the Issuer. Prospective investor should consult their own financial, legal, tax and other professional advisors as to the risks and investment considerations arising from an investment in the Debentures and should possess the

appropriate resources to analyse such investment and suitability of such investment to such investor's particular circumstance. Prospective investors are required to make their own

independent evaluation and judgment before making the investment and are believed to be experienced in investing in debt markets and are able to bear the economic risk of investing in such instruments.

The investors have agreed that they (i) are knowledgeable and experienced in financial and business matters, have expertise in assessing credit, market and all other relevant risk and are capable of evaluating, and have evaluated, independently the merits, risks and suitability of

purchasing the Debentures, (ii) understand that the Issuer has not provided, and will not provide, any material or other information regarding the Debentures, except as included in

the Information Memorandum, (iii) have not requested the Issuer to provide it with any such material or other information, (iv) have not relied on any investigation that any person acting on their behalf may have conducted with respect to the Debentures, (v) have made their

own investment decision regarding the Debentures, (vi) have had access to such information

as deemed necessary or appropriate in connection with purchase of the Debentures, and

(vii) understand that, by purchase or holding of the Debentures, they are assuming and are

capable of bearing the risk of loss that may occur with respect to the Debentures, including the possibility that they may lose all or a substantial portion of their investment in the Debentures.

Neither this Information Memorandum nor any other information supplied in connection with the issue of Debentures is intended to provide the basis of any credit or other

evaluation and any recipient of this Information Memorandum should not consider such

receipt as a recommendation to purchase any Debentures.

Each investor contemplating purchasing any Debentures should make its own independent investigation of the financial condition and affairs of the Issuer, and its own appraisal of the

creditworthiness of the Issuer. Potential investors should consult their own financial, legal,

tax and other professional advisors as to the risks and investment considerations arising

from an investment in the Debentures and should possess the appropriate resources to analyse such investment and the suitability of such investment to such investor's particular circumstances. This Information Memorandum is made available to potential investors on the strict understanding that it is confidential. Recipients shall not be entitled to use any of the

information otherwise than for the purpose of deciding whether or not to invest in the Debentures.

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Table indicating references of disclosures requirements under Form PAS-4

Sr. No. Particulars Page No.

1. GENERAL INFORMATION

a. Name, address, website and other contact details of the Company indicating both registered office and corporate office;

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b. Date of incorporation of the Company; 16

c. Business carried on by the Company and its subsidiaries with the details of branches or units, if any;

16

d. Brief particulars of the management of the Company; 24

e. Names, addresses, DIN and occupations of the directors; 24

f. Management’s perception of risk factors; 27

g. Details of default, if any, including therein the amount involved, duration of default and present status, in repayment of –

i) statutory dues; ii) debentures and interest thereon; iii) deposits and interest thereon; iv) Loan from any bank or financial institution and interest thereon

31

h. Disclosure pertaining to willful default 31

i. Any default in Annual filing of the Company under the Companies Act, 2013 or the rules made

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j. Names, designation, address and phone number, email ID of the nodal/ compliance officer of the Company, if any, for the private placement offer process;

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2. PARTICULARS OF THE OFFER

a. Date of passing of board resolution; 93

b. Date of passing of resolution in the general meeting, authorizing the offer of Securities;

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c. Kinds of securities offered (i.e. whether share or debenture) and class of security; 32

d. Price at which the security is being offered including the premium, if any, along with justification of the price;

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e. Amount which the Company intends to raise by way of securities; 33

f. Terms of raising of securities: Duration, if applicable, Rate of dividend or rate of interest, mode of payment and repayment;

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g. Proposed time schedule for which the Information Memorandum is valid 33

h. Purposes and objective of the offer; 32

i. Contribution being made by the promoters or directors either as part of the offer or separately in furtherance of such objects;

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j. Allotment made in the last one year for consideration other than cash 37

k. The proposed time within which the allotment shall be completed; 63

l. The change in control, if any, in the Company that would occur consequent to the private placement

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m. The justification for the allotment proposed to be made for consideration other than cash together with valuation report of the registered valuer

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n. Mode of payment for subscription 32

o. The pre-issue and post-issue shareholding pattern of the Issuer 40, 42

p. Principle terms of assets charged as security, if applicable; 37

3. DISCLOSURES WITH REGARD TO INTEREST OF DIRECTORS, LITIGATION ETC..

a. Any financial or other material interest of the directors, promoters or key managerial personnel in the offer and the effect of such interest in so far as it is different from the interest of other persons.

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b. Details of any litigation or legal action pending or taken by any Ministry or Department of the Government or a statutory authority against any promoter of the offeree company during the last three years immediately preceding the year of the circulation of the Information Memorandum and any direction issued by such Ministry or Department or statutory authority upon conclusion of such litigation or legal action

38

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shall be disclosed

c. Remuneration of directors (during the current year and last three financial years); 38

d. Related party transactions entered during the last three financial years immediately preceding the year of circulation of Information Memorandum including with regard to loans made or, guarantees given or securities provided

38

e. Summary of reservations or qualifications or adverse remarks of auditors in the last five financial years immediately preceding the year of circulation of Information Memorandum and of their impact on the financial statements and financial position of the Company and the corrective steps taken and proposed to be taken by the Company for each of the said reservations or qualifications or adverse remark

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f. Details of any inquiry, inspections or investigations initiated or conducted under the Companies Act or any previous company law in the last three years immediately preceding the year of circulation of Information Memorandum in the case of company and all of its subsidiaries. Also, if there were any prosecutions filed (whether pending or not) fines imposed, compounding of offences in the last three years immediately preceding the year of the Information Memorandum and if so, section-wise details thereof for the Company and all of its subsidiaries

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g. Details of acts of material frauds committed against the Company in the last three years, if any, and if so, the action taken by the Company

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4. FINANCIAL POSITION OF THE COMPANY

(i)(a) The authorised, issued, subscribed and paid up capital (number of securities, description and aggregate nominal value);

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(b) Size of the present offer; 33

(c) Paid up capital 40

(d) After the offer 40

(e) After conversion of convertible instruments (if applicable) 35

(f) Share premium account (before and after the offer) 40

(ii)(a) The details of the existing share capital of the issuer company in a tabular form, indicating therein with regard to each allotment, the date of allotment, the number of shares allotted, the face value of the shares allotted, the price and the form of consideration Provided that the issuer company shall also disclose the number and price at which each of the allotments were made in the last one year preceding the date of the Information Memorandum separately indicating the allotments made for considerations other than cash and the details of the consideration in each case;

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(b) Profits of the Company, before and after making provision for tax, for the three financial years immediately preceding the date of circulation of Information Memorandum;

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(c) Dividends declared by the Company in respect of the said three financial years; interest coverage ratio for last three years (Cash profit after tax plus interest paid/interest paid)

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(d) A summary of the financial position of the Company as in the three audited balance sheets immediately preceding the date of circulation of Information Memorandum;

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(e) Audited Cash Flow Statement for the three years immediately preceding the date of circulation of Information Memorandum;

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(f) Any change in accounting policies during the last three years and their effect on the profits and the reserves of the Company.

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5. A DECLARATION THAT- a) the Company has complied with the provisions of the Act and the rules made

there under; b) the compliance with the Act and the rules does not imply that payment of

dividend or interest or repayment of debentures, if applicable, is guaranteed by the Central Government;

c) the monies received under the offer shall be used only for the purposes and objects indicated in the Information Memorandum

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TABLE OF CONTENTS

GENERAL INFORMATION ....................................................................................................................................... 14

Name, address, website and other contact details of the Company ................................................................. 14

Date of Incorporation of the Issuer .................................................................................................................... 16

Business Carried on by the Company and its Subsidiaries ................................................................................. 16

CORPORATE STRUCTURE ....................................................................................................................................... 20

Details of the holding of the Promoter and Promoter Group ............................................................................ 20

List of Subsidiary Companies .............................................................................................................................. 21

KEY FINANCIAL PARAMETERS FOR LAST THREE YEARS (AUDITED)......................................................................... 22

Consolidated Financial Performance ................................................................................................................. 22

Standalone Financial Performance .................................................................................................................... 22

Gross Debt to Equity (Net worth) Ratio ............................................................................................................. 23

Project cost and means of financing, in case of funding of any new projects.................................................... 23

MANAGEMENT OF THE COMPANY ........................................................................................................................ 24

Details regarding the board of directors of the Issuer ....................................................................................... 24

Details of change in directors since last three years .......................................................................................... 26

RISK FACTORS......................................................................................................................................................... 27

General risks .................................................................................................................................................... 27

Risk Factors in relation to the Issuer ............................................................................................................ 30

Details of defaults in repayment ................................................................................................................... 31

Disclosure pertaining to willful default ........................................................................................................ 31

Any default in Annual filing of the Company ...................................................................................................... 31

PARTICULARS OF THE OFFER ............................................................................................................................. 32

Authority for the placement .......................................................................................................................... 32

Issue Schedule ................................................................................................................................................... 36

Illustration of Cash Flows from the Debentures ............................................................................................. 36

Cash Flows for NCDs .......................................................................................................................................... 36

Details of contribution being made by the promoters or directors ................................................................... 37

Principal terms of the assets charged as security, if any .................................................................................... 37

Allotment made in the last one year for consideration other than cash ........................................................... 37

DISCLOSURES WITH REGARD TO INTEREST OF DIRECTORS, LITIGATIONS, ETC. ........................................ 38

Any financial or other material interest of the directors ................................................................................... 38

Details of any litigation or legal action pending ................................................................................................. 38

Remuneration of directors ................................................................................................................................. 38

Related party transactions ................................................................................................................................. 38

Summary of reservations or qualifications or adverse remarks of auditors ...................................................... 38

Details of any inquiry, inspections or investigations .......................................................................................... 38

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Details of acts of material frauds ....................................................................................................................... 39

FINANCIAL POSITION OF THE COMPANY ......................................................................................................... 40

Capital structure of the Issuer ............................................................................................................................ 40

Details of any acquisition or amalgamation of or by the Issuer in the last 1 year .............................................. 42

Details of any reorganization or reconstruction of the Issuer in the last 1 year ................................................ 42

Details regarding Auditors of the Company ....................................................................................................... 42

Details of the borrowings of the Issuer (Standalone) ......................................................................................... 43

Standalone Profits of the Company ................................................................................................................... 45

Dividends declared by the Company.................................................................................................................. 46

A summary of the standalone financial position of the Company ..................................................................... 46

Standalone Audited Cash Flow Statement ......................................................................................................... 47

Consolidated Profits of the Company ................................................................................................................ 49

A summary of the consolidated financial position of the Company .................................................................. 51

Consolidated Audited Cash Flow Statement ...................................................................................................... 52

Any change in accounting policies during the last three years .......................................................................... 54

ABRIDGED VERSION OF LIMITED REVIEW CONSOLIDATED AND STANDALONE FINANCIAL INFORMATION .......... 55

Standalone Profit & Loss statement................................................................................................................... 55

Consolidated Profit & Loss statement ................................................................................................................ 56

Standalone Balance Sheet .................................................................................................................................. 57

Consolidated Balance Sheet ............................................................................................................................... 59

Any material event /development ..................................................................................................................... 60

Details of significant and material orders .......................................................................................................... 60

Details of Borrowing .......................................................................................................................................... 60

TERMS OF OFFER OR PURCHASE ........................................................................................................................... 62

Issue ................................................................................................................................................................... 62

Compliance with laws ........................................................................................................................................ 62

Issue/instrument specified regulations .............................................................................................................. 63

Application Process: ........................................................................................................................................... 63

Issue Opening Date ............................................................................................................................................ 66

Issue Closing Date .............................................................................................................................................. 66

Deemed Date of Allotment ................................................................................................................................ 66

MATERIAL CONTRACTS, AGREEMENTS INVOLVING FINANCIAL OBLIGATIONS OF THE ISSUER ............................. 70

DECLARATION ........................................................................................................................................................ 71

ANNEXURES ........................................................................................................................................................... 72

Annexure A: Credit Rating Letter ....................................................................................................................... 73

Annexure B: Application Form: .......................................................................................................................... 77

Annexure C: Contingent Liability ........................................................................................................................ 81

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Annexure D: Related Party Transactions ............................................................................................................ 82

Annexure E: Consent Letter of Debenture Trustee ............................................................................................ 89

Annexure F: Consent Letter of Registrar & Transfer Agent ................................................................................ 90

Annexure G: Copy of Shareholders’ Resolutions ................................................................................................ 91

Annexure H: Copy of Board Resolution .............................................................................................................. 93

Annexure I: Copy of Management Committee Resolution ................................................................................ 94

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GENERAL INFORMATION

Name, address, website and other contact details of the Company indicating both registered office and corporate office

Registered Office / Corporate Office of the Issuer: Arvind Limited, Naroda Road, Ahmedabad - 380 025 Tel: +91-79-68268311 Fax: +91-79-68268669 Website: www.arvindmills.com

Compliance Officer: Mr. R.V. Bhimani Company Secretary Arvind Limited, Naroda Road, Ahmedabad – 380 025. Tel: 079 6826 8110, 8308 Fax: 079 6826 8669 E-mail: [email protected] & [email protected]

Chief Financial Officer: Mr. Jayesh Shah Chief Financial Officer Arvind Limited, Naroda Road, Ahmedabad-380025 Email: [email protected]

Debenture Trustee: Axis Trustee Services Limited The Ruby, 2nd Floor, SW,

29, Senapati Bapat Marg, Dadar West, Mumbai -400028 Tel: +91 022 62300451, Fax: +91 022 25946969 Contact Person: Mr. Rahul Vaishya Email id: [email protected]

Registrar and Transfer Agent: NSDL Database Management Limited 4th Floor, A Wing, Trade World, Kamala Mills Compound, Lower Parel (West), Mumbai - 400013 Tel: +91 22 2499 4200, Email: [email protected]

Credit Rating Agency: Care Ratings Limited

32, Titanium, Prahladnagar Cross Road, Satellite, Ahmedabad – 380 015 Tel: +91 079 40265656, Fax: +91 079 40265657 Contact Person: Mr. Krunal Modi Email id: [email protected]

Auditor of The Company: M/s Deloitte Haskins & Sells 19th Floor, “Shapath V”, Opp. Karnavati Club Road S. G. Highway, Ahmedabad – 380 015, Gujarat, India. Phone No: 91 (0)79 6682 7320 Contact Person: Mr. Kartikeya Raval Website: www2.deloitte.com









15

List of documents to be filed with the Stock Exchange

List of disclosures to be filed along with the listing application to the stock exchange:

A. Memorandum and Articles of Association and necessary resolution(s) for the allotment of

the debt securities; B. Copy of last three years audited and adopted Annual Reports; C. Statement containing particulars of, dates of, and parties to all material contracts and

agreements; D. Copy of the Board / Committee Resolution authorizing the borrowing and list of authorized

signatories. E. An undertaking from the Issuer stating that the necessary documents for the creation of the

charge, where applicable, including the Debenture Trust Deed would be executed within the time frame prescribed in the relevant regulations/act/rules etc. and the same would be uploaded on the website of the Designated Stock exchange, where the debt securities have been listed, within five working days of execution of the same.

F. Any other particulars or documents that the recognized stock exchange may call for as it deems fit.

G. An undertaking that permission / consent from the existing lender for pari- passu charge being created, where ever applicable, in favour of the trustees to the proposed issue has been obtained.

List of documents to be disclosed to the Debenture Trustee

List of documents/disclosures to be submitted to the Debenture Trustee in electronic form (soft copy)

at the time of allotment of the debt securities:

A. Memorandum and Articles and necessary resolution(s) for the allotment of the debt securities; B. Copy of last three years audited and adopted Annual Reports; C. Statement containing particulars of, dates of, and parties to all material contracts and agreements; D. Financials as on 31st March 2019 standalone and consolidated / Limited Review Half Yearly

Consolidated (wherever available) and Standalone Financial Information (Profit & Loss

statement, Balance Sheet and Cash Flow statement) and auditor qualifications, if any; An undertaking to the effect that the Issuer would, till the redemption of the debt securities, submit the details mentioned in point (D) above to the Trustee within the timelines as mentioned in Simplified Listing Agreement issued by SEBI vide SEBI (Listing Obligations and Disclosure Requirement), 2015, as amended from time to time, for furnishing / publishing its half yearly/ annual result. Further, the Issuer shall within 180 days from the end of the financial year, submit a copy of the latest annual report to the Trustee and the Trustee shall be obliged to share the details submitted under this clause with all ‘Qualified Institutional Buyers’ (QIBs) and other existing debenture-holders within two working days of their specific request.

16

Date of Incorporation of the Issuer: 1st June 1931 Business Carried on by the Company and its Subsidiaries Arvind Limited is the flagship company of the INR 10,000 crore business house with interests in Textiles, Apparel, Brands & Retail, Advanced Materials, Engineering, Real Estate and Environmental Solutions. Founded in 1931, the principal business of Arvind Limited is production and marketing of high quality cotton fabrics and apparel. Apart from the core Textiles business, Arvind Limited is also present in Advanced Materials, Environmental Solutions and distribution of Telecom Products. Textiles (Fabrics and Apparel) Arvind’s textiles is one of the largest in the world, and produces ~300 million meters of denim, color wovens, voiles and knitted fabrics. A part of our fabric output is converted into ready to wear apparel, and is sold around the world by leading fashion brands such as Gap, Banana Republic, H&M, Levi’s, Zara, Uniqlo, Lee, Calvin Klein and several others. Arvind’s fabric manufacturing facilities are located across 3 different sites in Ahmedabad area. Our product range includes a wide range of Denims, Woven Suiting and Shirting, Knitwear for athleisure, performance sports and essentials. Arvind’s heritage and traditional expertise is in making 100% cotton products. In recent years however, man-made fibres have been introduced and part of our current product range includes fabrics blended with polyester and viscose. Further, we have started producing high quality performance sportswear and other functional fabrics that use more advanced fibres like nylon and aramids. Arvind’s own apparel making facilities churn out 60 million pieces every year, and are poised to touch 90 million pieces in next couple of years. There are seven garmenting factories in and around Bengaluru, which have been operational for almost two decades. These cater to higher complexity and fashion products. In recent years, we have expanded the footprint to include five factories across Ethiopia, Jharkhand and Ahmedabad areas. The expansion of apparel manufacturing foot-print has been optimized for cost advantage, government incentives, duty-free market access and overall location risk management. Newer factories in Jharkhand and Gujarat have incentives and are being leveraged for large scale core products. Arvind’s apparel factories in Ethiopia have already started shipping shirts and jeans to its select customers in Europe and US. Summary of Textile and Apparel Manufacturing facilities

# Location Current Products Year started

1 Naroda Denim fabrics, Seamless knits 1931

2 Raipurgate/ Ankur Voiles 1960

3 Santej Woven and Indigo shirting and suiting, FR and industrial fabrics

1998

4 Khatraj Human Protection suits 1989

5 Dholka Non-woven fabrics 2012

6 Bengaluru/ Karnataka Garment manufacturing (5 sites in Bengaluru, 1 each in Arcekere and Chitradurga)

2001

7 Ranchi Garment manufacturing 2018

8 Ahmedabad area Garment manufacturing 2018

9 Ethiopia Garment manufacturing 2017

Since inception, Arvind has been known for its high quality and innovative product offering. For instance, our pioneering foray into Denim in 1980’s helped India to feature on the global denim map. Our more recent

