REPORT OF THE BOARD OF DIRECTORS OF...

REPORT OF THE BOARD OF DIRECTORS

OF CREAMLINE DAIRY PRODUCTS LIMTIED

CORPORATE IDENTITY NUMBER (CIN) : U15201TG1986PLC006912

Dear Members, Your Directors are pleased to present the 29th Annual Report of the Company along with audited financial statements for the Financial Year ended March 31st, 2016.

FINANCIAL HIGHLIGHTS OF THE COMPANY The Audited Balance Sheet of your Company as at March 31st, 2016, the Statement of Profit and Loss account for the Financial Year ended as on that date and the report of the Auditors thereon are being circulated with this Report. The salient features of the financial results are as follows:

(Rs. In Lac )

PARTICULARS 2015-16 2014-15

Sales and Other Income 96295.53 86124.95

Earnings before Interest, Depreciation and Tax (EBITDA) 5881.67 3128.82

Interest and Finance Charges 430.59 4780.04

Depreciation 1196.50 1437.17

Profit Before Tax / Extraordinary Item 4254.58 1213.61

Prior period Income/(Expenditure) and Extraordinary Items (2.77) (2.50)

Profit After Tax 2793.42 910.33

APPROPRIATIONS

Surplus Brought forward 5748.81 5543.51

Amount transferred to General Reserve 125.00 125.00

Dividend 3o8.31 205.54

Taxes on dividend 62.76 41.10

Surplus Carried to Balance Sheet 8046.15 5749.36

RESULTS OF OPERATIONS AND THE STATE OF COMPANY’S AFFAIRS

Your Directors express their happiness by reporting the fact that during the year under review, your Company has achieved a Turnover of Rs. 960.29 lacs for the year 2015-16 as against Rs. 86124.95 for the year 2014-15, thereby registering an annualized growth of around 11.80% over the previous year. For the year under review your Company has achieved a Profit Before Tax (PBT) of Lacs, Rs. 4254.58 lacs.

THE COMPANY HAS BECOME A SUBSIDIARY OF GODREJ AGROVET LIMITED (GAVL): During the year under review Godrej Agrovet Limited (GAVL) the existing shareholder holding 26% of the paid-up equity share capital of the Company further acquired 21,59,208 equity shares from the Minority Shareholders, NRI Shareholders and Promotes of the Company, increasing its equity stake in the Company to 51.91%. In terms of the approval of the Shareholders at their Extra-ordinary General Meeting held on 16th December, 2015, the Company further allotted 10,47,807 equity shares of Rs 10/- each at a premium of Rs.477/- per equity share on Preferential allotment basis to GAVL. The shareholding of GAVL as on date is 51.91%.

CURRENT OPERATIONS During the year 2015-16, the milk procurement increased by around 12% as compared to 2014-15. The increased procurement was also a national phenomenon. There was a dip in commodity prices both nationally and globally resulting in the reduction of farm gate prices. In the marketing front, the challenges continued with the Co-operative brands continuing to sell milk at much lower price levels, thereby hindering our volume growth. The liquid milk sales fell by 3% during the year under report. The company had to convert the surplus milk to SMP and Butter. However, your company undertook several initiatives to increase the sales of Value Added Products, primarily curd and beverages like Flavored milk, Butter milk and Lassi. The sale of curd increased by about 23% and beverages by 29%. A new milk variant fortified with Vitamin A and Vitamin D named “Enrich D” was launched in Hyderabad. The response from the market to the new variant has been encouraging and currently sells around 18,000 Ltrs of milk per day. Paneer also witnessed a good growth with an average sale of 750 Kgs per day and has grown at 28% over the previous year. We have a significant presence in the Modern Trade in both Hyderabad and Vijayawada. It is planned to cover the Modern Trade outlets in both Chennai and Bangalore during the financial year 2016-17. Ice Cream sales grew by 39% over the previous year and clocked an average daily sale of 2600 Liters per day. Several ATL and BTL campaigns were undertaken to further reinforce the brand in the mind of consumers and to obtain premium positioning. In Procurement level, the company resorted to vertical growth and consolidation of the existing procurement network. No new chilling centers were set-up during the year. Emphasis was on increasing the raw milk quality and the capacity utilization at the chilling units. The integrated accounting and online capture of transactions through SAP was completed during the year and the system is working successfully. This would enable both operational and financial MIS being generated with online data, which in turn would lead to faster decision making and improvement in efficiencies. Compliance management continues to be an important focus area of your company. The Company during the year under review have further strengthened the review process of the applicable statutory compliances and made efforts to improve the Compliance Management System.

FUTURE PROJECTIONS

The company has drawn ambitious expansion plans, both organic and inorganic during ensuing financial year A dairy plant each at Vizag, Southern Tamilnadu and Karimnagar is planned in the year 2016-17. Liquid milk is targeted to increase by 16% and the Value Added Products, primarily curd in the range of 25%. The growth is expected to come from further penetration of the existing markets and by expanding the geographical reach. The existing infrastructure at different processing units would be strengthened to meet the growing demand for the company’s products.

The company regards its Human Resources as its most important asset and accords high priority for hiring and retaining the best talent. Focus was also given to strengthen the skills of our human resources through appropriate training programs.

SHARE CAPITAL:

The Company’s Equity Share Capital position as on March 31, 2016 is as follows:-

Authorized Share Capital

Issued, Subscribed & Paid-up Share Capital

No. of Shares

Face Value

per Share (Rs.)

Total Amount (Rs.)

No. of Shares

Face Value

per Share (Rs.)

Total Amount

(Rs.)

Equity

1,50,00,000 10 15,00,00,000 1,13,24,700 10 11,32,47,000

Preference

-- - -- -- -- ---

TOTAL

1,50,00,000 - 15,00,00,000 11,32,4700 10 11,32,47,000

DIVIDEND Pursuant to provisions Section 123 (3) of the Companies Act, 2013 and Rules framed thereunder, The Board declared an Interim Dividend of 30% (Thirty percent) i.e. Rs.3/- (Rupees Three only) per equity share of Rs.10/- (Rupees Ten only) each at the Board Meeting held on 11th December 2015 during the Financial Year 2015-16. The Board has not recommended any final dividend.

TRANSFER TO RESERVES The Board of Directors proposes to transfer Rs. 125.00 lacs, to the General Reserve in accordance with the provisions of the Companies Act, 2013 and the Rules made thereunder.

FIXED DEPOSITS Your Company has not accepted any deposits from the public, i.e., deposits covered under Chapter V of the Companies Act, 2013 [deposits within the meaning of Rule 2(1)(c) of the Companies (Acceptance of Deposits) Rules, 2014] and as such, no amount of principal or interest was outstanding as of the Balance Sheet date.

TRANSFER OF UNPAID AND UNCLAIMED AMOUNTS TO IEPF T There is no dividend remaining unpaid or unclaimed for a period of seven years, which needs to be transferred by the Company to the Investor Education and Protection Fund ("IEPF") established by the Central Government under Section 125 of the Companies Act, 2013.

SUBSIDIARY COMPANY Your Company is having one wholly-owned Subsidiary viz. Nagavalli Milkline Pvt. Ltd. [CIN:U15209TG1999PTC031625]. During the year, the Board of Directors reviewed the activities of the subsidiary company and noted that said company does not have any operational activity. However in accordance with Section 129 (3) of the Companies Act, 2013, the Company has prepared consolidated financial statements of its subsidiary company in accordance with the applicable Accounting Standards issued by the Institute of Chartered Accountants of India and form part of the Annual Report. Further, a statement containing the salient features of the financial statement of the Subsidiary in the prescribed format AOC-1 is appended as Annexure-I to the Board’s Report. The statement also provides the details of performance, financial positions of the subsidiary. In accordance with Section

136 of the Companies Act, 2013, the audited financial statements, including the consolidated financial statements and related information of the Company and Audited Accounts of its Subsidiary, are available on our website www.creamlinedairy.com. These documents will also be available for inspection during the business hours at our registered office in Hyderabad, India. During the year, Company has not made any investment in the Subsidiaries & Associate Companies.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

As on 31st March, 2016, the Board of Directors of the Company comprises of: Mr. Nadir B. Godrej Chairman Mr. K. Bhasker Reddy Managing Director Mr. M. Gangadhar Executive Director Mr. D. Chandra Shekher Reddy Executive Director Mr. C. Balraj Goud Executive Director Mr. B. S. Yadav Director Mr. S. Varadaraj Director Mrs. Surekha Revalli Independent Woman Director Mr. Mangesh Wange Director On 7th January, 2016, Mr. Nadir B. Godrej, Chairman of Godrej Agrovet Limited and Mr. Mangesh Wange have been appointed as an Additional Directors. And on the same day Mr. Nadir B. Godrej, has also been appointed as the Chairman of the Company. Mr. Srinath Shetkar and Dr. Mohana R Velagapudi, have resigned from the Board on 23rd December, 2015 and 28th December, 2015 respectively. During the year under review the Board of Directors met 9 (Nine) times on 18th June 2015, 17th August 2015, 19th September 2015, 24th November 2015, 11th December,2015, 16th December,2015 21st December,2105, 7th January,2016 and 2nd March, 2016. The attendance details of Directors are mentioned below.