17

innovation focus ranges from smart textiles and 3-D printed garments, to waterless dying techniques, and development of full recycling circular fashion solutions. Arvind as a textile and apparel major, enjoys unparalleled credentials as a highly responsible and environmentally sustainable manufacturing company. We have installed the India’s largest onsite rooftop solar plant having capacity of 19 MW, in addition to other renewable sources, this accounts for 20% of our total requirements. Our factories use zero-liquid discharge technology that recycles 100% of waste water effluent. For top up of process losses of water, we have an arrangement with the local municipality which gives us sewage water, that we treat and reuse. At group level, we currently draw only 15% of our water needs from fresh sources, and by 2021, we will be completely off fresh water grid for our entire water needs. Arvind also spearheaded a co-operation for sustainable cotton growing in the draught prone Vidarbha region and gradually expanded the program to four states of India. We work with 80,000 plus farmers on 220,000 acre land to promote sustainable farming practices and also produce organic & BCI cotton. Advanced Material Division Arvind’s Advanced Materials Division makes a range of personal protection and industrial products using highly evolved materials, chemistry and processes. Arvind AMD’s Human Protection products includes functional apparel for specialized applications such as fire and flame retardance, reflective clothing, ultra-cold weather protection, chemical and biological protection, anti-bacterial and anti-viral PPE. These products are based on highly proprietary technologies and processes developed in-house, or acquired through licensing arrangements from leading players around the world. Arvind has exclusive arrangement with Du Pont to manufacture Nomex fire retardant fabrics and garments in India. This falls in the inherent FR category. For the treated FR category, Arvind has an exclusive licensing with Solvay for Proban. This division was one of the first in India to enter branded workwear segment, through co-branded offering with JCB. In light of Covid-19, this business unit has also started producing a wide range of PPEs and masks including N95 certified mask, surgical mask and re-usable masks for general protection. Advanced Composites is the second pillar of Arvind AMD business. Composites business started in 2012 when a glass fabric weaving facility was established in joint venture with Preiss Daimler. This facility produces variety of woven and multi-axial mats for use in Wind, Mass Transportation and other composite using industries. Downstream expansion resulted in the composites business that produces variety of Fibre Reinforced Plastic products using glass and carbon fibres, and a wide range of resin formulations. Arvind FRP is deployed across multiple applications including cooling towers, industrial structures, general building and construction, telecom, mass transport interiors and so on. In the last 2-3 years, this division has utilized its understanding of materials and manufacturing competency to expand into newer areas. One of them is Carbon Fibre Reinforced Sports Equipment - such as badminton and tennis racquets, hockey sticks and other products. Second, is solution for Sewer Rehabilitation through Cured in Place Pipe Technology. This business aims to continue developing more evolved products with complex construction and fabrication for newer applications. Industrial products cluster of AMD deals in woven and non-woven filters, industrial belts, coated fabrics for auto interiors, print media, specialty yarns and other applications, surgical scrubs and cotton. Hot gas filtration products are made using polyester, nylon, aramids and other fibres that enable reliable operations in cement, steel, oil & gas and other industries. We produce woven filters and made-ups for wet filtration processes. Our needle punched non-woven lines have been set-up in technical collaboration with OG of Japan. We utilized the strong weaving competency to produce specialty fabrics for industrial Belting industry. Coating capability is used to produce PVC free print media solutions for advertising, luggage, window blinds and other application. This capability along with lamination has enabled us to provide a solution for automotive fabrics. This business of automotive fabrics is a JV

18

with Adient Corp, and makes specialty fabrics for automotive seat covers. Collaborations Table:

Partner Name Nature of Collaboration Space / Products

PD Glass Joint Venture Bi and Multi Axial Glass Fabrics and Mats

OG Corporation Joint Venture Needle Punched Non-Woven Fabrics

Adient Joint Venture Automotive Seat Fabrics

Polser Joint Venture Continuous Laminated Composite Sheets

Norm Joint Venture Spherical Activated Carbon for CBRNE Suits

Dupont Exclusive License Inherent FR Fabric and Garments (Nomex)

Solvay Exclusive License Treated FR Fabrics and Garments (Proban)

JCB Exclusive License Co-branded arrangement for workwear

Top Glass Technical Partnership Specialty Pultrusion

Arvind Envisol

Arvind Envisol, the environment sustainability solutions subsidiary of Arvind Limited, provides EPC services for

industrial waste water treatment, sewage treatment, and zero liquid discharge and solid waste treatment

solutions to customers across the globe through Envisol’s subsidiaries based out of India, Ethiopia, and China.

Leveraging 38 in-house patents and extensive licencing, our solutions process 100+ Million litres of water daily in

the Asia and Africa regions. Our 17 MLD treatment plant in Hawassa Industrial Park, Ethiopia is one of the country’s

largest. Envisol is a preferred partner for players in the textile, chemical and tannery industries in India while it

continues to develop its expertise in other industries. Recently, Envisol carried out a first-of-its-kind partnership

between Gap Inc. and Arvind Limited to save 8 million liters of fresh water per day, or 2.5 billion liters of water

annually at Arvind’s Denim manufacturing facility in Ahmedabad, India. Envisol leveraged two key technologies,

Membrane Bio-Reactor (MBR) and Integrated Sludge Management System, to treat local municipal waste water

so that it can be reused in the denim manufacturing process.

Arvind KaiGO, a sister concern of Arvind Envisol is in the business of manufacturing and distribution of water

components and O&M services. Its newly inaugurated, 55,000 sq feet manufacturing facility produces MBR, FRP

Pressure Tubes and Vessels, Dozing Pump, High Pressure Pump, STP tanks, Diffusers, and other fabricated

components. Kaigo MBR uses the unique ‘Thermal Induced Phase Separation (TIPS)’ process resulting in a hollow

fibre with unique surface properties like antifouling & resistance to contaminants, high porosity for consistent flux

and water permeability. The fibres are easy to clean, mechanically strong and chemically stable. The symmetric

TIPS PVDF technology eliminates the risk of delamination and minimizes the impact of abrasion and hence is well

suited for the separation of biological sludge or any other high solids application in which high treated effluent

quality is required. Very high pH and oxidant (including ozone) tolerances ensure a long life even during the most

challenging applications. Kaigo is also a pan-India distributor of Hydranautics Membranes.

Telecom Products Distribution

Arvind’s telecom business unit is based in Pune and comprised of two entities. First is Syntel Telecom, which is a

division of Arvind Limited. The second entity is called Arya Omnitalk Wireless Pvt Limited, which is a joint venture

with JM Baxi and Company.

19

Syntel Telecom is a leading distributor of EPABX, Audio-Video Conferencing equipment and a range of Security

solutions. Syntel also manufactures its own brand of EPABX products, while being a key reseller of a number of

global brands such as Alcatel-Lucent and Cisco, in respective segments.

Arya Omnitalk is into onboard GPS solutions, Highway toll management systems and walkie-talkie solutions. Its

onboard GPS business has over 60,000 installations making it one of the largest in the country.

20

CORPORATE STRUCTURE Details of the holding of the Promoter and Promoter Group in the Issuer as on 31st December 2019

SN Name of Shareholder Total No. of

equity shares

No. of Shares in demat

form

Total Shareholding as % of total no. of equity

shares

Encumbered Shares

% of shares pledged

with respect to

shares owned

1 Sanjaybhai Shrenikbhai Lalbhai 1,564 1,564 0.00% 0 0.00%

2 Jayshreeben Sanjaybhai Lalbhai 345 345 0.00% 0 0.00%

3 Punit Sanjaybhai 3,714 3,714 0.00% 0 0.00%

4 Saumya Samvegbhai Lalbhai 26,656 26,656 0.01% 0 0.00%

5 Hansa Niranjanbhai 11,396 11,396 0.00% 0 0.00%

6 Swati S Lalbhai 9,712 9,712 0.00% 0 0.00%

7 Badlani Manini Rajiv 7,152 7,152 0.00% 0 0.00%

8 Sunil Siddharth Lalbhai 5,437 5,437 0.00% 0 0.00%

9 Vimla S Lalbhai 4,590 4,590 0.00% 0 0.00%

10 Taral S Lalbhai 4,074 4,074 0.00% 0 0.00%

11 Astha Lalbhai 1,925 1,925 0.00% 0 0.00%

12 Sunil Siddharth 18 18 0.00% 0 0.00%

13 Kalpana Shripal Morakhia 12 12 0.00% 0 0.00%

14 Aura Securities Private Limited 9,55,61,810 9,55,61,810 36.93% 42,50,000 4.45%

15 AML Employees' Welfare Trust 63,27,317 63,27,317 2.45% 0 0.00%

16 Aura Business Ventures LLP 52,18,706 52,18,706 2.02% 0 0.00%

17 Atul Limited 41,27,471 41,27,471 1.60% 0 0.00%

18 Aagam Holdings Private Limited 18,76,258 18,76,258 0.73% 0 0.00%

19 Arvind Farms Pvt Ltd 14,90,119 14,90,119 0.58% 0 0.00%

20 Lalbhai Realty Finance Private Limited 4,55,000 4,55,000 0.18% 4,55,000 100.00%

21 Akshita Holdings Private Limited 1,50,000 1,50,000 0.06% 0 0.00%

22 Adore Investments Private Limited 1,32,296 1,32,296 0.05% 0 0.00%

23 Anusandhan Investments Limited 1,15,000 1,15,000 0.04% 0 0.00%

24 Aayojan Resources Private Ltd 96,000 96,000 0.04% 0 0.00%

25 Amardeep Holdings Private Limited 94,250 94,250 0.04% 0 0.00%

26 Adhinami Investments Private Limited 78,500 78,500 0.03% 0 0.00%

27 Aura Business Enterprise Pvt. Ltd 100 100 0.00% 0 0.00%

28 Aura Merchandise Pvt. Ltd 100 100 0.00% 0 0.00%

29 Aura Securities Pvt. Ltd. 100 100 0.00% 0 0.00%

Total 11,57,99,622 11,57,99,622 11,57,99,622 44.75% 47,05,000

21

List of Subsidiary Companies of Arvind Limited as on 31st December 2019

Sr No Name of the Company % holding

1 Arvind Limited Holding Co

2 Syntel Telcom Limited 100% sub

3 Arvind Envisol Limited 100% sub

4 Arvind Worldwide Incorporation-USA 100% sub

5 Arvind Envisol PLC, Ethiopia 100% Sub

6 Arvind Textile Mills Limited 100% Sub

7 Arvind Lifestyle Apparel Manufacturing PLC 100% Sub

8 Arvind Internet Ltd 100% Sub

9 Arvind Ruf & Tuf Private Limited 100% Sub

10 Arvind Enterprise FZC 100% Sub

11 Arvind Transformational Solutions Pvt Ltd 100% Sub

12 Westech Advanced Materials Limited 51% JV

13 Arvind Goodhill Suit Manufacturing Pvt. Ltd 51% JV Sub

14 Arvind OG Nonwovens Pvt. Ltd. 74% JV Sub

15 Arvind Niloy Exports Pvt. Ltd. 70% JV Sub

16 Arvind PD Composites Pvt Ltd 51% JV Sub

17 Arvind Premium Retail Limited 100% Sub

18 Arvind True Blue Limtied 100% Sub

19 Arya Omnitalk Wireless Solutions Pvt Ltd 50% JV Sub

20 Enkay Converged Technologies LLP 100% Sub

21 Maruti & Ornet Infrabuild LLP 100% Sub

22 Arvind Smart Textiles Limited 100% Sub

23 Brillaire Inc 100% Sub

24 Arvind Polser Engineered Composite Panels Pvt Ltd 100% Sub

25 AJ Environmental Solutions Pvt Ltd 60% JV Sub

22

KEY FINANCIAL PARAMETERS FOR LAST THREE YEARS (AUDITED) Consolidated Financial Performance

(Rs. in Crores)

Parameters Half Year ended

September 30, 2019 For the Year ended

March 31, 2019 For the Year ended


March 31, 2017

For Non-Financial Entities

Net worth 2,710.94 2,750.44 3,782.85 3,719.60

Total Debt 2,746.23 2,699.85 3,323.05 2,965.61

- Non-Current Maturities of Long Term Borrowing

864.71 934.75 848.71 756.63

- Short Term Borrowing 1,541.45 1,601.37 2,263.78 2,064.95

- Current Maturities of Long Term Borrowing

340.07 163.73 210.56 144.03

Net Fixed Assets 3,429.50 3,234.00 3,625.53 3,404.46

Non-Current Assets (incl. Deferred Tax) (Incl. Net FA)

4,184.01 3,843.24 4,719.03 4,586.72

Cash and Cash Equivalents 39.56 70.62 39.46 20.93

Current Investments 0.00 0.00 0.00 0.00

Current Assets (Including C&C Equivalents)

3,001.21 3,401.37 5,539.40 4,083.71

Current Liabilities 3,293.17 3,407.51 5,104.81 3,991.38

Total Revenue 3,891.11 7,225.92 10,888.75 9,313.54

EBIDTA 380.89 755.46 1,007.57 1,005.23

EBIT 241.90 520.41 648.23 708.15

Interest 122.91 220.14 257.85 288.41

PAT 74.07 228.41 315.81 320.06

Dividend amounts including DDT

65.00 77.24 80.69 74.60

Interest Coverage Ratio 3.10 3.43 3.91 3.49

Gross debt/equity ratio (net worth) 1.01 0.98 0.88 0.80

Standalone Financial Performance

(Rs. in Crores)

Parameters Half Year ended

September 30, 2019 For the Year ended



March 31, 2017

For Non-Financial Entities

Net worth 2,803.81 2,816.12 3,158.23 3,241.71

Total Debt 2,639.43 2,651.51 2,562.14 2,939.69

23

- Non Current Maturities of Long Term Borrowing

822.70 969.15 775.98 1,085.10

- Short Term Borrowing 1,497.99 1,536.34 1,661.43 1,750.26

- Current Maturities of Long Term Borrowing

318.75 146.02 124.73 104.33

Net Fixed Assets 3,166.83 3,027.31 3,013.27 2,877.90

Non-Current Assets (incl. Deferred Tax) (Incl. Net FA)

4,159.47 3,934.42 4,191.12 4,505.18

Cash and Cash Equivalents 23.83 23.12 7.36 4.31

Current Investments 0.00 0.00 0.00 0.00

Current Assets (Including C&C Equivalents)

2,614.30 2,990.43 2,851.95 2,648.32

Current Liabilities 2,967.44 3,082.93 2,946.13 2,699.38

Total Revenue 3,563.95 6,539.81 6,498.30 6,053.23

EBIDTA 371.35 666.13 678.14 801.71

EBIT 254.46 456.38 469.29 616.92

Interest 117.76 213.38 177.68 234.28

PAT 93.66 199.44 250.04 111.76

Dividend amounts including DDT 61.82 74.41 73.65 74.60

Interest Coverage Ratio 3.15 3.12 3.82 3.42

Gross debt/equity ratio (net worth) 0.94 0.94 0.81 0.91

Debt Service Coverage Ratios 2.88 3.28 4.40 1.10

Gross Debt to Equity (Net worth) Ratio [September 30, 2019] Before the issue – 0.94 After the issue – 0.99 Project cost and means of financing, in case of funding of any new projects: Not Applicable

24

MANAGEMENT OF THE COMPANY As per the Articles of the Company, the Company is required to have not less than three and not more than fifteen Directors. Provided that the Company may appoint more than fifteen directors after passing a special resolution. The Issuer confirms that none of its current directors appear in the RBI Defaulter list, and/or CIBIL Defaulter list and/or the ECGC’s default list. Details regarding the board of directors of the Issuer as on 31st March 2020:

Name, Designation, Occupation and DIN

Age Address Director of the Issuer

since

Details of other directorships (as on 31/03/2020)

Mr. Sanjay Lalbhai, Chairman & Managing Director Occupation: Business/ Industrialist DIN: 00008329

66 01, Lalbhai Kasturbhai Sheth no Bunglow, Near Terapanth Bhavan, Shahibaug, Ahmedabad - 380004

17.03.1979 The Anup Engineering Limited

Arvind SmartSpaces Limited

Arvind Fashions Limited

Animesh Holdings Private Limited

Arvind Foundation

Mr. Punit Lalbhai, Executive Director Occupation: Business/ Industrialist DIN: 05125502

38 Lalbaug, Shahibag, Ahmedabad - 380004



Arvind PD Composites Private Limited

Arvind OG Nonwovens Private Limited

Confederation of Indian Textile Industry

Arvind Smart Textiles Limited

Arvind Polser Engineered Composite Panels Private Limited

Arvind Envisol Limited

Adient Arvind Automotive Fabrics India Private Limited

Arvind Norm CBRN Systems Private Limited

Mr. Kulin Lalbhai, Executive Director Occupation: Business/ Industrialist DIN: 05206878

35 Lalbaug, Shahibaug, Nr. Underbridge, Ahmedabad - 380004

26.07.2012 Zydus Wellness Limited

Arvind SmartSpaces Limited


Arvind Goodhill Suit Manufacturing Private Limited

Arvind Internet Limited

Mr. Jayesh Shah, Director & Group CFO Occupation: Service DIN: 00008349

60 26, Amaltas Bunglows, Bodakdev Road, Ahmedabad - 380054

20.11.2002 Arvind Fashions Limited

Arvind PD Composites Private Limited

Arvind Goodhill Suit Manufacturing Private Limited

Arvind Youth Brands Private Limited

Value Fashion Retail Limited

Firenze Properties and Investments Private Limited

Arvind Internet Limited

25

Aura Securities Private Limited

Amplus Capital Advisors Private Limited

Aura Business Enterprise Private Limited

Centerac Emarket Places Private Limited

Arvind Foundation

Dr. Bakul Dholakia, Independent Director Occupation: Economist/ Former Director of IIM, Ahmedabad DIN: 00005754

73 6, Asoplav Bunglows, Behind Bhaikakanagar, Thaltej, Ahmedabad - 380059

21.07.2010 Gujarat State Petronet Limited

Ashima Limited

Ashima Dyecot Private Limited

Catallyst Constellations Private Limited

Ms. Renuka Ramnath, Independent Director Occupation: Investment Banker DIN: 00147182

59 D 4701/02, D Wing, Ashok Towers, Dr, SS Road, Parel, Mumbai - 400012

28.10.2010 Tata Communications Limited

TV18 Broadcast Limited

PVR Limited

Encube Ethicals Private Limited

Vastu Housing Finance Corporation Limited

Multiples Asset Management IFSC Private Limited

Shri Nath G Corporate Management Services Private Limited

Multiples Equity Fund Trustee Private Limited

PeopleStrong Technologies Private Limited

Multiples Alternate Asset Management Private Limited

Institutional Investor Advisory Services India Limited

Vikram Hospital (Bengaluru) Private Limited

Mr. Dileep C. Choksi, Independent Director Occupation: Chartered Accountant DIN: 00016322

71 E/7, Sea Face Park, Bhulabhai Desai Road, Mumbai - 400026

12.05.2014 Lupin Limited

Deepak Nitrite Limited

AIA Engineering Limited

Swaraj Engines Limited

ICICI Prudential Life Insurance Company Limited

Tata Housing Development Company Limited

Gujarat International Finance Tec-City Company Limited

Miramac Properties Private Limited

Universal Trusteeship Services Limited

UTPL Corporate Trustees Private Limited

Protego Multi Family Office Private Limited

26

Mr. Nilesh Shah, Independent Director Occupation: Chartered Accountant/ Fund Manager DIN: 01711720

52 501, 5th Floor, Radhika CHS, Gulmohar Road JVPD, Vile Parle, Mumbai - 400049

05.05.2015 Arvind Fashions Limited

Kotak Mahindra Asset Management Company Limited

Association of Mutual Funds in India

Kotak Mahindra Pension Fund Limited

Mr. Arpit Patel, Independent Director Occupation: Chartered Accountant DIN: 00059914

62 44, Kalhaar Exotica, Near Shukan Palace, Sola, Ahmedabad - 380060


Kantilal Patel and Company Consultancy Private Limited

Details of change in directors since last three years

Name and Designation Date of appointment/

resignation

Director of the Issuer since (in case

of resignation)

Remarks, if any

Mr. Vallabh Bhanshali, Independent Director 11.05.2019 12.05.2014 Expiry of Term

Mr. Arpit Patel, Independent Director 17.05.2019

Mr. Samir Mehta, Independent Director 29.07.2019 30.07.2014 Expiry of Term

27

RISK FACTORS General risks

Investment in debt related securities involve a degree of risk and investors should not invest

any funds in the Debentures, unless they can afford to take the risks attached to such investments. For taking an investment decision, investors must rely on their own examination of the Issuer including the risks involved. The Debentures have not been recommended or approved by the SEBI nor does SEBI guarantee the accuracy or adequacy of this Information Memorandum.

An investment in the Debentures involves risks. These risks may include, among others, equity

market, bond market, interest rate, market volatility and economic, political and regulatory risks and any combination of these and other risks. Some of these are briefly discussed below.

Prospective investors should be experienced with respect to transactions in instruments such as the Debentures. Prospective investors should understand the risks associated with an

investment in the Debentures and should only reach an investment decision after careful consideration of (a) the suitability of an investment in the Debentures in the light of their own

particular financial, tax and other circumstances; and (b) the information set out in this Information Memorandum.

The Debentures may decline in value. More than one risk factor may simultaneously affect the Debentures such that the effect of a particular risk factor may not be predictable. In addition,

more than one risk factor may have a compounding effect which may not be predictable. No assurance can be given as to the effect that any combination of risk factors may have on the value

of the Debentures. Each of the risks highlighted below could have a material adverse effect on the business,

operations, financial condition or prospects of the Issuer which, in turn, could affect its ability to fulfill its obligations under this Information Memorandum. In addition, each of the risks

highlighted below could adversely affect the rights of the investors under the Information Memorandum and, as a result, prospective investors could lose some or all of their contribution towards the Debentures.

Investors are advised to read the following risk factors carefully before making an investment in

the Debentures offered in this Issue. Prospective investors must rely on their own examination of the Issuer and this Issue, including the risks and uncertainties involved. The ordering of the risk

factors is intended to facilitate ease of reading and reference and does not in any manner indicate the importance of one risk factor over another.

Recipients of the Information Memorandum should note that the risks described below are not the only risks the Issuer face. The Issuer has only described those risks in connection with the Issue and its ability to fulfill its obligations thereunder which it considers to be material.

There may be additional risks that the Issuer currently considers not to be material or of which

it is not currently aware, and any of these risks could have the effects set forth above now or in the future. Unless specified or quantified in the risks below, the Issuer is not in a position to quantify the financial or other implications of any of the risks described in this section.

28

Taxation

Potential purchasers and sellers of the Debentures should be aware that they may be required to pay stamp duties or other documentary charges/taxes in accordance with the laws and practices of India. Payment and/or delivery of any amount due in respect of the Debentures will be

conditional upon the payment of all applicable taxes, duties and/or expenses. The Issuer has agreed to gross-up in relation to certain taxes as set out in the Debenture Trust Deed.

Potential investors should consult their own independent tax advisers. In addition, potential investors should be aware that tax regulations and their application by the relevant taxation

authorities change from time to time. Accordingly, it is not possible to predict the precise tax treatment which will apply at any given time.

Interest rate risk

All securities where a fixed rate of interest is offered are subject to price risk. The price of such

securities will vary inversely with changes in prevailing interest rates, i.e. when interest rates rise,

prices of fixed income securities fall and when interest rates drop, the prices increase. The extent of fluctuation in the prices is a function of the existing coupon, days to maturity and the increase

or decrease in the level of prevailing interest rates. Any increase in rates of interest is likely to have

a negative effect on the price of the Debentures.

The Debentures may be illiquid

It is not possible to predict, if and to what extent, a secondary market may develop for the

Debentures or at what price the Debentures will be sold or purchased in the secondary market

or whether such market will be liquid or illiquid.

The Issuer may, but is not obliged to, at any time prior to the date of redemption of the

Debentures, purchase the Debentures at any price in the open market, by tender or by a private agreement, subject to applicable regulatory approval, on terms acceptable to the Debenture

Holder(s). Any Debentures so purchased maybe held or surrendered for cancellation. The more limited the secondary market is, the more difficult it may be for Debenture Holders to realize value for the Debentures prior to redemption of the Debentures.

Future legal and regulatory obstructions Future government policies and changes in laws and regulations in India and comments,

statements or policy changes by any regulator, including but not limited to SEBI, may adversely affect the Debentures. The timing and content of any new law or regulation is not within the

Issuer’s control and such new law, regulation, comment, statement or policy change could have an adverse effect on the market for and the price of the Debentures.

Further, SEBI or any other regulatory authorities may require clarifications on this Information Memorandum, which may cause a delay in the issuance of the Debentures or may result in the Debentures being materially affected or even rejected.

Further, the exercise by the Debenture Trustee of the powers and remedies conferred on it

29

under the Debenture Trust Deed, or otherwise vested in them by law, will be subject to general

equitable principles regarding the enforcement of security, the general supervisory powers and

discretion of the Indian courts in the context thereof and the obtaining of any necessary governmental or regulatory consents, approvals, authorizations or orders.

Political instability or changes in the government could delay further liberalization of the Indian

economy and adversely affect economic conditions in India generally

Since 1991, successive Indian governments have pursued policies of economic liberalization. The role of the Central Government and State Governments in the Indian economy as producers, consumers and regulators has remained significant. If there is a slowdown in economic

liberalization, or a reversal of steps already taken, it could have an adverse effect on the debt

market which is as such exposed to the risks of the Indian regulatory and policy regime.

The Debentures may not be a suitable investment for all potential Investors Potential investors should ensure that they understand the nature of the Debentures and the

extent of their exposure to risk, that they have sufficient knowledge, experience and access to professional advisers such as legal, tax, accounting and other advisers to make their own legal, tax, accounting and financial evaluation of the merits and risks of investment in the Debentures

and that they consider the suitability of the Debentures as an investment in the light of their own circumstances and financial condition.

Downgrading in Credit Rating

The Debentures have been rated by CARE Ratings Limited (CARE Ratings) as having CARE AA-

rating for the issuance of the Debentures for an aggregate amount of up to Rs. 200 Crores, to

which the current issue forms part of. The Issuer cannot guarantee that this rating will not be downgraded. Such a downgrade in the rating may lower the value of the Debentures and may

also affect the Issuer’s ability to raise further debts.

The Issuer has limited sources of funds to fulfil its obligations under the Debentures

If there is a shortfall in any amounts then due and payable pursuant to the terms of the

Debentures, the Issuer may not have sufficient funds to make payments on the Debentures, and the Debenture Holders may incur a loss on the Debenture amount and redemption premium. The

ability of the Issuer to meet its obligations to pay any amounts due to the Debenture Holders under the Debentures will ultimately be dependent upon funds being received from internal accruals; borrowings and/or return of inter corporate deposits given. The Issuer is therefore

generally exposed to the credit risk of the relevant counterparties in respect of such payments.

Exercise of powers by the Debenture Trustee is subject to equitable principles and supervisory powers of courts

The exercise by the Debenture Trustee of the powers and remedies conferred on it under the

Debentures and the Debenture Documents or otherwise vested in it by law, will be subject to general equitable principles regarding the enforcement of security, the general supervisory powers and discretion of the Indian courts in the context thereof and the obtaining of any necessary governmental or regulatory consents, approvals, authorisations or orders. The right of the Debenture Holders to receive payments under the Debentures will be junior to

30

certain tax and other liabilities preferred by law on an insolvency of the Issuer

The Debentures will be subordinated to certain liabilities preferred by law such as claims of the Government of India on account of taxes and certain liabilities incurred in the ordinary course of the Issuer’s business (including workmen’s dues). Upon an order for winding-up in India, the assets of a company are vested in a liquidator who has wide powers to liquidate such company to pay its debt and administrative expenses.

Receipt of coupon or principal is subject to the credit risk of the Issuer.

Investors should be aware that the receipt of any coupon payment and principal amount at maturity is subject to the credit risk of the Issuer. Any stated credit rating of the Issuer reflects the independent opinion of the referenced rating agency as to the creditworthiness of the rated entity but is not a guarantee of credit quality of the Issuer. Any downgrading of the credit ratings of the Issuer by the rating agency may lower the value of the Debentures.

Delays in court proceedings in India

If any dispute arises between the Issuer and any other party, the Issuer or such other party may need to take recourse to judicial proceedings before courts in India. It is not unusual for court proceedings in India to continue for extended periods. Disposition of cases may be further

subject to various delays including multiple levels of appellate adjudication.

Risk Factors in relation to the Issuer Our management team and other key personnel are critical to our continued success and the loss of any such personnel could harm our business.

Our future success substantially depends on the continued service and performance of the members of our management team and other key personnel. These personnel possess technical

and business capabilities that are difficult to replace. If we lose the services of any of these or other

key personnel, we may be unable to replace them in a timely manner, or at all, which may affect our ability to continue to manage and expand our business. Members of our management team are employed pursuant to customary employment agreements, which may not provide

adequate incentive for them to remain with us or adequately protect us in the event of their departure or otherwise. The loss of key members of our management team or other key

personnel could have an adverse effect on our business, prospects, results of operations and financial condition.

Fluctuation of the Rupee against foreign currencies may have an adverse effect on our results of operations.

While we report our financial results in Indian rupees, portions of our total income and expenses are denominated, generated or incurred in currencies other than Indian rupees. Further, we incur

expenditures and also procure same materials in foreign currencies, such as the US Dollar and Euro. To the extent that our income and expenditures are not denominated in Indian rupees, exchange rate fluctuations could affect the amount of income and expenditure we recognize.

Further, our future capital expenditures may be denominated in currencies other than Indian rupees. Therefore, a decline in the value of the Indian rupee against such other currencies could increase the Indian rupee cost of servicing our debt or making such capital expenditures. The exchange rate between the Indian rupee and various foreign currencies has varied substantially in recent years and may continue to fluctuate significantly in the future.

31

While we have natural hedge in form of marine income and container income (which is denominated in US Dollar ) and we also use foreign currency forward and option contracts to

hedge our risks associated with foreign currency fluctuations relating to certain firm commitments and forecasted transactions, changes in exchange rates may have an adverse effect on our results of operations and financial condition and we cannot ensure that natural hedge in form of USD Dollar denominated income, use of forward and option contracts would

fully protect us from foreign exchange risks.

In addition, risk hedging contracts are regulated by the RBI and any change in its policies with

respect to such hedging contracts may impact our ability to adequately hedge our foreign

currency exposures.

We have contingent liabilities and our financial condition and profitability could be adversely affected if any of these contingent liabilities materialize.

As per Annexure C.

If any of these contingent liabilities materialize, our profitability may be adversely affected. We have entered and may continue to enter into a number of related party transactions with our group entities.

We have entered and will continue to enter into a significant number of related party transactions with our promoters, subsidiaries, joint ventures, group entities, associates, key

management and enterprises having common key management personnel with us. For a list of related parties, please see attached Annexure D. While we believe that all our related party

transactions have been conducted on an arm’s length basis, we cannot assure you that we could

not have achieved more favourable terms had such transactions been entered into with unrelated parties. Furthermore, we may enter into significant levels of related party transactions in the

future. There can be no assurance that such transactions, individually or in the aggregate, will not have an adverse effect on our business, prospects, results of operations and financial condition,

including because of potential conflicts of interest or otherwise.

Details of defaults in repayment

Details of default, if any, including therein the amount involved, duration of default and present

status, in repayment of: i) Statutory dues: Nil ii) Debentures and interest thereon: Nil iii) Deposits and interest thereon: Nil iv) Loan from any bank or financial institution and interest thereon: Nil

Disclosure pertaining to willful default Neither the issuer nor any of its promoters or directors is a willful defaulter as defined under Regulation 2 (1) (n) of SEBI (Issue and Listing of Debt Securities) Regulations, 2008.

Any default in Annual filing of the Company under the Companies Act, 2013 or the rules made thereunder Nil

32

PARTICULARS OF THE OFFER

Authority for the placement

This private placement of Debentures is being made pursuant to the resolution of the board of directors of the Company passed at its meeting held on 17th May, 2019 and the resolution of the shareholders of the Company passed at its meeting held on 6th August 2019, which has approved the placement of Debentures up to Rs. 300 Crores in one or more tranches on private placement basis. The present issue of Rs. 75 Crores is within the general borrowing limits in terms of the resolution passed under Section 180(1)(c) of the Companies Act, 2013, at the General Meeting

by the shareholders of the Company held on 30th July 2014 giving their consent to the borrowing by the Directors of the Company from time to time not exceeding Rs. 5,000 Crore

(Rupees Five Thousand Crore).

Issuer / Borrower Arvind Limited

Promoter Promoter shall collectively mean and refer to Sanjaybhai Shrenikbhai Lalbhai, Jayshreeben Sanjaybhai Lalbhai, Punitbhai Sanjaybhai and Aura Securities Private Limited

Debenture Trustee Axis Trustee Services Limited, SEBI registered trustee

Type of Instrument Rated, Listed, Secured, Redeemable, Taxable, Non-Convertible Debentures (NCD) of face value of Rs. 10,00,000/- each, aggregating Rs. 75 Crores on a Private Placement basis (The “Issue”)

Nature of Instrument Secured

Seniority The NCDs being issued shall be secured through a first pari passu charge by hypothecation over the specified Fixed Assets of the Company, a second pari passu charge by hypothecation over the specified Current Assets of the Company and a first pari passu mortgage over the specified Immovable Property of the Company. These charges will be pari passu with the existing term lenders. The Company shall maintain security cover of at least 1.25 times of the entire redemption amount throughout the tenure of the NCDs.

Mode of Issue Private placement to the eligible investors in Demat only

Mode of payment Cheque / Demand Draft / Pay Order / Direct Credit / ECS / NEFT / RTGS / other permitted mechanisms

Eligible Investors

1) Companies, Body Corporate and Societies, authorized to invest in debentures. 2) Insurance Companies and Trusts authorized to invest in Bonds. 3) Commercial Banks, Financial Institutions, Co-operative Banks, Regional Rural Banks, etc. 4) Non-Banking Finance Companies and Residuary Non-Banking Finance Companies 5) Mutual funds 6) Provident Fund, Chit Funds 7) SEBI registered foreign institutional investors (“FIIs”) and sub-accounts of FIIs 8) Any other investor authorized to invest in these Debentures

Purpose and objective The fund raised through this Issue will be utilized for capital expenditure, working capital purpose, repayment of existing loans, and general corporate purposes. The Company undertakes that the proceeds of the current Issue shall

33

not be used for any purpose which may be in contravention of the regulations/guidelines/norms issued by RBI/SEBI/RoC/BSE

Listing

The Debentures are proposed to be listed on WDM segment of BSE. The Company shall forward the listing application to the BSE along with the applicable disclosures within 15 (Fifteen) days from the Deemed Date of Allotment. In case of delay in listing beyond 20 (Twenty) days from the Deemed Date of Allotment, the Company will pay additional interest, of 1% (one percent) p.a. over the Interest / Coupon Rate / implicit yield from the expiry of 30 (thirty) days from the Deemed Date of Allotment till the listing of such NCDs to the investor.

Rating of the Instrument AA-- by CARE (Rating Agency)

Issue Size The Aggregate size of the Issue is Rs. 75.00 Crores (Rupees Seventy-Five Crores only). This Issue forms part of the Entire Issuance.

Coupon Rate 8.50% p.a. (annualized) [Annual Coupon Payment]

Interest on Application Money In case Deemed Date of Allotment is different from Pay in Date, the Company shall be liable to pay to the Debenture Holders interest on application money at the Coupon Rate prevailing on the Deemed Date of Allotment for the period commencing on the date of receipt of the application monies by the Company up to one day prior to the Deemed Date of Allotment. The interest on application monies shall be paid by the Company to the Debenture Holders within 7 (Seven) Business Days from the Deemed Date of Allotment, under the terms of this Deed and the other Transaction Documents

Issue Opening Date 2nd June 2020

Issue Closing Date 2nd June 2020

Pay-in Date 3rd June 2020 (T+1)

Deemed Date of allotment 3rd June 2020

Redemption Date To be redeemed in one installment at the end of 3rd year from the Date of Allotment i.e. 2nd June 2023

Coupon Payment Dates 2nd June 2021, 2nd June 2022 and 2nd June 2023

Day Count Basis Actual

Record Date 15 (Fifteen) days prior to any Due Date. In the event the Record Date falls on a day which is not a Business Day, the next Business Day will be considered as the Record Date.

Redemption Amount At Face Value, with interest, if due

Redemption Premium/Discount Nil

Issue Price At Face Value of Each of the Debenture

Face Value 10,00,000/- per Debenture

Minimum Application and in multiples of Debt Securities thereafter

10 Debenture and in multiple of 1 Debenture thereafter

Tenor 3 years from deemed date of allotment

Default Interest Rate/Additional Interest

(a) In the event of delay in the payment of interest amount and/or principal amount on the due date(s), the issuer shall pay additional interest of 2% per annum in addition to the Coupon Rate payable on the NCDs, on such amounts due, for the defaulting period i.e. the period commencing from and including the date on which such amount becomes due and up to but excluding the date on which such amount is actually paid.

(b) Non-maintenance of security cover will attract penal interest of 2% p.a. over the coupon rate for the period of non-compliance.

(c) In case of delay in listing of the Debt Securities within 20 days from the deemed date of allotment, the Company will pay penal interest of 1%

34

p.a. over the coupon rate from the expiry of 30 days from the deemed date of allotment till the listing of such Debt Securities to the investor.

Issuance mode of the Instrument Demat Only

Trading Settlement Mode of the Instrument

Demat

Depository NSDL and CDSL

Security /Security Description The NCDs being issued shall be secured through a first pari passu charge by hypothecation over the specified Fixed Assets of the Company, a second pari passu charge by hypothecation over the specified Current Assets of the Company and a first pari passu charge by mortgage over the specified Immovable Property of the Company. These charges will be pari passu with the existing term lenders. The Company shall maintain security cover of at least 1.25 times of the entire redemption amount throughout the tenure of the NCDs.

Further Borrowing Subject to the applicable regulations, the Company shall be entitled, from time to time, to make further issue of Debentures, other debt securities (whether pari passu or junior to the Debentures) from financial institutions, banks and/or any other person(s) without any further approval from or notice to the Debenture holders/Debenture Trustee, if such indebtedness doesn’t result in a breach of the Financial Covenants and/or an Event of Default. However, consent of Debenture Holder will be required for creating/ceding pari‐passu charge over security which is already mortgaged in favour of Debenture Trustee in respect of NCDs as defined in the Debenture Trust Deed save and except as long as the asset cover ratio of such charge, security or encumbrance would be not be higher or equal to 1.25. The said Asset Cover Ratio will be calculated taking into account book value of fixed assets hypothecated and mortgaged and assets given as Negative Lien, if any. No, approval of Debenture Trustee would be needed.

Status The obligations of the Issuer under the Issue Documentation will constitute direct, senior, secured and unconditional obligations of the Issuer.

Transaction Document Disclosure Document, Debenture Trust Deed, Debenture Trustee Agreement, Deed of Hypothecation and any other document that may be designated by the Debenture Trustee as a Transaction Document.

Conditions Precedent to the Disbursement

As customary for transaction of a similar nature and size, including but not limited to the following conditions: - 1. Execution of Disclosure Document 2. Obtaining Rating Letter(s) 3. Obtaining Debenture Trustee Consent

Representations and Warranties As per Debenture Trust Deed

Events of Defaults/ Cross Default Means such events as identified as Event of Default in this IEM and shall also include the events as identified as Event of Default in the Debenture Trust Deed. When the Company being in default of its obligation to pay the Redemption Amount in respect of any of the debentures issued under the Entire Issuance which ought to have been paid in accordance with the terms of the issue of such debentures and if the Company fails to cure such default within a maximum period of 15 (fifteen) days from the scheduled date for making such payment then the same shall be an Security Enforcement Event.

Consequence of EOD/ breach of any covenants including any financial covenants:

In case of EOD & breach of any covenants including any Financial Covenants leading to an EOD, the NCD shall become forthwith payable. In addition to the above, upon the occurrence of an Event of Default the

35

Debenture Trustee shall have the right, to: (a) enforce any Security created pursuant to the Security Documents in

accordance with the terms thereof; and/or (b) appoint a nominee director on behalf of all lenders of the Company;

and/or (c) exercise such other rights and remedies as may be available to the

Debenture Trustee under Applicable Law and/or the Financing Documents

Approvals The Issuer will ensure that all authorizations/regulatory approvals and statutory approvals that pertain to this transaction will be in place prior to the issue of the NCDs, including, without limitation, Trustee consent, and any authorizations or approvals under the Companies Act, 1956/2013, and the SEBI (Disclosure and Investor Protection) Guidelines, 2000, each as amended from time to time, or any other relevant regulation.