Sl No

Name of the Director No of Meetings conducted during the Financial Year 2015-16

No of Meetings attended during the Financial Year 2015-16

1 Mr. Nadir B. Godrej * 9 1

2 Mr. K Bhasker Reddy 9 9

3 Mr. M Gangadhar 9 9

4 Mr. D Chandra Shekher Reddy 9 9

5 Mr. C Balraj Goud 9 9

6 Mr. Srinath Shetker ** 9 7

7 Dr. Mohana R Velagapudi *** 9 1

8 Mr. Balram Singh Yadav 9 5

9 Mr. S Varadaraj 9 6

10 Mrs. Surekha Revalli 9 7

11 Mr. Mangesh Wange * 9 1

*Appointed as Additional Director from 7th January,2016. ** Resigned as Director on and from 23rd December,2015 *** Resigned as Director on and from 28th December,2015

In accordance with the provisions of Section 152 of the Companies Act, 2013 and Article 105 of the Articles of Association of the Company, Mr. M. Gangadhar [DIN:00014325] and Mr. D. Chandra Shekher Reddy [DIN:00063691] Directors of the Company retire by rotation at the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment.

http://www.creamlinedairy.com/

During the year under review, Mr. Bijan Kumar Dash, Company Secretary resigned w.e.f. 17th August,2015and in his place Mr. S. Raghava Reddy has been appointed w.e.f. 19th September,2015. Mr. Kapil Sood has been appointed as Chief Financial Officer w.e.f 19th January,2016 in place of Mr. Anand Addanki. APPOINTMENT OF INDEPENDENT DIRECTOR Mr. Jude Julius John Fernandes has been appointed as an Independent Director of the Company as mandated under Section 149 (4) of the Companies Act, 2013 by the Board of Directors at its Meeting held on 11th April, 2016, for a period of 5 (five) years with effect from 11th April, 2016, subject to approval of the Members of the Company at the ensuing AGM. DECLARATION OF INDEPENDENCE BY INDEPENDENT DIRECTORS:

Pursuant to the provisions of Section 134(3)(d) of the Companies Act, 2013, disclosure is hereby given

that the Company has received declaration / confirmation of independence pursuant to Section 149(6)

of the said Act from Mrs. Surekha Revalli and Mr. Jude Julius John Fernandes, Independent Directors

of the Company.

DIRECTORS’ RESPONSIBILITY STATEMENT

In terms of Section 134 (5) of the Companies Act, 2013, the directors would like to state that:

a) in the preparation of the annual accounts, the applicable accounting standards had been

followed along with proper explanation relating to material departures; b) the Directors had selected such accounting policies and applied them consistently and made

judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit and loss of the company for that period;

c) the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

d) the Directors had prepared the annual accounts on a going concern basis; e) the Directors, had laid down internal financial controls to be followed by the company and

that such internal financial controls are adequate and were operating effectively; and

f) the Directors had devised proper systems to ensure compliance with the provisions of all

applicable laws and that such systems were adequate and operating effectively.

CSR COMMITTEE The Committee comprises of Mr. K. Bhasker Reddy, Managing Director, Mr. D Chandra Shekher Reddy, Executive Director and Mrs. Surekha Revalli, Independent Woman Director. The Committee has met once during the Financial Year 2015-16 on 12th October 2015, to discuss and review on the responsibilities conferred onto the Committee as prescribed under Section 135 of the Companies Act, 2013 and Rules thereunder. The attendance details of Committee Members are mentioned below.

Sl No

Name of the Director No of Meetings

conducted during the Financial Year 2015-16

No of Meetings attended during the

Financial Year 2015-16

1 Mr.K Bhasker Reddy 1 1

2 Mr. D Chandra Shekher Reddy

1 1


The Board reconstituted the Committee at its meeting held on 11th April, 2016, with the following Directors as the members of the Committee:

Sl No Name of the Director Designation

1 Mr. C. Balaraj Goud Chairman

2 Mr.M.Gangadhar Member

2 Mr. Jude Julius John Fernandes Member

3 Mrs. Surekha Revalli Member

AUDIT COMMITTEE The Audit Committee was re-constituted by the Board of Directors at its Meeting held on March 25th, 2015. The Audit Committee comprises of Mr. M. Gangadhar, Executive Director Mr. S. Varadaraj, Non- Executive Director, Mr. Srinath Shetker, Non-Executive Director and Mrs. Surekha Revalli, Independent Woman Director as Members. The Committee met 2 (two) times during the year on 17th June, 2015, and 17th August, 2015. The attendance details of Committee Members are mentioned below.