Additional Amounts/ Taxation: All payments shall be subject to tax deduction at source as applicable under the Income Tax Act, 1961, and such tax deduction shall be made by the Issuer unless a tax exemption certificate/document is lodged at the registered office of the Issuer before relevant record date in respect of a Coupon Payment Date, or any other relevant date.

Issue Documentation Documentation shall be in form and substance customary for transactions of this nature and satisfactory to all parties, including, but not limited to, a Debenture Trust Deed and Placement/Information Memorandum containing conditions precedent, representations and warranties, covenants, events of default, material adverse change, cross default, provision of information on request of any holder of the NCDs, and default interest and any other terms and conditions that may be provided for in the above documentation or any other documentation as may be required by the Debenture Trustee

Role and Responsibilities of Debenture Trustee

As per Debenture Trust Deed

Other Expenses All other expenses viz. stamp duty of issuance, legal fees, trustee fee, registrar fee etc. will be to the account of the Issuer.

Governing Law and Jurisdiction Indian laws. Non-exclusive jurisdiction of the courts of Ahmedabad

Jurisdiction The justification for the allotment proposed to be made for consideration other than cash together with valuation report of the registered valuer

Not Applicable

Name and address of the valuer who performed valuation of the securities offered, and basis on which the price has been arrived at along with report of the registered valuer

Not Applicable

Relevant date with reference to which the price has been arrived at

Not Applicable

Intention of the promoters, directors or key managerial personnel to subscribe to the offer

Not Applicable

Change in control, if any, in the Company that would occur consequent to the private

Not Applicable, since these are non-convertible debt instruments

36

placement

Number of persons to whom allotment on preferential basis/ private placement/ right issue has already been made during the year, in terms of number of securities as well as price

Nil

Manner of Bidding Close Book Bidding

Mode of Allotment Uniform Price

Mode of Settlement ICCL

Put-Call Option Not Applicable

Issue Schedule Date of Opening: 2nd June 2020 Date of Closing: 2nd June 2020 Deemed Date of Allotment: 3rd June 2020

Illustration of Cash Flows from the Debentures As per SEBI Circular No. CIR/IMD/DF/18/2013 dated October 29, 2013 & CIR/IMD/DF-1/122/2016 dated November 11, 2016, the cash flows emanating from the Debentures are mentioned below by way of an illustration.

Cash Flows for NCDs

Particulars Date for Payment Actual No of

Days No of days in the

Coupon Period Amount in INR

1st Coupon 2nd June 2021 365 365 85,000

2nd Coupon 2nd June 2022 365 365 85,000

3rd Coupon 2nd June 2023 365 365 85,000

Principal 2nd June 2023 10,00,000

Total 12,55,000

Notes: Applicants are requested to note that the above cash flow is only illustrative in nature. The Deemed Date of Allotment, Redemption Date and Coupon Payment Date shall vary in actual depending on the actual date of allotment. * The Cash Flow displayed above is calculated per bond (face value of Rs. 10,00,000). * If the date of payment of interest happens to be holiday, the Interest payment will be made on the next working day with Interest for the intervening period. (As per SEBI Circular no. CIR/IMD/DF/18/2013 dated October 29, 2013 & CIR/IMD/DF-1/122/2016 dated November 11, 2016).

* If the date of payment of interest happens to be 2nd or 4th Saturday of the month, the Interest payment will be made on the next working day with Interest for the intervening period. * If the maturity date falls on Sunday or on holiday, the redemption proceeds shall be paid on the previous working day. ((As per SEBI Circular no. CIR/IMD/DF/18/2013 dated October 29, 2013 & CIR/IMD/DF-1/122/2016 dated November 11, 2016)). * The cash flow has been prepared based on the best available information on holidays and could further undergo change(s) in case of any scheduled and unscheduled holiday(s) and/or changes in money market settlement day conventions by the Reserve bank of India/ SEBI.

* Interest payments are rounded-off to nearest rupee as per the FIMMDA ‘Handbook on market practices’.

Issuer Arvind Limited

Face Value (per Debenture) Rs. 10,00,000/- per Debenture

Number of Debentures 750

Date of Allotment 3rd June 2020

Redemption Date 2nd June 2023

Coupon Rate 8.50%

Frequency of the Interest Payment with specified dates Annual

Day Count Convention Actual/Actual

37

Details of contribution being made by the promoters or directors either as part of the offer or separately in furtherance of the Objects of the Issue: Not Applicable Principal terms of the assets charged as security, if any Nil Allotment made in the last one year for consideration other than cash Nil

38

DISCLOSURES WITH REGARD TO INTEREST OF DIRECTORS, LITIGATIONS, ETC. Any financial or other material interest of the directors, promoters or key managerial personnel in the offer and the effect of such interest in so far as it is different from the interests of other persons. Nil Details of any litigation or legal action pending or taken by any Ministry or Department of the Government or a statutory authority against any promoter of the offeree company during the last three years immediately preceding the year of the circulation of the Information Memorandum and any direction issued by such Ministry or Department or statutory authority upon conclusion of such litigation or legal action shall be disclosed Nil Remuneration of directors (during current year & last three financial years):

(Rs. in crores) Directors FY 2019-20 FY 2018-19 FY 2017-18 FY 2016-17

Sanjay S. Lalbhai 2,51,33,200 +Commission

6,25,60,573 6,98,90,221 6,95,43,163

Punit S. Lalbhai 1,20,78,600 +Commission

3,24,82,821 3,66,84,368 3,88,80,563

Kulin S. Lalbhai 1,20,78,600 +Commission

3,28,26,877 3,66,28,755 3,88,80,563

Jayesh K. Shah 1,72,84,160 +Commission

4,15,02,494 4,69,62,545 4,93,34,463

Bakul Dholakia 7,50,000 8,20,000 8,30,000 8,70,000

Renuka Ramnath 6,50,000 6,80,000 6,90,000 7,20,000

Dileep Choksi 7,50,000 8,40,000 8,20,000 8,50,000

Vallabh Bhanshali 61,780 5,90,000 6,00,000 5,90,000

Samir Mehta 1,80,822 5,80,000 6,10,000 6,00,000

Nilesh Shah 7,50,000 8,20,000 8,30,000 8,50,000

Arpit Patel 6,61,643 - - -

Related party transactions entered during the last three Adopted Financial results by Shareholders immediately preceding the year of circulation of Information Memorandum including with regard to loans made or, guarantees given or securities provided:

As per Annexure D: Related Party Transactions of the Company Summary of reservations or qualifications or adverse remarks of auditors in the last five financial years immediately preceding the year of circulation of Information Memorandum and of their impact on the financial statements and financial position of the Company and the corrective steps taken and proposed to be taken by the Company for each of the said reservations or qualifications or adverse remark:

Nil Details of any inquiry, inspections or investigations initiated or conducted under the Companies Act or any previous company law in the last three years immediately preceding the year of circulation of Information Memorandum in the case of company and all of its subsidiaries. Also, if there were any prosecutions filed (whether pending or not) fines imposed, compounding of offences in the last three years immediately preceding the year of the Information Memorandum and if so, section-wise details thereof for the Company and all of its subsidiaries

39

Nil

Details of acts of material frauds committed against the Company in the last three years, if any, and if so, the action taken by the Company Nil

40

FINANCIAL POSITION OF THE COMPANY Capital structure of the Issuer The capital structure of the Company as on date of this Information Memorandum is provided below:

Particulars INR

Authorised Share Capital

57,45,00,000 equity shares of INR 10 each 574,50,00,000

1,00,00,000 Preference Shares of INR 100 each 100,00,00,000

Total 674,50,00,000

Issued Capital

25,87,67,969 equity shares of INR 10 each 2,58,76,79,690

Total 2,58,76,79,690

Subscribed and Paid Up Capital

25,87,67,969 equity shares of INR 10 each 2,58,76,79,690

Less: Forfeited Shares

900 equity shares of INR 10 each 9,000

Total 258,76,70,690

As on date of this Information Memorandum, the Company has outstanding employee stock options under its existing stock option schemes, the exercise of which may result in an increase in the issued and paid-up share capital of the Issuer. The paid-up share capital after this Issue will be Rs. 258,76,70,690. The capital structure of the Company Post the Issue shall be as below: No change in Capital Structure Share premium account (before and after the offer): Securities Premium Account before the issue is Rs. 562.01 crores. There will be no change in Share Premium Account post issue of NCDs since these are being issued and redeemed at face value. Changes in capital structure of the Issuer as on last quarter end, for the last 5 years:

Date of Allotment No. of Shares Issue Price

Type of Issue

Cumulative Capital

14.9.2016 116000 200.45 ESOS 258359069

18.4.2017 158000 200.45 ESOS 258517069

17.10.2017 50000 200.45 ESOS 258567069

13.11.2017 50000 200.45 ESOS 258617069

22.06.2019 150000 57.51 ESOS 258767069

Equity share capital history of the Issuer as on 31st March 2020:

Date of Allotment No. of Shares Issue Price

Type of Issue Cumulative

Capital

As at 31.3.1986 3000000 3000000

6.12.1986 1000000 10 Bonus Shares 4000000

41

25.8.1988 3134000 20 Rights Issue 7134000

05-04-90 3253910 20 Rights & Public 6253910

05-10-91 3253910 40 Rights & Public 9507820

01-08-92 22437936 35 Rights Issue 31945756

17-08-92 4250000 55 Private Placement 36195756

01-04-93 16938500 65 Rights Issue 53134256

14-02-94 12781186 305.33 Euro Issue 65915442

01-04-94 25407750 90 Rights Issue 91323192



25-08-95 368263 Other Than Cash 95724435

17-02-97 691510 Other Than Cash 96415945

22-12-01 75394979 10 Rights Issue 171810924

21-01-02 17480 10 Rights Issue 171828404














15-07-05 13500000 GDR Issue 204744441

04-08-05 500000 GDR Issue 205244441

28-03-08 9600000 52 Preferential Issue 214844441

29-06-09 7500000 15 Preferential Issue 226477541

24.2.2010 5500000 15 Preferential Issue 231977541

27.9.2010 1802500 14.65 ESOS 233780041


15.12.2010 570000 14.65 ESOS 235550041


28.4.2011 160000 14.65 ESOS 254560041

29.11.2011 72500 14.65 ESOS 254632541

25.4.2012 3410528 10 Scheme of Arrangement of APL with Issuer 258043069

3.1.2014 133320 73.70 ESOS 258176389

20.6.2014 33340 73.70 ESOS 258209729

23.9.2014 33340 73.50 ESOS 258243069

42

14.9.2016 116000 200.45 ESOS 258359069

18.4.2017 158000 200.45 ESOS 258517069

17.10.2017 50000 200.45 ESOS 258567069

13.11.2017 50000 200.45 ESOS 258617069

22.06.2019 150000 57.51 ESOS 258767069

Details of the shareholding pattern of the Issuer as on 31st March 2020:

Category of Shareholders No. of

shareholder Total no.

shares held %

(A) Promoter & Promoter Group 36 11,57,99,622 44.75%

(B) Public 1,97,830 14,29,67,447 55.25%

(C1) Shares underlying DRs - - -

(C2) Shares held by Employee Trust - - -

(C) Non-Promoter Non-Public - - -

Grand Total 1,97,866 25,87,67,069 100.00%

List of the top 10 holders of equity shares of the Issuer as on 31st March 2020:

Sr. No.

Name of Shareholders Total no.

shares held %

1 AURA SECURITIES PRIVATE LIMITED 9,55,61,810 36.93%

2 HDFC TRUSTEE COMPANY LTD - A/C HDFC MID - CAPOPPORTUNITIES FUND 1,20,45,378 4.65%

3 AML EMPLOYEE WELFARE TRUST 63,10,144 2.44%

4 FRANKLIN INDIA EQUITY FUND 60,00,000 2.32%

5 AURA BUSINESS VENTURES LLP 52,18,706 2.02%

6 GOLDMAN SACHS (SINGAPORE) PTE. – ODI 49,53,610 1.91%

7 ATUL LIMITED 41,27,471 1.60%

8 LIFE INSURANCE CORPORATION OF INDIA 40,39,023 1.56%

9 KOTAK STANDARD MULTICAP FUND 32,97,393 1.27%

10 VANGUARD TOTAL INTERNATIONAL STOCK INDEX FUND 24,24,142 0.94%

Total 14,39,77,677 55.64%

Details of any acquisition or amalgamation of or by the Issuer in the last 1 year: The issuer entered into a deed of sale of business with Amol Minechem Limited to purchase, all rights, interest and title in the Business or Division known as ‘Leasing Division’ as a going concern/unit for a purchase price of Rs. 9.75 crores. The issuer entered into a deed of sale of business with Anveshan Textile Limited to purchase, all rights, interest and title in the Business or Division known as ‘Weaving Division’ as a going concern/unit for a purchase price of Rs. 1 crore. Details of any reorganization or reconstruction of the Issuer in the last 1 year: NIL Details regarding Auditors of the Company:

Name Address Auditor Since

43

Deloitte Haskins & Sells LLP 19th Floor, “Shapath V”, S. G. Highway, Ahmedabad – 380015 2017

Details of change in the Auditor since last three years

Name Address Date of Appointment/Re

signation

Remarks

Deloitte Haskins & Sells LLP 19th Floor, “Shapath V”, S. G. Highway, Ahmedabad – 380015

04-Aug-2017 Incoming Auditors

Sorab S. Engineer & Co. 902, Raheja Centre, Free Press Journal Marg, Nariman Point, Mumbai - 400 021

04-Aug-2017 Outgoing Auditors

Details of the borrowings of the Issuer (Standalone) as on 30th September 2019 1) Details of secured Bank/FI loan facilities

Bank/FI/Company Type of Facility Currency Amount

(in Rs. Crore)

State Bank of India RTL INR 286.95

Bank of Baroda RTL INR 259.09

HDFC Bank RTL INR 38.80

AXIS Bank RTL INR 100.70

EXIM Bank RTL INR 7.50

Canara Bank RTL INR 199.95

HDFC Bank Car Finance INR 6.68

Anup Engineering RTL INR 24.36

Arvind Envisol Limited RTL INR 17.75

State Bank of India Wkg Cap INR 457.41

Bank of Baroda Wkg Cap INR 144.43

HDFC Bank Wkg Cap INR 308.84

Canara Bank Wkg Cap INR 68.16

AXIS Bank Wkg Cap INR 50.67

Deutsche Bank Wkg Cap INR 50.00

Kotak Bank Wkg Cap INR 45.00

Doha Bank Wkg Cap INR 24.00

QNB Bank Wkg Cap INR 45.00

2) Details of unsecured Bank/FI loan facilities as on 30th September 2019

Bank/FI/Company Type of Facility Currency Amount

(in Rs. Crore)

HDFC Bank NCD INR 199.66

Bank of Baroda Buyers Credit USD 123.85

Bank of Baroda Buyers Credit EUR 34.85

State Bank of India Buyers Credit USD 91.28

Amazon Textiles Pvt Ltd ICD INR 4.50

SBI-SG Global Securities Services Pvt Ltd Commercial Paper INR 50.00

44

3) Details of non-convertible debentures as on 30th September 2019

ISIN Tenor/Period of Maturity

Coupon %

Date of Allotment

Principal Amount Outstanding (In Rs. Cr.)

Credit Rating

Secured / Unsecured

INE034A08032 08-Sep-20 8.25% 08-09-2017 50.00 AA- Unsecured

INE034A08032 08-Sep-21 8.25% 08-09-2017 50.00 AA- Unsecured

INE034A08040 29-09-20 8.04% 29-09-2017 50.00 AA- Unsecured

INE034A08057 29-09-22 8.04% 29-09-2017 50.00 AA- Unsecured

4) List of the top 10 Debenture Holders of the Issuer as on 30th September 2019

Holder Name Number of

Debenture in Demat Form

Holding in Rs. Cr.

HDFC Bank 2000 200.00

5) Details of the Corporate Guarantee issued (with outstanding amount against facilities) by the Issuer as on 30th September 2019

Name of the Company Type of

Relationship Name of Bank /

Lender

Amount Outstanding

(In Rs. Cr.)

Arvind Lifestyle Brands Limited Not Related HDFC Bank 7.13

Arvind Lifestyle Brands Limited Not Related YES Bank 50.00

Arvind Lifestyle Brands Limited Not Related Kotak Mahindra

Bank 13.71

Arvind Fashions Limited Not Related YES Bank 29.38

Arvind Fashions Limited Not Related Kotak Mahindra

Bank 7.97

Arvind Envisol Limited Subsidiary AXIS Bank 7.44

Arvind Smart Textiles Limited Subsidiary AXIS Bank 37.35

Arvind Smart Textiles Limited Subsidiary HDFC Bank 14.93

6) Details of the commercial papers issued by the Issuer as on 30th September 2019

ISIN Tenor /

Period of Maturity

Issue Price

Date of Allotment

Principal Amount

Outstanding (In Rs. Cr.)

Credit Rating

Secured / Unsecured

INE034A14BH7 23-Oct-19 98.2572 06-08-2019 50.00 AA- Unsecured

7) Details of any other borrowing of the Issuer (if any, including hybrid debt instruments like FCCBs, optionally convertible debentures or preference Shares as on 30th September 2019

45

NIL 8) Details of all default(s) and/or delays in payment of interest and principal of any kind of term loans, debt securities and other financial indebtedness including corporate guarantees issued by the Issuer, in the past 5 years NIL 9) Details of any outstanding borrowings taken and debt securities issued, where taken or issued: (i) for consideration other than cash, whether in whole or part, (ii) at a premium or discount, or (iii) in pursuance of an option NIL Standalone Profits of the Company, before and after making provision for tax, for the three audited financial years immediately preceding the date of circulation of Information Memorandum

(Rs. in Crores)

Particulars For the Year

ended March 31, 2019

For the Year ended March

31, 2018


31, 2017

1 Income from operations

(a) Revenue from Operations 6,435.96 6,332.13 5,980.96

(b) Other Income 103.85 74.46 103.10

Total Income 6,539.81 6,406.59 6,084.06

2 Expenses

(a) Cost of materials consumed 2,822.50 2,596.60 2,394.65

(b) Purchase of stock-in-trade 154.70 284.28 248.11

(c) Changes in inventories of finished goods, work-in-progress and stock-in-trade 3.27 54.27 (98.63)

(d) Project Expenses 4.44 8.45 12.87

(e) Employee benefits expense 779.19 768.65 777.25

(f) Finance Costs 213.38 174.61 221.87

(g) Depreciation and amortisation expense 209.75 201.47 184.91

(h) Other Expenses 2,038.73 1,981.62 1,928.22

Total Expenses 6,225.96 6,069.95 5,669.25

3 Profit before Exceptional Items & Tax (1-2) 313.85 336.64 414.81

4 Add/(Less): Exceptional Item (70.85) (22.72) (280.17)

5 Profit before tax from continuing operations (3+4) 243.00 313.92 134.64

6 Tax Expense:

- Current Tax 53.56 60.93 49.54

- (Excess)/short provision of earlier years 31.97 1.26 0.62

- Deferred Tax (56.00) (12.85) 65.92

Total Tax Expense 29.53 49.34 116.08

7 Profit for the period from continuing operations (5-6) 213.47 264.58 18.56

8 Profit/(Loss) before tax from discontinued operations (20.70) (22.31)

9 Tax Expense of discontinued operations (6.67) (7.77)

10 Profit/(Loss) from discontinued operations after Tax (8-9) (14.03) (14.54) 0.00

11 Profit for the period (7+10) 199.44 250.04 18.56

12 Other Comprehensive Income (net of tax)

(a) Items that will not be classified to profit & Loss

(i) Equity Instruments through Other Comprehensive Income (FVOCI) 0.07 0.42

47.44

(ii) Remeasurement of defined benefit plan (17.12) (13.64) 1.19

46

(iii) Income tax related to items no (ii) above 5.98 4.73 (0.41)

(b) Items that will be reclassified to profit & Loss

(i) Effective portion of gain or loss on cash flow hedges 31.53 (43.90)

35.46

(ii) Income tax related to items no (i) above -11.02 15.18 (12.27)

Other Comprehensive Income / (loss) (net of tax) 9.44 (37.21) 71.41

9 Total Comprehensive Income for the period/year (7+8) 208.88 212.83 89.97

10 Paid-up Equity Share Capital (Face Value Rs. 10/- per share) 258.62 258.62 258.36

11 Other Equity 2,557.50 2899.61 2,753.41

12 Earnings per Share in Rs. (Annualised except for quarter)

Continuing Operations:

- Basic 8.25 10.23 0.72

- Diluted 8.25 10.21 0.72

Discontinued Operations:

- Basic -0.54 -0.56

- Diluted -0.54 -0.56

Continuing and Discontinued Operations:

- Basic 7.71 9.67 0.72

- Diluted 7.71 9.65 0.72

Dividends declared by the Company in respect of the said three financial years; interest coverage ratio (Standalone) for last three years (Cash profit after tax plus interest paid/interest paid) Dividend has been declared by the Company in respect of the said three financial years and is as mentioned below:

Standalone

Particulars 31-03-2019 31-03-2018 31-03-2017

Dividend Declared (in % of face value of share) 20% 24% 24%

Interest Coverage Ratio 3.02 3.82 2.44

A summary of the standalone financial position of the Company as in the three audited balance sheets immediately preceding the date of circulation of Information Memorandum

(Rs. in Crores)




31, 2018


31, 2017

ASSETS

1 Non-current Assets

(a) Property, Plant and Equipment 3,027.31 3,013.27 2,975.58

(b) Capital work-in-progress 187.92 33.31 30.82

(c) Investment Property 35.65 43.13 43.74

(d) Other Intangible Assets 109.35 91.50 80.37

(e) Intangible Assets under development 1.66 26.34 45.83

(f) Financial Assets

(i) Investments 516.53 883.25 522.96

(ii) Loans 1.34 1.86 2.45

(iii) Other Financial Assets 33.11 30.63 42.38

(g) Other Non-Current Assets 21.55 68.83 67.74

Sub-Total - Non-Current Assets 3,934.42 4,192.12 3,811.87

47

2 Current Assets

(a) Inventories 1,364.93 1,307.72 1,299.24

(b) Financial Assets

(i) Trade Receivables 714.38 736.61 470.96

(ii) Cash & cash equivalents 23.12 7.36 4.44

(iii) Bank balances other than(ii) above 8.07 7.00 8.97

(iv) Loans 255.11 219.39 311.20

(v) Other Financial Assets 182.05 96.35 161.80

(c) Current Tax Assets (Net) 76.46 101.91 98.43

(d) Other Current Assets 366.31 375.61 291.02

Sub-Total - Current Assets 2,990.43 2,851.95 2,646.06

3 Assets Held for Sale 89.03 -

TOTAL - ASSETS 7,013.88 7,044.07 6,457.93

EQUITY AND LIABILITIES

Equity

(a) Equity Share Capital 258.62 258.62 258.36

(b) Other Equity 2,557.50 2,899.61 2,753.42

Sub-Total - Equity 2,816.12 3,158.23 3,011.78

Liabilities

1 Non - Current Liabilities

(a) Financial Liabilities

(i) Borrowings 969.15 775.98 605.12

(ii) Other Financial Liabilities 1.67 0.54 1.01

(b) Provisions 44.76 37.29 27.18

(c) Deferred Tax Liabilities (Net) 39.31 91.77 128.81

(d) Government Grants 59.94 34.13 30.78

Sub-Total - Non-Current Liabilities 1,114.83 939.71 792.90

2 Current Liabilities


(i) Borrowings 1,536.34 1,661.43 1,718.69

(ii) Trade Payables 1,194.45 948.94 616.73

(iii) Other Financial Liabilities 295.13 276.87 247.74

(b) Other Current Liabilities 42.45 45.42 59.02

(c) Provisions 9.96 7.88 6.38


Sub-Total - Current Liabilities 3,082.93 2,946.13 2,653.25

TOTAL - EQUITY AND LIABILITIES 7,013.88 7,044.07 6,457.93

Standalone Audited Cash Flow Statement for the three years immediately preceding the date of circulation of Information Memorandum

(Rs. in Crores)




31, 2018


31, 2017

A Cash Flow from Operating activities

48

Profit After taxation 199.44 250.04 18.56

Depreciation /Amortization 214.54 208.85 184.91

Interest Income -39.92 -32.07 -51.43

Tax Expense 22.86 41.57 116.08

Finance Cost 215.12 177.68 221.87

Dividend Income -2.20 -5.71 -2.76

Bad Debts Written Off 0.00 0.00 0.00

Allowances for doubtful debts 1.93 0.12 4.89

Sundry Debit Written off 0.33 1.93 0.48

Sundry Credit Balances written back -3.79 -4.50 -5.41

Foreign Exchange Loss / (Gain) 5.31 -8.20 1.08

Provision for Non-moving inventory 26.34 27.70 5.46

Fixed Assets written off 0.41 1.40 0.29

Profit on Sale of Property, plant and equipment -10.54 -31.06 -2.86

Excess Provision Written Back -3.45 -10.20 -0.49

Share based payment expense 1.28 4.98 6.91

Government grant income -4.03 -4.88 -4.86

Provision for Diminution in Value of Investments 16.07 0.00 0.01

Allowances for doubtful loan 8.80

Reversal of GST Credit 27.55

Loss on Sale of Investments 0.00 9.48 262.11

Financial guarantee commission income -4.84 -3.49 -3.89

Operating Profit before Working Capital Changes 671.20 623.64 750.95

Working Capital Changes:

(Increase) / Decrease in Inventories -87.82 -36.18 -166.01

(Increase) / Decrease in trade receivables 13.49 -259.20 -22.23

(Increase) / Decrease in other current assets -13.84 -83.46 -12.82

(Increase) / Decrease in other financial assets -24.56 31.16 29.07

Increase / (Decrease) in trade payables 250.80 337.43 -19.36

Increase / (Decrease) in other financial liabilities -18.66 18.26 22.76

Increase / (Decrease) in other current liabilities -2.97 -13.60 27.50

Increase / (Decrease) in provisions -7.57 -2.03 8.41

Cash Generated from Operations 780.07 616.02 618.27

Direct Taxes paid (Net of Tax refund) -54.91 -62.18 -82.36

Net Cash from Operating Activities 725.16 553.84 535.91

B Cash Flow from Investing Activities

Purchase of Property, plant and equipment and intangible assets -410.92 -273.34 -277.29

Proceeds from disposal of Property, plant and equipment 39.94 66.82 11.20

Disposal of Property, plant and equipment due to Demerger 18.49

Purchase of Investments -76.16 -387.04 -447.90

Disposal of Investments due to Demerger 430.92

Proceeds from disposal of investments 0.00 20.37 885.22

Changes in other bank balances not considered as cash and cash equivalents -0.41 2.57 4.65

Loans Repaid (net) -44.00 92.40 230.78

49

Dividend Received 2.20 5.00 2.42

Interest Received 7.98 32.19 51.97

Net cash flow from Investing Activities -31.96 -441.03 461.05

C Cash Flow from Financing Activities

Proceeds from Issue of Share Capital 0.00 3.00 2.77

Dividend Paid (including Dividend Distribution Tax) -74.41 -73.65 -74.00

Proceeds from long term Borrowings 591.69 524.26 111.13

Amount recovered for long term Borrowings due to Demerger -5.38

Repayment of long term Borrowings -371.85 -333.00 -918.10

Proceeds from short term Borrowings 2,378.36 2,517.05 2,400.01

Amount recovered for short term Borrowings due to Demerger -17.77

Repayment of short term borrowings -2,485.68 -2,574.31 -2,313.16

Interest Paid -214.72 -171.45 -220.79

Net Cash flow from Financing Activities -199.76 -108.10 -1,012.14

D Net Increase/(Decrease) in cash & cash equivalents (A+B+C) 493.44 4.71 -15.18

E Cash & Cash equivalent at the beginning of the year 7.26 2.55 14.05

Add: Adjustment due to merger -477.86 0.00 3.68

F Cash & Cash equivalent at the end of the year 22.84 7.26 2.55

Components of Cash & Cash equivalents

- Cash on Hand 0.01 0.39 0.61

- Cheques on hand 0.00 0.31 0.00

- Balances with Banks 23.11 6.66 3.83

Cash and cash equivalents as per Balance Sheet 23.12 7.36 4.44

Bank Overdrafts -0.28 -0.10 -1.89

Cash and cash equivalents as per Cashflow Statement 22.84 7.26 2.55

Consolidated Profits of the Company, before and after making provision for tax, for the three audited financial years immediately preceding the date of circulation of Information Memorandum

(Rs. in Crores)




31, 2018


31, 2017


(a) Revenue from Operations 7,142.18 10,826.13 9,257.69

(b) Other Income 83.74 62.62 81.69

Total Income 7,225.92 10,888.75 9,339.38

2 Expenses

(a) Cost of materials consumed 2,914.60 2,795.79 2,557.43

(b) Purchase of stock-in-trade 386.95 2,389.08 2,011.47

(c) Changes in inventories of finished goods, work-in-progress and stock-in-trade (40.85) 74.65 (363.05)

(d) Project Expenses 102.63 14.24 12.87

(e) Employee benefits expense 899.92 1,264.74 1,095.78

(f) Finance Costs 220.14 257.85 288.34

(g) Depreciation and amortisation expense 235.05 359.34 297.08

(h) Other Expenses 2,162.24 3,322.67 3,003.57

50

Total Expenses 6,880.68 10,478.36 8,903.49

3 Profit before Share of Profit of Joint Ventures & Exceptional Items (1-2)

345.24 410.39 435.89

4 Add: Share of profit of Joint Ventures accounted for using Equity Method

1.01 2.71 1.91

5 Profit before Exception items and tax (3+4) 346.25 413.10 437.80

6 Add/(Less): Exceptional Item (45.98) (22.72) (18.06)

7 Profit before Tax from continuing operations (5+6) 300.27 390.38 419.74

8 Tax Expense:

- Current Tax 82.09 123.27 70.08

- (Excess)/short provision of earlier years 32.17 1.80 0.62

- Deferred Tax (52.72) (50.50) 28.19

Total Tax Expense 61.54 74.57 98.89

9 Profit for the period from continuing operations (7-8) 238.73 315.81 320.85

10 Profit/(Loss) before tax from discontinued operations -13.02 - -

11 Tax Expense/(Credit) of discontinued operations -2.70 - -

12 Profit/(Loss) from discontinued operations after Tax (10-11) (10.32) - -

13 Profit for the period (9+12) 228.41 315.81 320.85




47.45

(ii) Remeasurement of defined benefit plan (19.30) (15.60) 0.26

(iii) Income tax related to item (ii) above (0.05) 5.37 (0.12)

(iv) Share of Other Comprehensive Income of Joint Venture accounted for using Equity method (net of tax) 6.71 0.02 (0.08)


(i) Effective portion of gain or loss on cash flow hedges 32.14 (44.26)

35.56

(ii) Exchange differences on translation of foreign operations (22.97) (5.10)

-5.85

(iii) Income tax related to above items -11.17 15.26 (12.30)

Other Comprehensive Income / (loss) (net of tax) (14.57) (22.02) 64.92

11 Total Comprehensive Income for the period/year (7+8) 213.84 293.79 385.77

Net profit for the period/year

Attributable to:

Equity holders of the Parent 226.23 309.47 314.63

Non-Controlling Interest 2.18 6.34 6.22

Other Comprehensive Income for the period/year

Attributable to:

Equity holders of the Parent (14.74) (21.66) 64.91

Non-Controlling Interest 0.17 (0.36) 0.01

Total Comprehensive Income for the period/year

Attributable to:

Equity holders of the Parent 211.49 287.81 379.54

Non-Controlling Interest 2.35 5.98 6.23

51

12 Paid-up Equity Share Capital (Face Value Rs. 10/- per share) 258.62 258.62 258.36

13 Other Equity 2,491.82 3,524.23 3,308.62

14 Earnings per Share in Rs.


- Basic 9.15 11.97 12.18

- Diluted 9.14 11.95 12.17


- Basic -0.40 - -

- Diluted -0.40 - -


- Basic 8.75 11.97 12.18

- Diluted 8.74 11.95 12.17

A summary of the consolidated financial position of the Company as in the three audited balance sheets immediately preceding the date of circulation of Information Memorandum

(Rs. in Crores)




31, 2018


31, 2017

ASSETS


(a) Property, Plant and Equipment 3,234.00 3,625.53 3,480.07

(b) Capital work-in-progress 260.10 89.74 49.69

(c) Investment Property 34.13 34.48 43.74

(d) Goodwill 26.19 137.02 17.92

(e) Other Intangible Assets 126.82 165.19 130.48

(f) Intangible Assets Under Development 1.79 26.50 45.93

(g) Financial Assets

(i) Investments 78.49 76.14 276.67

(ii) Loans 1.34 2.57 2.77

(iii) Other Financial Assets 46.86 260.51 238.90

(h) Deferred Tax Assets (Net) 11.29 220.51 224.21

(i) Other Non-Current assets 22.23 80.84 74.23

Sub-Total - Non-Current Assets 3,843.24 4,719.03 4,584.61

2 Current Assets

(a) Inventories 1,598.43 2,244.20 2,382.80


(i) Trade Receivables 897.12 1,766.98 794.82

(ii) Cash & cash equivalents 70.62 39.46 20.93

(iii) Bank balances other than(ii) above 9.95 26.03 32.95

(iv) Loans 162.99 163.56 122.21

(v) Other Financial Assets 140.05 107.15 181.18

(c) Current Tax Assets (Net) 77.85 118.84 110.13

(d) Other current assets 444.36 1,073.18 438.35

Sub-Total - Current Assets 3,401.37 5,539.40 4,083.37

52

3 Assets Held for Sale 89.03 - -

TOTAL - ASSETS 7,333.64 10,258.43 8,667.98


1 Equity

(a) Equity Share Capital 258.62 258.62 258.36

(b) Other Equity 2,491.82 3,524.23 3,308.62

Sub-Total - Equity 2,750.44 3,782.85 3,566.98

2 Minority Interest 86.32 305.28 151.43

Liabilities



(i) Borrowings 934.75 848.71 756.63

(ii) Other Financial Liabilities - 44.02 44.98

(b) Provisions 49.72 61.82 40.72

(c) Deferred Tax Liabilities (Net) 40.84 70.75 142.88


(d) Other Non-Current Liabilities 0.07 1.93 -

Sub-Total - Non-Current Liabilities 1,089.37 1,065.49 1,020.67



(i) Borrowings 1,601.37 2,263.78 2,025.34

(ii) Trade Payables 1,357.99 2,147.22 1,426.52

(iii) Other Financial Liabilities 345.64 469.00 337.35

(b) Other Current Liabilities 73.79 187.61 114.48

(c) Provisions 12.88 25.79 16.82


(e) Current Tax Liabilities (net) 10.81 5.27 3.16

Sub-Total - Current Liabilities 3,407.51 5,104.81 3,928.90

TOTAL - EQUITY AND LIABILITIES 7,333.64 10,258.43 8,667.98

Consolidated Audited Cash Flow Statement for the three years immediately preceding the date of circulation of Information Memorandum

(Rs. in Crores)




31, 2018


31, 2017

A Cash Flow from Operating activities

Profit After taxation 228.41 315.81 320.85

Share of profit from Joint Ventures -1.01 -2.71 -1.91

Depreciation and Amortization expense 328.14 359.34 297.08

Interest Income -37.54 -19.74 -24.92

Tax Expense 58.84 74.57 98.89

Finance Costs 302.47 257.85 288.41

Dividend Income 0.00 0.00 -1.21

Bad Debts Written Off 2.77 0.45 1.65

53

Allowance for Bad Debts 4.87 7.23 5.15

Allowance for doubtful advances 0.00 0.51 0.00

Sundry Debit Written off 0.58 2.06 1.88

Sundry Credit Balances written back 0.00 0.00 -5.82

Sundry Credit Balances written back -6.07 -4.64 0.00

Provision for Non-moving inventory 84.71 79.96 34.14

Foreign Exchange Loss / (Gain) 5.31 -8.20 0.00

Fixed Assets written off 0.41 1.99 1.29

(Profit)/Loss on Sale of Property, plant and equipment -8.34 -23.95 -2.97

Excess Provision Written Back -3.45 -16.18 -4.19

Share based payment expense 1.48 5.75 7.25

Government grant income -4.60 -5.43 -11.58

Reversal of GST Credit 27.55 0.00 0.00

Fair Value gain on conversion of JV to Subsidiary 0.00 -7.94 0.00

Loss on Sale of Investments 0.00 9.48 0.00

Financial guarantee commission income 0.00 0.00 -0.12

Operating Profit before Working Capital Changes 984.53 1,026.21 1,003.87

Adjustments for Changes in Working Capital:

(Increase) / Decrease in Inventories 561.06 -112.38 -496.49

(Increase) / Decrease in trade receivables 855.41 -842.47 -33.47

(Increase) / Decrease in other current assets 604.84 -244.35 -83.99

(Increase) / Decrease in other financial assets 223.93 9.12 -15.13

Increase / (Decrease) in trade payables -781.66 613.20 218.01

Increase / (Decrease) in other financial liabilities -92.50 32.70 35.23

Increase / (Decrease) in other current liabilities -115.68 66.67 24.12

Increase / (Decrease) in provisions -44.31 7.61 5.65

Cash Generated from Operations 2,195.62 556.31 657.80

Direct Taxes paid (Net of Tax refund) 162.54 -127.82 -106.71

Net Cash Flow from Operating Activities ( A ) 2,358.16 428.49 551.09

B Cash Flow from Investing Activities

Purchase of Property, plant and equipment and intangible assets -649.17 -530.06 -446.07

Disposal of Property, plant and equipment due to Demerger 643.49 0.00

Proceeds from disposal of Property, plant and equipment and intangible assets 46.57 74.53 15.46

Purchase of Investments -8.15 0.00 147.23

Proceeds from disposal of Investments 0.00 1.15 0.00

Disposal of Investments due to Demerger 0.02 0.00

Share Application Money Given 0.00 0.00 26.13

Refund of Share Application Money 6.81 19.32 0.00

Changes in Non-Controlling interest 2.45 62.96 89.59

Changes in other bank balances not considered as cash and cash equivalents 16.74 10.06 3.33

Loans repaid (net) 1.80 -15.33 205.39

Dividend Received 0.00 0.00 1.21

54

Cash flow from government grants 0.00 0.00 0.00

Interest Received 25.92 21.40 24.19

Net cash flow from / (used in) Investing Activities ( B ) 86.48 -355.97 66.46

C Cash Flow from Financing Activities

Proceeds from Issue of Share Capital 0.00 3.00 4.50

Securities Premium Utilised 0.00 0.00 -1.73

Changes in Non-Controlling interest by way of Dilution 0.00 0.00 631.90

Dividend Paid (including Dividend Distribution Tax) -77.24 -80.69 -74.00

Proceeds from long term Borrowings 433.24 305.26 68.55

Repayment of long term Borrowings -337.34 -147.16 -991.86

Amount recovered for long term Borrowings due to Demerger -56.69 0.00 0.00

Proceeds from short term Borrowings 2,842.63 2,715.08 2,553.00

Repayment of short term Borrowings -2,487.44 -2,605.74 -2,522.93

Amount recovered for short term Borrowings due to Demerger -1,017.60 0.00 0.00

Interest Paid -319.00 -245.10 -288.51

Net Cash flow from / (used in) Financing Activities ( C ) -1,019.44 -55.35 -621.08

Net Increase/(Decrease) in cash & cash equivalents ( A+B+C ) 1,425.20 17.17 -3.53

Cash & Cash equivalent at the beginning of the year 33.96 14.27 17.80

Add: Adjustment due to Demerger -1,392.25 2.52 0.00

Cash & Cash equivalent at the end of the year 66.91 33.96 14.27

Components of Cash & Cash equivalents

- Cash on Hand 0.09 0.65 0.68

- Cheques on hand 0.00 0.32 0.02

- Balances with Banks 70.53 38.49 20.23

Cash and cash equivalents as per Balance Sheet 70.62 39.46 20.93

Bank Overdrafts -3.71 -5.50 -6.66

Cash and cash equivalents as per Cashflow Statement 66.91 33.96 14.27

Any change in accounting policies during the last three years and their effect on the profits and the reserves of the Company. There have been no significant changes in accounting policies during the last three years except for the changes disclosed in the notes to the financial statements, if any. Also Accounting policies are followed on a consistent basis for the Financial Year-2016-17.