Sl No





1 Mr. M Gangadhar 2 2

2 Mr. Srinath Shetker* 2 2

3 Mr. S. Varadaraj 2 2


* Resigned as Director on and from 23RD December, 2016. The Board reconstituted the Committee at its meeting held on 11th April, 2016, with the following Directors as the members of the Committee:


1 Mr. S. Varadaraj Chairman

2 Mr. Jude Julius john Fernandes Member


NOMINATION AND REMUNERATION COMMITTEE The Committee has met 3 (three) times during the Financial Year 2015-16, on 18th June 2015, 19th September, 2015 and 7th January,2016. The attendance details of Committee Members are mentioned below.

Sl No





1 Mr. Srinath Shetker* 3 2

2 Mr. S. Varadaraj 3 3


* Resigned as Director on and from 23RD December, 2016. The Nomination and Remuneration Policy which forms part of the Directors’ Report vide Annexure II. The Board reconstituted the Committee at its meeting held on 11th April, 2016, with the following Directors as the members of the Committee:


1 Mr. Balram Singh Yadav Chairman

2 Mr. Jude Julius John Fernandes Member


CORPORATE SOCIAL RESPONSIBILITY (CSR)

The Company has actively supported various initiatives in the areas of animal welfare over the years. After introduction of Section 135 of the Company Act 2013, The CSR Committee formulated and recommended to the Board, a detailed Corporate Social Responsibility Policy (CSR Policy) keeping in view the provisions of Section 135, CSR Rules and Schedule VII of the Companies Act, 2013 which was approved by the Board on 3rd September, 2014. The CSR Policy may be accessed on the Company’s website at the link: www.creamlinedairy.com

CDPL believes that Corporate Social Responsibility (CSR) should not just be about philanthropy and compliance but it should also offer a more holistic approach towards economic, social, and environmental development. During the year under review, the Company identified and concentrated its activities under three major areas like animal welfare, health, education and environment sustainability. The Company also undertook other need based initiatives in compliance with Schedule VII of the Act. During the year, the Company has allocated Rs.45.73 Lac (about 2% of the average net profits of last three financial years) for the purpose of implementing the CSR Activities. Out of the total amount earmarked for CSR, Rs.14.03 Lac (around 31% of the transferred amount) was spent on CSR activities. This being the first year of implementation of CSR after introduction of Section 135 of the Company Act 2013, there was time lag in formulation of CSR Policy, streamline of standard procedures and ground level execution. Measures are being taken in the current Financial Year to take up new activities and spend the maximum amount. The Annual Report on CSR activities is annexed herewith marked as Annexure III.

RISK MANAGEMENT Pursuant to section 134 (3) (n) of the Companies Act, 2013, the Company has formulated a Risk Management Policy. The policy identifies the probable elements of risks associated with the nature of business and provides possible solutions to deal with them.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. To maintain its objectivity and independence, the Internal Audit function reports to the Chairman of the Audit Committee of the Board and to the Managing Director. The Internal Audit Department monitors and evaluates the efficacy and adequacy of internal control system in the Company, its compliance with operating systems, accounting procedures and policies at all locations of the Company. Based on the report of internal audit function, process owners undertake corrective action in their respective areas and thereby strengthen the controls. Significant audit observations and recommendations along with corrective actions thereon are presented to the Audit Committee of the Board.

VIGIL MECHANISM / WHISTLE BLOWER POLICY The Vigil Mechanism and Whistle Blower Policy of the Company, provides for adequate safeguards against victimization of persons who use such mechanism and also make provision for direct access to


the Chairperson of the Audit Committee in appropriate or exceptional cases. Protected disclosures can be made by a whistle blower in writing to the Vigilance Officer or the Chairman of the Audit Committee. The Policy provides for complete protection to the whistle blower. The Policy on vigil mechanism and whistle blower policy may be accessed on the Company’s website at the link: www.creamlinedairy.com