55

ABRIDGED VERSION OF LIMITED REVIEW CONSOLIDATED AND STANDALONE FINANCIAL INFORMATION

Standalone Profit & Loss statement

(Rs. in Crores)

Particulars For the Half Year

ended September 30, 2019

For the Half Year ended September

30, 2018


(a) Revenue from Operations 3,520.05 3,279.96

(b) Other Income 43.90 36.04

Total Income 3,563.95 3,316.00

2 Expenses

(a) Cost of materials consumed 1,606.25 1,439.44

(b) Purchase of stock-in-trade 87.84 122.50

(c) Changes in inventories of finished goods, work-in-progress and stock-in-trade

113.88 -56.10

(d) Project Expenses 0.36 2.29

(e) Employee benefits expense 418.37 396.97

(f) Finance Costs 117.76 99.43

(g) Depreciation and amortisation expense 116.89 102.75

(h) Other Expenses 952.85 1,026.26

Total Expenses 3,414.20 3,133.54

3 Profit before Exceptional Items & Tax (1-2) 149.75 182.46

4 Add/(Less): Exceptional Item -13.05 -32.05

5 Profit before tax from continuing operations (3+4) 136.70 150.41

6 Tax Expense:

- Current Tax 25.36 32.32

- (Excess)/short provision of earlier years 0.00 32.32

- Deferred Tax 17.68 -30.08

Total Tax Expense 43.04 34.56

7 Profit for the period from continuing operations (5-6) 93.66 115.85

8 Profit/(Loss) before tax from discontinued operations

-9.80

9 Tax Expense of discontinued operations

-3.43

10 Profit/(Loss) from discontinued operations after Tax (8-9) 0.00 -6.37

11 Profit for the period (7+10) 93.66 109.48



(i) Equity Instruments through Other Comprehensive Income (FVOCI) 0.00

0.00

(ii) Remeasurement of defined benefit plan -9.42 -12.99

(iii) Income tax related to items no (ii) above 3.28 4.54


(i) Effective portion of gain or loss on cash flow hedges -29.39 -83.40

(ii) Income tax related to items no (i) above 10.27 29.14

Other Comprehensive Income / (loss) (net of tax) -25.26 -62.71

9 Total Comprehensive Income for the period/year (7+8) 68.40 46.77

10 Paid-up Equity Share Capital (Face Value Rs. 10/- per share) 258.77 258.62

11 Other Equity 2899.61

12 Earnings per Share in Rs. (Annualised except for quarter)


- Basic 3.62 4.48

- Diluted 3.62 4.48


56

- Basic 0.00 -0.25

- Diluted 0.00 -0.25


- Basic 3.62 4.23

- Diluted 3.62 4.23

Consolidated Profit & Loss statement

(Rs. in Crores)




30, 2018


(a) Revenue from Operations 3,858.64 3,602.53

(b) Other Income 32.47 37.49

Total Income 3,891.11 3,640.02

2 Expenses

(a) Cost of materials consumed 1,676.05 1,485.45

(b) Purchase of stock-in-trade 155.64 209.83

(c) Changes in inventories of finished goods, work-in-progress and stock-in-trade 113.26 -74.04

(d) Project Expenses 24.03 49.01

(e) Employee benefits expense 502.73 465.91

(f) Finance Costs 122.91 102.64

(g) Depreciation and amortisation expense 138.99 113.95

(h) Other Expenses 1,037.56 1,082.92

Total Expenses 3,771.17 3,435.67

3 Profit before Exceptional Items & Tax (1-2) 119.94 204.35

4 Add: Share of profit of Joint Ventures accounted for using Equity Method 0.37 0.47

5 Profit before Exception items and tax (3+4) 120.31 204.82

6 Add/(Less): Exceptional Item -1.32 -22.05

7 Profit before Tax from continuing operations (5+6) 118.99 182.77

8 Tax Expense:

- Current Tax 33.57 47.89

- (Excess)/short provision of earlier years 0.00 32.32

- Deferred Tax 11.35 -28.84

Total Tax Expense 44.92 51.37

9 Profit for the period from continuing operations (7-8) 74.07 131.40

10 Profit/(Loss) before tax from discontinued operations 0.00 -13.77

11 Tax Expense/(Credit) of discontinued operations 0.00 -3.64

12 Profit/(Loss) from discontinued operations after Tax (10-11) 0.00 -10.13

13 Profit for the period (9+12) 74.07 121.27




(ii) Remeasurement of defined benefit plan -9.41 -13.01

(iii) Income tax related to item (ii) above 0.00 0.00

57

(iv) Share of Other Comprehensive Income of Joint Venture accounted for using Equity method (net of tax) 3.28 4.54


(i) Effective portion of gain or loss on cash flow hedges -29.86 -84.22

(ii) Exchange differences on translation of foreign operations -3.28 6.48

(iii) Income tax related to above items 10.39 29.35

Other Comprehensive Income / (loss) (net of tax) -28.88 -56.86

15 Total Comprehensive Income for the period/year (7+8) 45.19 64.41

Net profit for the period/year

Attributable to:

Equity holders of the Parent 72.18 122.15

Non-Controlling Interest 1.89 -0.88

Other Comprehensive Income for the period/year

Attributable to:

Equity holders of the Parent -28.76 -56.58

Non-Controlling Interest -0.12 -0.28

Total Comprehensive Income for the period/year

Attributable to:

Equity holders of the Parent 43.42 65.57

Non-Controlling Interest 1.77 -1.16

16 Paid-up Equity Share Capital (Face Value Rs. 10/- per share) 258.77 258.62

17 Other Equity

18 Earnings per Share in Rs. (Not Annualised)


- Basic 2.79 5.08

- Diluted 2.79 5.07


- Basic 0.00 -0.35

- Diluted 0.00 -0.35


- Basic 2.79 4.73

- Diluted 2.79 4.72

Standalone Balance Sheet

(Rs. in Crores)




30, 2018

ASSETS


(a) Property, Plant and Equipment 3,166.83 3,027.31

(b) Capital work-in-progress 160.48 187.92

(c) Investment Property 35.42 35.65

(d) Other Intangible Assets 94.27 109.35

58

(e) Intangible Assets under development 0.79 1.66

(f) Right of Use Assets 124.15 0.00

(g) Financial Assets

(i) Investments 531.16 516.53

(ii) Loans 0.41 1.34

(iii) Other Financial Assets 31.93 33.11

(h) Other Non-Current Assets 14.14 21.55

Sub-Total - Non-Current Assets 4,159.58 3,934.42

2 Current Assets

(a) Inventories 1,031.84 1,364.93


(i) Trade Receivables 863.41 714.38

(ii) Cash & cash equivalents 23.83 23.12

(iii) Bank balances other than(ii) above 9.33 8.07

(iv) Loans 229.67 255.11

(v) Other Financial Assets 109.20 182.05

(c) Current Tax Assets (Net) 66.43 76.46

(d) Other Current Assets 280.60 366.31

Sub-Total - Current Assets 2,614.31 2,990.43

3 Assets Held for Sale 89.03 89.03

TOTAL - ASSETS 6,862.92 7,013.88


Equity

(a) Equity Share Capital 258.77 258.62

(b) Other Equity 2,545.04 2,557.50

Sub-Total - Equity 2,803.81 2,816.12

Liabilities



(i) Borrowings 822.69 969.15

(ii) Lease Liabilities 104.16 0.00

(iii) Other Financial Liabilities 2.22 1.67

(b) Provisions 52.74 44.76

(c) Deferred Tax Liabilities (Net) 35.40 39.31

(d) Government Grants 74.45 59.94

Sub-Total - Non-Current Liabilities 1,091.66 1,114.83



(i) Borrowings 1,497.99 1,536.34

(ii) Lease Liabilities 51.51

(iii) Trade Payables 892.09 1,194.45

(iv) Other Financial Liabilities 474.37 295.13

(b) Other Current Liabilities 39.76 42.45

(c) Provisions 5.79 9.96

59


Sub-Total - Current Liabilities 2,967.45 3,082.93

TOTAL - EQUITY AND LIABILITIES 6,862.92 7,013.88

Consolidated Balance Sheet

(Rs. in Crores)




30, 2018

ASSETS


(a) Property, Plant and Equipment 3,429.07 3,234.00

(b) Capital work-in-progress 214.62 260.10

(c) Investment Property 33.94 34.13

(d) Goodwill 26.85 26.19

(e) Other Intangible Assets 110.83 126.82

(f) Intangible Assets Under Development 4.83 1.79

(g) Right of Use Assets 176.88 0.00

(h) Financial Assets


(ii) Loans 0.42 1.34

(iii) Other Financial Assets 42.86 46.86

(i) Deferred Tax Assets (Net) 22.91 11.29

(j) Other Non-Current assets 23.51 22.23

Sub-Total - Non-Current Assets 4,184.14 3,843.24

2 Current Assets

(a) Inventories 1,261.40 1,598.43



(ii) Trade Receivables 1,046.74 897.12

(iii) Cash & cash equivalents 39.56 70.62

(iv) Bank balances other than(ii) above 12.42 9.95

(v) Loans 23.53 162.99

(vi) Other Financial Assets 161.84 140.05

(c) Current Tax Assets (Net) 71.37 77.85

(d) Other current assets 376.79 444.36

Sub-Total - Current Assets 3,001.21 3,401.37

3 Assets Held for Sale 89.03 89.03

TOTAL - ASSETS 7,274.38 7,333.64


1 Equity

(a) Equity Share Capital 258.77 258.62

(b) Other Equity 2,452.17 2,491.82

Sub-Total - Equity 2,710.94 2,750.44

2 Minority Interest 75.24 86.32

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Liabilities



(i) Borrowings 864.71 934.75


(iii) Other Financial Liabilities 0.09 0.00

(b) Provisions 60.90 49.72

(c) Deferred Tax Liabilities (Net) 40.01 40.84


(d) Other Non-Current Liabilities 0.07 0.07

Sub-Total - Non-Current Liabilities 1,195.03 1,089.37



(i) Borrowings 1,541.45 1,601.37


(iii) Trade Payables 1,045.89 1,357.99

(iv) Other Financial Liabilities 534.52 345.64

(b) Other Current Liabilities 92.83 73.79

(c) Provisions 6.97 12.88


(e) Current Tax Liabilities (net) 0.68 10.81

Sub-Total - Current Liabilities 3,293.17 3,407.51

TOTAL - EQUITY AND LIABILITIES 7,274.38 7,333.64

Any material event /development or change having implications on the financial / credit quality (e.g. any material regulatory proceedings against the Issuer / promoters, tax litigations resulting in material liabilities, corporate restructuring event, etc.) at the time of issue which may affect the issue or the investor’s decision to invest / continue to invest in the debt securities. There is no material event, development or change having implications on the financials or credit quality at the time of the issue which may affect the issue or the investor’s decision to invest or continue to invest in the debentures. Details of significant and material orders passed by any regulator, court or tribunal impacting the going concern of the issuer and future operations NIL Details of Borrowing as on 30th September 2019 (Standalone) including any other issue of debt securities in past Total Borrowings: Rs. 200 Crore Interim Accounts, if any Not Applicable

61

Total NCDs of maturity up to one year outstanding as at 30th September 2019. As on 30th September 2019, NCDs Rs. 100 crores are maturing within a year. Whether outstanding NCDs have been serviced promptly and interest paid on due dates on term loans & debt securities The Company has paid all interest and principal on due dates without any delay. Any conditions relating to tax exemption, capital adequacy etc. to be brought out fully in the documents Not Applicable The following details in case of companies undertaking major expansion or new projects: (a) Cost of the project, with sources and uses of funds (b) Date of commencement with projected cash flows (c) Date of financial closure (details of commitments by other institutions to be provided) (d) Profile of the project (technology, market etc) (e) Risk factors Not Applicable

62

TERMS OF OFFER OR PURCHASE Terms of offer are set out in under Section “Particulars of Offer” above. Below are the general terms and conditions.

Issue

Issue of the Debentures of the face value of Rs. 10,00,000/- (Rupees Ten Lakhs Only) each, aggregating Rs. 75 Crores on a private placement basis in dematerialized form in one series. Compliance with laws

The Issue of Debentures is being made in reliance upon Section 179 of the Companies Act, 2013 and

other applicable provisions of the Companies Act, 2013, the Securities and Exchange Board of India (Issue

and Listing of Debt Securities) Regulations, 2008, as amended from time to time and other applicable laws in this regard.

The names of the debenture trustee(s) shall be mentioned with statement to the effect that debenture trustee(s) has given its consent to the Issuer for its appointment under regulation 4 (4) and in all the subsequent periodical

communications sent to the holders of debt securities.

Axis Trustee Services Limited has granted its consent to be appointed as Debenture Trustee vide its

letter dated 27th May 2020 issued to the Issuer, for being of Debentures. The copy of the consent letter

from Axis Trustee Services Limited to act as the Debenture Trustee for and on behalf of the holders of Debentures is enclosed as Annexure E.

The detailed rating rationale(s) adopted (not older than one year on the date of opening of the issue) and the credit rating letter issued (not older than one month on the date of opening of the issue) by the rating agencies shall be disclosed.

ICRA Limited has assigned “CARE AA-” rating to these Debentures by a letter dated May 21, 2020 Instruments with this rating are considered to have high degree of safety regarding timely servicing of

financial obligations. Such instruments carry very low credit risk.

The above rating is not a recommendation to buy, sell or hold the Debentures or other securities and

investors should take their own decision. The ratings may be subject to revision or withdrawal at any

time by the assigning rating agencies and each rating should be evaluated independently of any other rating. The ratings obtained are subject to revision at any point of time in the future. The rating agencies have the right to suspend, withdraw the rating at any time on the basis of new information etc.

If the security is backed by a guarantee or letter of comfort or any other document or letter with similar intent, a copy of the same shall be disclosed. In case such document does not contain detailed payment structures (procedure of invocation of guarantee and receipt of payment by the investor along with timelines); the same shall

be disclosed in the offer document.

Not applicable

Copy of consent letter from the Debenture Trustee shall be disclosed. The Issuer confirms that Axis Trustee Services Limited has given its consent to act as the Debenture Trustee to the Debenture Holder(s) vide its letter dated 27th May 2020, issued to the Issuer by the Debenture Trustee and such consent has not been withdrawn as of the time of filing this Information Memorandum

with. Such declaration will be mentioned in all subsequent periodical communications sent to the Debenture Holders. The copy of the consent letter from Axis Trustee Services Limited to act as Trustee for

and on behalf of the holders of Debentures is enclosed as Annexure E.

63

Names of all the recognized stock exchanges where the Debentures are proposed to be listed clearly indicating

the designated stock exchange.

The recognised stock exchange where the Debentures are proposed to be listed is BSE Limited. The details of BSE Limited is as below:

BSE Limited Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai 400 001 Phone: +91 22 2272 1233/4 Fax: +91 22 2272 1919

Issue/instrument specified regulations - relevant details (Companies Act, RBI guidelines, etc.):

SEBI vide its circular CIR/IMD/FIIC/18/2010 dated November 26, 2010 and RBI vide its circular No. 89 dated March 1, 2012 had decided that a SEBI registered FIIs/sub-accounts of FIIs can now invest in

primary issues of non-convertible debentures (NCDs)/bonds only if listing of such NCDs/bonds is committed to be done within 15 days of issue. In case the NCDs/bonds issued to the SEBI registered

FIIs/sub-accounts of FIIs are not listed within 15 days of issuance to the SEBI registered FIIs/sub- accounts of FIIs, for any reason, then the FII/sub-account of FII shall immediately dispose of these NCDs/bonds either by way of sale to a third party or to the Issuer.

As per the provisions of the SEBI (Foreign Portfolio Investors) Regulations, 2014, a foreign portfolio investor shall invest only in the Securities in the primary and secondary markets including shares,

debentures and warrants of companies, listed or to be listed on a recognized stock exchange in India.

The Issuer hereby undertakes that in case the Debentures are not listed within 20 days of issuance (the “Listing Period”) to the SEBI registered FIIs / sub-accounts of FIIs, for any reason, the Issuer shall on the

next Business Day on expiry of the Listing Period redeem / buyback the Debentures from the FIIs/sub- accounts of FIIs or shall arrange for a third party to purchase such Debentures.

Application Process:

1) Who Can Apply:

This Information Memorandum is restricted to only the intended recipient(s) who have been addressed directly through a communication by or on behalf of the Issuer, and only such recipients are eligible to

apply for the Debentures.

Prospective subscribers must make their own independent evaluation and judgment regarding their eligibility to invest in the issue. Prior to making any investment in these Debentures, each investor

should satisfy and assure herself/himself/itself that it is authorized and eligible to invest in these Debentures. The Issuer shall be under no obligation to verify the eligibility/authority of the investor to invest in these Debentures.

2) How to apply

Since the issuer has chosen to access EBP Platform for private placement of these debentures, the issuer and the investor will have to follow the operational guidelines issued by BSE for issuance of Securities on

64

Private Placement basis through an Electronic Book Mechanism. We have enumerated below the bidding

process in brief for your ready reference:

Investor to register themselves with BSE BOND from the below URL: https://bond.bseindia.com/Investor_Registration.aspx

3) Time line for issue setup and bidding window

Activity Timeline

Uploading Private Placement Memorandum (“PPM”)/ Information Memorandum (“IM”) and Term Sheet

At least two working days prior to the start of issue opening date

Bidding announcement on BSE BOND along with details of bid opening and closing time

At least one working day before initiating the bidding process

Minimum time frame for Bidding window The issue shall be open for at least one hour

• The bidding window shall be open for the period between 10 am to 12 pm. • Bidder to quote the Bid entry by entering bid Amount since it’s a Fixed Rate Issue and Fixed Price Issue. • Multiple bids by a bidder is not permitted

• Multiple bid by Arranger is allowed where each bid is on behalf of different investor(s)

• Only Arrangers that are mapped to an Issue will be allowed to enter bids on behalf of their investors (QIB

and Non-QIB), subject to prior registration of such investor with BSE BOND platform

• Arrangers mapped to an Issue are also allowed to bid on propriety, client and consolidated basis.

• All QIBs and Non-QIBs registered with the BSE BOND platform will be allowed to bid on propriety basis

• The Registered Custodial Clearing Members will be allowed to bid on “Client” basis only for FPI clients

- Settlement:

Pay-in towards the allotment of allotment of securities shall be done from the account of the bidder, to whom allocation is to be made. Pay in shall be done through clearing corporation of BSE, i.e. Indian Clearing

Corporation Limited “ICCL”.

4) Settlement Summary

Timelines Activity for Clearing Corporation Indian Clearing Corporation Limited (“ICCL”)

T Day

Bidding Session

T+1 Day

Successful Bidders to transfer funds from bank account(s) registered with BSE BOND to the bank account of ICCL to the extent of funds pay-in obligation on or before 10:30 hours Issuer to inform BSE BOND about the final decision of the Issuer to go-ahead with allotment for the issue by 12:00 hours

Issuer to give instruction to RTA for crediting securities to successful bidders. RTA to provide corporate action file along with all requisite documents to Depositories by 12:00 hours

Clearing Corporation to initiate transfer of funds to the bank accounts designated by the Issuer

Activity for Depositories Depositories on the instruction of issuer or through its RTA, will be crediting the securities to the demat account of the investors

5) Issue withdrawal

https://bond.bseindia.com/Investor_Registration.aspx

65

Withdrawal of issue: An Issuer, at its discretion, may withdraw from the issue process as per the following

conditions: I. Issuer is unable to receive the bids up to base issue size. II. Bidder has defaulted on payment towards the allotment, within stipulated timeframe, due to which the issuer is unable to fulfil the base issue size III. Cut off yield in the issue is higher than the estimated cut off yield disclosed to BSE BOND, where the base issue size is fully subscribed

Restriction on usage of ANY EBP:

If the Issuer has withdrawn the issue apart from any of the above conditions, the issuer will not be able to use any of the platforms provided by any EBP for the period of 7 days from the date of such withdrawal

6) Basis of Allotment

Notwithstanding anything stated elsewhere, the Issuer reserves its full, unqualified and absolute right

to accept or reject any application, in part or in full, without assigning any reasons thereof. Subject to the aforesaid, in case of over subscription, priority will be given to investors on a first come first serve

basis. The investors will be required to remit the funds as well as submit the duly completed Application Form along with other necessary documents to Arvind Limited by the Deemed Date of Allotment.

7) Applications to be accompanied with bank account details

Every application shall be required to be accompanied by the bank account details of the applicant and

the magnetic ink character reader code of the bank for the purpose of availing direct credit of all

amounts payable to the Debenture Holder(s) through electronic transfer of funds or RTGS/NEFT.

8) Applications under Power of Attorney

A certified true copy of the power of attorney or the relevant authority as the case may be along with

the names and specimen signature(s) of all the authorized signatories and the tax exemption certificate

or document, if any, must be lodged along with the submission of the completed Application Form.

Further modifications or additions in the power of attorney or authority should be notified to the Issuer or to its agents or to such other person(s) at such other address(es) as may be specified by the Issuer from

time to time through a suitable communication.

In case of an application made by companies under a power of attorney or resolution or authority, a certified true copy thereof along with memorandum and Articles and/ or bye-laws along with

other constitutional documents must be attached to the Application Form at the time of making the application, failing which, the Issuer reserves the full, unqualified and absolute right to accept or reject

any application in whole or in part and in either case without assigning any reason thereto. Names and specimen signatures of all the authorized signatories must also be lodged along with the submission of the completed application.

In case of an application made by mutual funds, FIIs and sub-accounts of FIIs, a certified true copy of their

SEBI registration certificate must be attached to the Application Form at the time of making the application, failing which, the Issuer reserves the full, unqualified and absolute right to accept or reject any application in whole or in part and in either case without assigning any reason thereto.

9) PAN Number

Every applicant should mention its Permanent Account Number (“PAN”) allotted under Income Tax Act, 1961, on the Application Form and attach a self-attested copy as evidence. Application Forms without PAN

66

will be considered incomplete and are liable to be rejected.

10) Issue Programme (Tentative)

Issue Opening Date Issue Closing Date Deemed Date of

Allotment

2nd June 2020 2nd June 2020 3rd June 2020

The Issuer reserves the right to change the Issue time table, including the Deemed Date of Allotment, at its sole discretion, without giving any reasons therefore or prior notice. Debentures will be open for subscription at the commencement of banking hours and close at the close of banking hours on the dates

specified in this Information Memorandum.

11) Depository Arrangements

The Issuer shall make necessary depository arrangements with NSDL and CDSL for issue and holding of

Debentures in dematerialized form.

12) Debentures held in Dematerialized form

The Debentures will be issued and allotted in dematerialized form on the Deemed Date of Allotment.

The Issuer has made arrangements with the NSDL and CDSL for the issue of Debentures in dematerialized form. The depository participant’s name, depository participant identification number and beneficiary account number must be mentioned at the appropriate place in the Application Form. The Issuer shall

take necessary steps to credit the Debentures allotted to the depository account of the investor.

13) List of Beneficiaries

The Issuer shall request the Depositories to provide a list of beneficiaries as at the end of the relevant

Record Date. This shall be the list, which will be used for repayment of redemption monies, as the case may be.

14) Trustee for the Debenture Holder(s)

The Issuer has appointed Axis Trustee Services Limited to act as trustee for the Debenture Holder(s). The Issuer and the Debenture Trustee entered into the Debenture Trust Deed inter alia, specifying the powers, authorities and obligations of the Debenture Trustee and the Issuer. The Debenture Holder(s) shall, without further act or deed, be deemed to have irrevocably given their consent to the Debenture Trustee or any of its agents or authorized officials to do all such acts, deeds, matters and things in respect of or relating to the Debentures as the Debenture Trustee may in its absolute discretion deem necessary or require to be done in the interest of the Debenture Holder(s) in accordance with the provisions of the Debenture Trust Deed and the other transaction documents. Any payment made by the Issuer to the Debenture Trustee on behalf of the Debenture Holder(s) shall discharge the Issuer pro tanto to the Debenture Holder(s). The Debenture Trustee will protect the interest of the Debenture Holder(s) with regard to repayment of principal and redemption premium and will take necessary action, subject to and in accordance with the Debenture Trust Deed, at the cost of the Issuer. No Debenture Holder shall be entitled to proceed directly against the Issuer unless the Debenture Trustee, having become so bound to proceed, fails to do so. The Debenture Trust Deed shall more specifically set out the rights and remedies of the Debenture Holders and the manner of enforcement thereof.

15) Sharing of Information

67

The Issuer may, subject to applicable law, exchange, share or part with any financial or other information

about the Debenture Holder(s) available with the Issuer, with credit bureaus, agencies and statutory bodies, as may be required and the Issuer shall not be liable for use of the aforesaid information.

16) Debenture Holder not a Shareholder

The Debenture Holder(s) will not be entitled to any of the rights and privileges available to the shareholders of the Issuer. The Debentures shall not confer upon the Debenture Holders the right to

receive notice(s) or to attend and to vote at any general meeting(s) of the shareholders of the Issuer.

17) Splitting and Consolidation

Splitting and consolidation of the Debentures is not applicable in the demat mode form since the saleable lot is one Debenture.

18) Notices

Notices and communications will be sent in accordance with the provisions of the Debenture Trust Deed.

19) Succession

In the event of winding-up of the holder of the Debenture(s), the Issuer will recognize the executor or administrator of the concerned Debenture Holder(s), or the other legal representative as having title to

the Debenture(s). The Issuer shall not be bound to recognize such executor or administrator or other legal representative as having title to the Debenture(s), unless such executor or administrator obtains a

probate or letter of administration or other legal representation, as the case may be, from a court in India having jurisdiction over the matter.

The Issuer may, in its absolute discretion, where it thinks fit, dispense with the production of the probate or letter of administration or other legal representation, in order to recognize such holder as being

entitled to the Debenture(s) standing in the name of the concerned Debenture Holder on production of sufficient documentary proof or indemnity.

20) Mode of Transfer/ Transmission of Debentures

The Debentures shall be transferable freely to all classes of Eligible Investors. The Debenture(s) shall be transferred and/ or transmitted in accordance with the applicable provisions of the Companies Act, 1956, the Companies Act, 2013 and other applicable laws. The provisions relating to transfer, transmission and other related matters in respect of the shares of the Issuer contained in the Articles of the Issuer, the Companies Act, 1956 and the Companies Act, 2013 shall apply, mutatis mutandis (to the extent applicable to debentures), to the Debentures as well. The Debentures held in dematerialised form shall be transferred subject to and in accordance with the rules or procedures as prescribed by NSDL and CDSL and the relevant depository participants of the transferor or transferee and any other applicable laws and rules notified in respect thereof. The transferee(s) should ensure that the transfer formalities are completed prior to the Record Date. In the absence of the same, redemption will be made to the person, whose name appears in the register of Debenture Holders maintained by the Depositories under all circumstances. In cases where the transfer formalities have not been completed by the transferor, claims, if any, by the transferees would need to be settled with the transferor(s) and not with the Issuer. The normal procedure followed for transfer of securities held in dematerialized form shall be followed

68

for transfer of these Debentures held in electronic form. The seller should give delivery instructions containing details of the buyer’s depository participant account to his depository participant.

Investors may note that subject to applicable law, the Debentures of the Issuer would be issued and traded in dematerialised form only.

21) Purchase and Sale of Debentures by the Issuer

The Issuer may, at any time and from time to time, purchase Debentures at the price available in the debt

market in accordance with applicable law. Such Debentures may, at the option of the Issuer, be cancelled, held or reissued at such a price and on such terms and conditions as the Issuer may deem fit and as

permitted by law. In the event of purchase of Debentures by the Issuer, the Issuer will not be entitled to any of the rights and privileges available to the Debenture Holders including right to receive notices

of or to attend and vote at meetings of the Debenture Holders.

22) Effect of Holidays

Should any of the dates defined above or elsewhere in this Information Memorandum other than the

Deemed Date of Allotment, fall on a Sunday or is not a Business Day, the preceding day (Business Day) for Principal payments and next day (Business Day) for Interest payments shall be considered as the effective date(s). In case the Record Date / book closure date falls on a Sunday or is not a Business Day, the day prior

to the said date shall be the Record Date / book closure date.

23) Allotment Intimation

The Debentures will be allotted to investor in dematerialized form and will be directly credited to the beneficiary account as given in the Application Form after verification.

24) Deemed Date of Allotment

All the benefits under the Debentures will accrue to the Investor from the specified Deemed Date of Allotment.

25) Record Date

The record date for repayment of redemption amount shall be 15 Days prior to the date of redemption of such Debentures, the date of payment of interest or the redemption date.

26) Re-issue of Debentures

Where the Issuer has redeemed such Debentures, subject to the provisions of the Companies Act and other applicable provisions, the Issuer shall have the right to keep such Debentures alive for the

purpose of reissue and in exercising such right, the Issuer shall have the power to re-issue such Debentures, subject to the representations, warranties and covenants of the Issuer under the Debenture

Trust Deed being met, either by re-issuing the same Debentures or by issuing other Debentures in their place.

27) Refunds

For applicants whose applications have been rejected or allotted in part, refund orders will be dispatched within 7 days from the Deemed Date of Allotment of the Debentures.

69

In case the Issuer has received money from applicants for Debentures in excess of the aggregate of the

application money relating to the Debentures in respect of which allotments have been made, the

Registrar and Transfer Agent shall upon receiving instructions in relation to the same from the Issuer repay the moneys to the extent of such excess, if any.

If the Debentures are not listed on the WDM Segment of BSE Limited within 20 (Twenty) Business Days,

the entire amount will be refunded to the Debenture Holders.

28) Payment on Redemption

Payment on redemption will be made by way of cheque(s)/ redemption warrant(s)/ demand draft(s)/ credit through RTGS/NEFT system/ funds transfer in the name of Debenture Holder(s) whose names appear on the list of beneficial owners setting out the relevant beneficiaries’ name and account

number, address, bank details and depository participant’s identification number given by the

Depositories to the Issuer and the Registrar and Transfer Agents on the Record Date. All such

Debentures will be simultaneously redeemed through appropriate debit corporate action.

The Debentures shall be taken as discharged on payment of the redemption amount by the Issuer on

maturity to the registered Debenture Holder(s) whose name appears in the register of Debenture

Holder(s) on the Record Date. Such payment will be a legal discharge of the liability of the Issuer towards the Debenture Holder(s). On such payment being made, the Issuer will inform NSDL and CDSL and accordingly the account of the Debenture Holder(s) with NSDL and/or CDSL, as the case may be, will be

adjusted.

The Issuer's liability to the Debenture Holder(s) towards all their rights including for payment or

otherwise shall cease and stand extinguished from the due dates of redemption in all events.

Further the Issuer will not be liable to pay any compensation from the dates of such redemption. On the Issuer dispatching the amount as specified above in respect of the Debentures, the liability of the

Issuer shall stand extinguished.

70

MATERIAL CONTRACTS, AGREEMENTS INVOLVING FINANCIAL OBLIGATIONS OF THE ISSUER By the very nature and volume of its business, the Issuer is involved in a large number of transactions involving financial obligations and therefore it may not be possible to furnish details of all material contracts and agreements involving financial obligations of the Issuer.

However, copies of these contracts / documents referred below may be inspected at the Registered Office of the Issuer between 10.00 am and 2.00 pm on any Business Day until the issue closing date.

1. Memorandum and Articles of the Issuer; 2. Certified true copy of the resolution passed by the Board approving the issue of Debentures; 3. Certified true copy of the Special resolutions passed by the shareholders of the Issuer under Section 42

and 71 of the Companies Act, 2013;

4. Copies of the annual reports of the Issuer for the last three years; 5. Rating letter from the Rating Agency; 6. Consent letter given by the Debenture Trustee for acting as trustee for the Debentures offered under this

Issue;

7. Debenture Trustee Agreement entered into between the Issuer and the Debenture Trustee pursuant to this issue of the NCD;

71

DECLARATION The issuer undertakes that this Information Memorandum contains full disclosures in conformity with FORM PAS-4 prescribed under Section 42 and Rule (l) of the Companies (Prospectus and Allotment of Securities) Rules, 2014 and Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008 issued vide Circular No. LAD-NRO /GN/2008 / 13/127 878 dated June 06, 2008, as amended by Securities and Exchange Board of India (Issue and Listing of Debt Securities) (Amendment) Regulations, 2012 issued vide Circular No. LAD-NRO /GN/20 12- 13 / 19 / 5392 Dated October 12, 2012 and CIR/I MD/D F/18/20 13 Dated October 29, 2013) and the Securities and Exchange Board of India (Issue and Listing of Debt Securities) (Amendment) Regulations, 2014 issued vide Circular No. LAD N RO/GN/20 13-1 4/43/2 07 Dated January 31, 2014 and Securities and Exchange Board of India (Issue and Listing of Debt Securities) (Amendment) Regulations, 2015 issued vide Circular No. LA DN RO /GN/20 1 4-15 /25/539 dated March 24, 2015 and Securities and Exchange Board of India (Issue and Lis ting of Debt Securities) (Amendment) Regulations, 2016 issued vide Circular No. SEBI/LADNRO /GN/2016-17/004 dated 25 May 2016 and SEBI Circular No. CIR/IMD/DF-1/122/2016 dated November 11, 2016 and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, issued vide Circular No. SEBI/LAD-NRO/GN/2015-16/013 dated September 02, 2015, Circular No. RBl/2014-15/475 DNBR(PD) CC No. 021/03.10.001/20 14-15 dated February 20, 2015 Issued By The Reserve Bank Of India On " Raising Money Through Private Placement By NBFC-Non-Convertible Debentures (NCDs).

In relation to the Issuer, it is hereby declared that: (I) The Company has complied with the provisions of the Companies Act, 2013 and the Rules

made there under. (II) The Company undertakes that the monies received under the issue shall be utilized only for

the purposes and 'Object of the Issue' indicated in the IM / PPOL.

The Issuer accepts no responsibility for the statements made otherwise than in the IM / PPOL or in any other material issued by or at the instance of the issuer and that any one relying on such information from any other source would be doing so at his own risk.

The Committee of the Board of Directors of the Company vide resolution dated 26th May 2020 authorized some of its officers to carry-out all acts and things to give effect to this resolution for issuance of debenture of Rs. 75 Crores. The undersigned has been authorized by the aforementioned resolution to sign this Information Memorandum and declare that all the requirements of the Companies Act, 2013, Securities Exchange Board of India (Issue and Listing of Debt Securities) Regulation, 2008 and circulars issued thereunder in respect of the subject matter of this form and matters incidental there to have been complied with.

Whatever is stated in this Information Memorandum and in the attachments thereto is true and correct and complete and no information material to the subject matter of this form has been suppressed or concealed and is as per the original records maintained by the Promoters subscribing to the Memorandum of Associations and Articles of Association of the Company.

72

It is further declared and verified that all the required attachments have been completely, correctly and legibly attached to this Information Memorandum.

For, Arvind Limited Signature : Name : R.V. Bhimani Designation : Company Secretary Place : Ahmedabad Date : 29th May 2020

ANNEXURES

A. Credit Rating Letter B. Application Form C. Contingent liabilities of the Company D. Related Party Transactions

E. Consent letter of Debenture Trustee F. Consent letter of Registrar and Transfer Agent G. Copy of Shareholders’ Resolution H. Copy of Board Resolution I. Copy of Management Committee Resolution

73

Annexure A: Credit Rating Letter

77

Annexure B: Application Form:

Arvind Limited (A public unlisted company under the Companies Act, 2013)

Date of Incorporation:01st June,1931 Registered Office: Arvind Mills Premises,Naroda Road,Ahmedabad,-380025

Telephone No.: 079-68268311 , Fax:--079-68268669 Contact Person: Mr. Vinit Shah; Email: [email protected]

DEBENTURE SERIES APPLICATION FORM SERIAL NO. 0 0 0 0 0 0 0 0 _

ISSUE OF UPTO (I) 750 ,RATED 8.50% LISTED, UNSECURED, REDEEMABLE, NON CONVERTIBLE DEBENTURES OF A FACE VALUE OF RS. 10,00,000/- EACH, OF THE AGGREGATE NOMINAL VALUE OF UP TO RS. 75,00,00,000/- (RUPEES SEVENTY FIVE CRORES ONLY)

DEBENTURE SERIES APPLIED FOR: Number of Debentures _________ in words ___________________________________ Amount Rs. __________________________ /- in words Rupees ______________________Crore Only DETAILS OF PAYMENT: Cheque / Demand Draft / RTGS No. _____________________________ Drawn on_____________________________________________ Funds transferred to Arvind Limited. Dated _________________ Total Amount Enclosed (In Figures) Rs._________________________/-_(In words) __________________________________ Only

APPLICANT’S NAME IN FULL (CAPITALS) SPECIMEN SIGNATURE

APPLICANT’S ADDRESS

ADDRESS

STREET

CITY

PIN PHONE FAX

EMAIL ID:


78

APPLICANT’S PAN/GIR NO. __________________________ IT CIRCLE/WARD/DISTRICT ____ We have read and understood the Terms and Conditions of the issue of Debentures including the Risk Factors described in the Disclosure Document and have considered these in making our decision to apply. We bind ourselves to these Terms and Conditions and wish to apply for allotment of these Debentures. We request you to please place our name(s) on the Register of Holders.

Name of the Authorised Signatory(ies)

Designation Signature

_______________________

Applicant’s Signature We, the undersigned, are agreeable to holding the Debentures of the Company in dematerialised form. Details of my/our Beneficial Owner Account are given below:

DEPOSITORY NSDL ( ) CDSL ( )

DEPOSITORY PARTICIPANT NAME

DP-ID

BENEFICIARY ACCOUNT NUMBER

NAME OF THE APPLICANT(S)

Applicant Bank Account Details : (Settlement by way of Cheque / Demand Draft / Pay Order / Direct Credit / ECS / NEFT/RTGS/other permitted mechanisms)

FOR OFFICE USE ONLY DATE OF RECEIPT ________________ DATE OF CLEARANCE ________________

(Note: Cheque and Drafts are subject to realisation) Applicant’s Signature

FOR OFFICE USE ONLY DATE OF RECEIPT ______________________ DATE OF CLEARANCE _________________

(Note : Cheque and Drafts are subject to realisation) -------------------------------------------------(TEAR HERE)--------------------------------------------

ACKNOWLEDGMENT SLIP

(To be filled in by Applicant)SERIAL NO. - - - - - - - -

Received from _______________________________________________

Address________________________________________________________________ ______________________________________________________________________ Cheque/Draft/UTR # ______________ Drawn on __________________________ for Rs. __________________ on account of application of _____________________ Debenture

79

INSTRUCTIONS

Applicants are advised to read the Private Placement offer Letter in Form PAS 4 and Disclosure Document carefully in order to satisfy themselves before making an application for subscription. For a copy of Disclosure Document, the applicant may request the issuer company.

1) Application Form must be completed in BLOCK LETTERS IN ENGLISH. A blank space must be left between two or more parts of the name

2) Signatures should be made in English or in any of the Indian Languages. Thumb impressions must be attested by an authorised official of a Bank or by a Magistrate/Notary Public under his/her official seal.

3) Application shall be made for a minimum amount of 10 (Ten) Debentures and in multiples of 1 (One) Debenture thereafter.

4) Applications can be made in single or joint names (not more than three); in case of joint names, all payments will be made out in favour of the applicant whose name appears first in the application form; all notices, correspondence and communication will be addressed to the first applicant only.

5) Payment should be made for the full face value of the Debentures (Rs. 10,00,000/- per Debenture) being applied along with the application(s).

6) The payment can be made either through Cheque/Demand Draft or through RTGS. In case of payment through Cheque, it has to be ensured that the Application Forms accompanied by the Cheque, drawn and made payable in favour of ``Arvind Limited-NCD ISSUANCE’’ and crossed “Account Payee Only” is deposited directly with Yes Bank , for crediting the amount to Arvind Limited . A/c No. 57500000042759.

7) For payments to be made through RTGS, the relevant details are as follows:

Beneficiary Name ARVIND LIMITED –NCD ISSUANCE

Bank Name HDFC Bank Ltd.

Branch Address HDFC Bank, Navrangpura Branch, Mithakali, Ahmedabad- 380009

Account No. 57500000042759

RTGS/IFSC Code HDFC0000006

8) Cash, Outstation Cheques, Money Orders or Postal Orders will NOT be accepted. 9) As a matter of precaution against possible fraudulent encashment of interest warrants due to loss /

misplacement, applicants are requested to mention the full particulars of their bank account, as specified in the Application Form. Interest warrants will then be made out in favour of the sole / first applicant’s account. Cheques will be issued as per the details in the register of Debenture holders at the risk of the sole / first applicant at the address registered with Company.

10) The PAN of the Sole / First Applicant and all Joint Applicant(s) should be mentioned in the Application Form.

11) Income Tax as applicable will be deducted at source at the time of payment of interest and interest on application money. Those who are eligible and desirous of claiming exemptions of tax under Income Tax Act, 1961 are required to submit relevant certificate issued by the Income-Tax Officer and / or submit Form 15AA / 15G/15H (in duplicate as prescribed in the Income Tax Rules, 1962) along with the Application Form.

12) Receipt of application will be acknowledged by Bankers stamping the “Acknowledgement Slip” appearing below the Application Form. No separate receipt will be issued.

13) In the case of applications made under Power of Attorney or by limited companies, corporate bodies etc., following documents (attested by Company Secretary / Directors) must be lodged along with the application or sent directly to Arvind Ltd. along with a copy of the Application Form. (a) Memorandum & Articles of Association (b) Board Resolution / letter authorizing the investment (c) Certified True copy of the Power of Attorney (d) Form 15AA for investors seeking exemption from Tax Deduction at Source (TDS) – both on the interest

on the subscription money as well as annual interest payments (e) Specimen signature of the authorized signatories, duly certified by an appropriate authority (f) PAN

14) The applications would be scrutinized and accepted as per the provisions of the terms and conditions of

the Private Placement, and as prescribed under the other applicable statutes / guidelines etc. Arvind

80

Lifestyle Brands Ltd. is entitled, at its sole and absolute discretion, to accept or reject any application, in part or in full, without assigning any reason whatsoever. An application form, which is not complete in any respect, is liable to be rejected.

15) Applications once submitted cannot be withdrawn. 16) All future communication should be addressed to the Registered office of Arvind Ltd. (whose address

is given below) or to such other person at such address as may be notified by Arvind Ltd. from time to time. Isueer Name :- Arvind Ltd. Address :- Naroda Road,Ahmedabad-380025

81

Annexure C: Contingent Liability Contingent Liability of the Company – Consolidated: Contingent Liabilities not provided for (Rs. in Crores)

Sr. No.

Particulars March 31,

2019 March 31,

2018 March 31,

2017

A Claims against Group not acknowledged as debts 7.59 14.11 8.56

B Guarantees given by the Company to Banks on behalf of Subsidiaries / Joint Ventures 684.55 0.89 83.18

c Disputed demands in respect of

- Excise and Customs duty 23.64 39.53 25.91

- Value added tax and Central sales tax 17.71 228.04 175.82

- Income tax 35.07 24.16 15.29

- Service tax 5.54 4.64 3.54

- Others 0.00 0.87 0.87

Contingent Liability of the Company – Standalone Contingent Liabilities not provided for (Rs. in Crores)

Sr. No.

Particulars March 31,

2019 March 31,

2018 March 31,

2017

A Claims against Group not acknowledged as debts 7.59 6.22 5.76

B Guarantees given by the Company to Banks on behalf of Subsidiaries / Joint Ventures 806.16 583.45 535.88

c Disputed demands in respect of

- Excise and Customs duty 23.64 23.83 25.72

- Value added tax and Central sales tax 17.71 19.50 19.46

- Income tax 35.07 20.08 12.99

- Service tax 5.54 4.65 3.54

- Others 0.00 0.00 0.00

82

Annexure D: Related Party Transactions Related Party Transactions of the Company – Consolidated (A) Transactions during the year (Rs. in Crores)

SN


Ended With

Subsidiaries

With Joint

Ventures

With Limited Liability

Partnerships

With Key Management Personnel and

relatives

With Trusts

With Company under the control of

Key Managerial Personnel


Non-Executive Director

1 Purchase of Goods

March 31, 2019 - - - - - (3.89) -

March 31, 2018 - - - - - 0.05 -

March 31, 2017 - 0.24 - - - - -

2 Sales of Goods

March 31, 2019 - 0.80 - - - 21.19 -

March 31, 2018 - - - - - 0.47 -

March 31, 2017 - 9.19 - - - 0.01 -

3

Sale of Property, Plant and Equipment

March 31, 2019 - 2.64 - - - - -

March 31, 2018 - - - - - 42.92 -

March 31, 2017 - - - - - - -

4 Expenses Recovered

March 31, 2019 - 3.95 - - - 1.62 -

March 31, 2018 - 1.67 - - - - -

March 31, 2017 - 3.24 - - - - -

5 Rent Income

March 31, 2019 - 0.35 - - - - -

March 31, 2018 - - - - - - -

March 31, 2017 - - - - - - -

6 Services Rendered

March 31, 2019 - - - - - 5.50 -

March 31, 2018 - - - - - - -

March 31, 2017 - - - - - - -

7 Remuneration

March 31, 2019 - - - 16.94 - - -

March 31, 2018 - - - 19.02 - - -

March 31, 2017 - - - 20.80 - - -

8

Sitting Fees paid to Non-Executive Directors

March 31, 2019 - - - 0.03 - - -

March 31, 2018 - - - 0.04 - - -

March 31, 2017 - - - - - - -

9

Comission to Non-Executive Directors

March 31, 2019 - - - 0.40 - - -

March 31, 2018 - - - 0.40 - - -

March 31, 2017 - - - - - - -

10 Rent Expenses

March 31, 2019 - - - - - 0.20 -

March 31, 2018 - - - - - - -

March 31, 2017 - - - - - - -

11 Reimbursement of Expenses

March 31, 2019 - - - - - 6.19 -

March 31, 2018 - - - - - 0.91 -

March 31, 2017 - - - - - - -

83

SN


Ended With

Subsidiaries

With Joint

Ventures


Partnerships


relatives

With Trusts





12 Guarantee commission Income

March 31, 2019 - - - - - 3.51 -

March 31, 2018 - 0.02 - - - - -

March 31, 2017 - 0.12 - - - - -

13 Share of Profit from LLP

March 31, 2019 - - (0.16) - - - -

March 31, 2018 - - 0.33 - - - -

March 31, 2017 - - - - - - -

14 Dividend Income

March 31, 2019 - - - - - 0.20 -

March 31, 2018 - - - - - - -

March 31, 2017 - 1.21 - - - - -

15 Interest Expense

March 31, 2019 - - - -

- 4.34 -

March 31, 2018 - - - -

- - -

March 31, 2017 - - - -

- 0.65 -

16 Interest Income

March 31, 2019 - - - -

- 6.39 -

March 31, 2018 - - - -

- - -

March 31, 2017 - - - -

- 0.06 -

17 Donation Given

March 31, 2019 3.50 - - -

- - -

March 31, 2018 5.80 - - -

- - -

March 31, 2017 5.65 - - -

- - -

18

Contribution Given for Employee Benefit Plans

March 31, 2019 - - - -

39.24 - -

March 31, 2018 - - - -

33.67 - -

March 31, 2017 - - - -

48.89 - -

19 Loan Taken

March 31, 2019 - - - -

- 186.66 -

March 31, 2018 - - - -

- - -

March 31, 2017 - - - -

- 30.71 -

20 Repayment of Loan

March 31, 2019 - - - -

- 187.56 -

March 31, 2018 - - - -

- - -

March 31, 2017 - - - -

- 30.71 -

21 Loan Given March 31, 2019 - - - -

- 310.40 -

84

SN


Ended With

Subsidiaries

With Joint

Ventures


Partnerships


relatives

With Trusts





March 31, 2018 - - - -

- - -

March 31, 2017 - - - -

- 0.88 -

22 Receipt towards Loan Given

March 31, 2019 - - - -

- 636.93 -

March 31, 2018 - - - -

- - -

March 31, 2017 - - - -

- 0.06 -

23

Issue of Shares in Subsidiary Company

March 31, 2019 - - - -

- - -

March 31, 2018 - - - -

- - 2.16

March 31, 2017 - - - -

- - 51.78

24 Investment made

March 31, 2019 - 8.17 - -

- - -

March 31, 2018 - 0.04 0.33 -

- - -

March 31, 2017 - 9.92 - -

- - -

25

Sale of Investment

March 31, 2019 - - - -

- - -

March 31, 2018 - - - 0.05

- - -

March 31, 2017 - - - -

- - -

26

Withdrawal of capital Contribution

March 31, 2019 - - 0.16 -

- - -

March 31, 2018 - - - -

- - -

March 31, 2017 - - - -

- - -

(B) Balance with Related Party at the end of the year - Consolidated (Rs. in Crores)

SN Particulars For the Year

Ended With

Subsidiaries

With Joint

Ventures


Partnerships


relatives

With Trusts




Non Executive Director

1 Guarantee

s

March 31, 2019 - - - - - 684.55 -

March 31, 2018 - 0.89 - - - - -

March 31, 2017 - 5.34 - - - - -

2 Trade

Receivable

March 31, 2019 - 1.24 - - - 7.79 -

March 31, 2018 - 0.41 - - - 0.05 -

85


Ended With

Subsidiaries

With Joint

Ventures


Partnerships


relatives

With Trusts




Non Executive Director

March 31, 2017 - 5.10 - - - (Rs.8,407/-) -

3 Investmen

ts

March 31, 2019 0.34 19.24 57.11 - - - -

March 31, 2018 0.34 10.17 57.07 - - - -

March 31, 2017 0.34 181.54 56.70 - - - -

4

Provision for

Impairment of

Investment

March 31, 2019 -0.33 - - - - - -

March 31, 2018 -0.33 - - - - - -

March 31, 2017 -0.33 - - - - - -

5 Other

Current Assets

March 31, 2019 (₹45,094/-) 1.04 - - 11.99 6.48 -

March 31, 2018 (₹22,498/-) - - - 16.25 (₹16,602/-) -

March 31, 2017 (Rs.21,278/

-) - - - 17.95 - -

6 Other Non

Current Assets

March 31, 2019 - - - - - 0.25 -

March 31, 2018 - - - - - - -

March 31, 2017 - - - - - - -

7

Other Current Financial

Assets

March 31, 2019 - - - - - 18.72 -

March 31, 2018 - - - - - - -

March 31, 2017 - - - - - - -

8 Loan Given

March 31, 2019 5.23 - - - - - -

March 31, 2018 5.23 - - - - 22.47 -

March 31, 2017 5.23 - - - - 22.47 -

9

Allowance for

Doubtful Loan

March 31, 2019 -5.23 - - - - - -

March 31, 2018 -5.23 - - - - - -

March 31, 2017 -5.23

10 Trade

payables

March 31, 2019 - - - - - 8.07 -

March 31, 2018 - - - - - 0.02 -

March 31, 2017 - 0.30 - - - - -

11 Loan

Taken

March 31, 2019 - - - - - 44.36 -

March 31, 2018 - - - - - - -

March 31, 2017 - - - - - - -

12 Other

Current Liabilities

March 31, 2019 - - - - - 3.91 -

March 31, 2018 - - - - - - -

March 31, 2017 - - - - - - -

Related Party Transactions of the Company – Standalone (A) Transactions during the year (Rs. in Crores)


Ended With

Subsidiaries With Joint Ventures


relatives

With Trusts

With Company under the

control of Key Managerial Personnel

1 Purchase of

Goods

March 31, 2019 51.75 - - - -3.89

March 31, 2018 65.71 - - - -

86


Ended With



relatives

With Trusts



March 31, 2017 83.95 0.24 - - -

2 Purchase of

Property, plant and equipment

March 31, 2019 9.22 - - - -

March 31, 2018 12.12 - - - -

March 31, 2017 5.90 - - - -

3 Sales of Goods

March 31, 2019 108.37 0.80 - - 7.30

March 31, 2018 90.28 - - - 0.04

March 31, 2017 41.13 7.71 - - 0.01

4 Sale of Property,

Plant and Equipment

March 31, 2019 0.41 2.64 - - -

March 31, 2018 0.14 - - - 42.92

March 31, 2017 0.04 - - - -

5 Expenses

Recovered

March 31, 2019 2.47 3.95 - - 1.62

March 31, 2018 4.06 1.67 - - -

March 31, 2017 - 3.24 - - -

6 Rent Income

March 31, 2019 1.56 0.35 - - -

March 31, 2018 1.91 - - - -

March 31, 2017 1.11 - - - -

7 Services

Rendered

March 31, 2019 28.28 - - - 4.74

March 31, 2018 10.73 - - - -

March 31, 2017 5.91 - - - -

8 Remuneration

March 31, 2019 - - 16.94 - -

March 31, 2018 - - 19.02 - -

March 31, 2017 - - 20.80 - -

9 Sitting Fees paid to Non-Executive

Directors

March 31, 2019 - - 0.03 - -

March 31, 2018 - - 0.04 - -

March 31, 2017 - - - - -

10 Comission to

Non-Executive Directors

March 31, 2019 - - 0.40 - -

March 31, 2018 - - 0.40 - -

March 31, 2017 - - - - -

11 Services Received

March 31, 2019 15.96 - - - -

March 31, 2018 15.55 - - - -

March 31, 2017 13.89 - - - -

12 Rent Expenses

March 31, 2019 - - - - 0.20

March 31, 2018 0.11 - - - -

March 31, 2017 0.33 - - - -

13 Reimbursement

of Expenses

March 31, 2019 1.85 - - - 6.19

March 31, 2018 15.09 - - - -

March 31, 2017 - - - - -

14 Guarantee

commission Income

March 31, 2019 1.32 0.02 - - 3.51

March 31, 2018 3.47 0.02 - - -

March 31, 2017 3.77 0.12 - - -

15 Share of Profit

from LLP

March 31, 2019 -0.01 -0.16 - - -

March 31, 2018 - 0.33 - - -

March 31, 2017 - - - - -

16 Dividend Income

March 31, 2019 2.00 - - - 0.20

March 31, 2018 5.71 - - - -

March 31, 2017 0.34 1.21 - - -

87


Ended With



relatives

With Trusts



17 Interest Expense

March 31, 2019 1.13 - - - 4.34

March 31, 2018 8.38 - - - -

March 31, 2017 6.38 - - - 0.65

18 Interest Income

March 31, 2019 22.85 - - - -

March 31, 2018 17.66 - - - -

March 31, 2017 30.16 - - - 0.06

19 Donation Given

March 31, 2019 3.50 - - - -

March 31, 2018 5.80 - - - -

March 31, 2017 5.65 - - - -

20

Contribution Given for

Employee Benefit Plans

March 31, 2019 - - - 39.24 -

March 31, 2018 - - - 33.67 -

March 31, 2017 - - - 48.89 -

21 Impairment in value of Shares

March 31, 2019 16.07 - - - -

March 31, 2018 - - - - -

March 31, 2017 - - - - -

22 Impairment in value of Loan

March 31, 2019 8.80 - - - -

March 31, 2018 - - - - -

March 31, 2017 - - - - -

23 Loan Taken

March 31, 2019 249.47 - - - 186.66

March 31, 2018 374.66 - - - -

March 31, 2017 230.60 - - - -

24 Repayment of

Loan

March 31, 2019 174.47 - - - 187.56

March 31, 2018 388.68 - - - -

March 31, 2017 216.24 - - - -

25 Loan Given

March 31, 2019 1,613.01 - - - -

March 31, 2018 749.08 - - - -

March 31, 2017 1,902.58 - - - -

26 Receipt towards

Loan Given

March 31, 2019 1,582.63 - - - -

March 31, 2018 873.69 - - - -

March 31, 2017 1,843.85 - - - -

27 Share Application

Money Given

March 31, 2019 (₹ 1,690/-) - - - -

March 31, 2018 6.45 - - - -

March 31, 2017 61.96 - - - -

28 Investment made

March 31, 2019 85.22 8.17 - - -

March 31, 2018 444.19 0.37 - - -

March 31, 2017 297.30 9.92 - - -

29 Sale of

Investment

March 31, 2019 - - - - -

March 31, 2018 - - 0.05 - -

March 31, 2017 647.99 - - - -

30 Withdrawal of

capital Contribution

March 31, 2019 - 0.16 - - -

March 31, 2018 - - - - -

March 31, 2017 - 3.95 - - -

(B) Balance with Related Party at the end of the year - Standalone (Rs. in Crores)

88

SN Particulars For the Year Ended

With Subsidiaries

With Joint Ventures


relatives

With Trusts



1 Guarantees

March 31, 2019 121.61 - - - 684.55

March 31, 2018 572.85 10.60 - - -

March 31, 2017 530.54 5.34 - - -

2 Trade Receivable

March 31, 2019 54.75 1.24 - - 7.57

March 31, 2018 74.54 0.41 - - 0.05

March 31, 2017 15.49 2.67 - - -

3 Investments

March 31, 2019 450.53 80.29 - - -

March 31, 2018 795.20 72.29 - - -

March 31, 2017 351.00 71.93 - - -

4 Provision for

Impairment of Investment

March 31, 2019 -16.40 - - - -

March 31, 2018 -0.33 - - - -

March 31, 2017 -0.33 - - - -

5 Other Current

Assets

March 31, 2019 12.12 1.04 - 11.99 6.48

March 31, 2018 22.27 - - 16.23 0.06

March 31, 2017 22.92 - - 17.95 -

6 Other Non

Current Assets

March 31, 2019 - - - - 0.25

March 31, 2018 - - - - -

March 31, 2017 0.21 - - - -

7 Other Current

Financial Assets

March 31, 2019 46.34 - - - 18.72

March 31, 2018 13.92 - - - -

March 31, 2017 - - - - -

8 Loan Given

March 31, 2019 135.26 - - - -

March 31, 2018 104.89 - - - 22.47

March 31, 2017 229.48 - - - 22.47

9 Allowance for Doubtful Loan

March 31, 2019 -14.03 - - - -

March 31, 2018 -5.23 - - - -

March 31, 2017 -5.23 - - - -

10 Long Term Borrowings

March 31, 2019 75.00 - - - 44.36

March 31, 2018 40.00 - - - -

March 31, 2017 50.00 - - - -

11 Short Term Borrowings

March 31, 2019 - - - - -

March 31, 2018 5.27 - - - -

March 31, 2017 9.29 - - - -

12 Trade payables

March 31, 2019 11.87 - - - 8.07

March 31, 2018 37.73 - - - -

March 31, 2017 31.15 0.30 - - -

13 Other Current

Liabilities

March 31, 2019 0.96 - - - -

March 31, 2018 - - - - -

March 31, 2017 - - - -

14 Other Current

Financial Liabilities

March 31, 2019 - - - - -

March 31, 2018 - - - - -

March 31, 2017 0.02 - - - -

89

Annexure E: Consent Letter of Debenture Trustee

90

Annexure F: Consent Letter of Registrar & Transfer Agent

91

Annexure G: Copy of Shareholders’ Resolutions

93

Annexure H: Copy of Board Resolution

94

Annexure I: Copy of Management Committee Resolution

Arvind Limited · Arvind Limited Public limited company incorporated under the Companies Act, 1913...

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