POLICY ON SEXUAL HARASSMENT Your Company has in place a Anti-Sexual Harassment Policy in line with the requirements of ‘The Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013’. Internal Complaints Committee (ICC) has been set up to redress complaints received regarding sexual harassment. All employees (permanent, contractual, temporary, trainees) are covered under this policy. The Members of ICC as on March 31, 2016 are as follows:- Mr. S. Natarajan – Manager Managemetn Assurance Services Mrs. Bindu Madhavi – Manager Accounts Mrs. Swapna – Assistant Manager The following is a summary of sexual harassment complaints received and disposed off during the year 2015-16. No of complaints received: Nil No of complaints disposed off : Nil

AUDITORS AND AUDITORS’ REPORT Statutory Auditors

M/s. S.B.S.Manian and Co., Chartered Accountants were appointed as Statutory Auditors of your Company at the 27th Annual General Meeting held on 29th September, 2014 for a term of three consecutive years. As per the provisions of Section 139 of the Companies Act, 2013, the appointment of Auditors is required to be ratified by Members at every Annual General Meeting. M/s. S.B.S.Manian and Co. has reconfirmed its eligibility to continue to act as the Statutory Auditors of the Company for the Financial Year 2016-17 pursuant to Sections 139 and 141 of the Companies Act, 2013 and the Companies (Audit and Auditors) Rules 2014. The Report given by the Auditors on the financial statements of the Company is part of the Annual Report. There are no qualifications, reservations, adverse remarks or disclaimer given by the Auditors in their Report.

Secretarial Auditor

Pursuant to the provisions of Section 204 of the Act and Rule 9 of the Companies (Appointment and remuneration of Managerial Personnel) Rules, 2014 the Board of Directors has appointed M/s. B.C. Debata & Associates, Company Secretaries, to conduct Secretarial Audit for the financial year 2015-16. The Secretarial Audit Report for the Financial Year ended March 31, 2016 is annexed herewith marked as Annexure IV to this Report. The Secretarial Audit Report contains certain qualifications which are reproduced below with adequate replies from the Director’s for the said qualifications.

Secretarial Auditor Observation Management reply


The requisite numbers of independent directors were not there in the Board during the period under audit, as required under section 149 to the Act, 2013.

The Company has subsequently complied with said provision by appointing Mr. Jude Julius John Fernandes as independent director with effect from April 11, 2016. Consequently, a separate meeting of the independent directors as required under Schedule IV (VII) of the Act has not been held during the period under audit.

The constitution of the Audit Committee was not in compliance with section 177(2) of the Act, in absence of the requisite number of independent directors during the period under audit.

With the subsequent appointment of Mr. Jude Julius John Fernandes, as independent director w.e.f April 11, 2016, the Board has reconstituted the Audit Committee to comply with the provisions of section 177(2) of the Act.

The constitution of the Remuneration & Nomination Committee was not in compliance with section 178 of the Act, in absence of the requisite number of independent directors during the period under audit.

With the subsequent appointment of Mr. Jude Julius John Fernandes, as independent director w.e.f April 11, 2016, the Board has reconstituted the Remuneration & Nomination Committee to comply with the provisions of section 177(2) of the Act.

ANNUAL EVALUATION OF BOARD’S PERFORMANCE: NOT Applicable. MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY: During the year under review there were no material changes having impact on the financial position of the Company.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 During the year under review, pursuant to the provisions of Section 186 of the Companies Act, 2013, the Company made an inter- corporate deposit of Rs.30.00 Crore (Thirty Crore) to Astec Lifesciences Limited and as on March 31st, 2016 there was an outstanding inter- corporate deposit of Rs.30.00 Crore. The details of the investments made by the Company covered under Section 186 of the Companies Act, 2013 form part of the notes to the financial statements provided in Annual Report.

CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES All related party transactions that were entered into during the Financial Year under review were at arm’s length basis and were in the ordinary course of the business. The transactions are detailed in Form AOC - 2 vide Annexure V of the Directors’ Report. Your Directors draw attention of the Members to Note 15 of Significant Accounting Policies and Notes on Accounts to the financial statement which sets out related party disclosures. SIGNIFICANT REGULATORY OR COURT ORDERS:

During the Financial Year 2015-16, there are no significant and material orders passed by the

regulators or Courts or Tribunals which can adversely impact the going concern status of the Company

and its operations in future.

DISCLOSURES

Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo Your Company is focused on conservation of energy by inducting latest technology in the market. The particulars relating to conservation of energy, technology absorption, foreign exchange earnings and outgo, as required to be disclosed under the Act, are provided in Annexure VI to this Report.

EXTRACT OF ANNUAL RETURN Extract of Annual Return of the Company is annexed herewith as Annexure VII to this Report.

ADDITIONAL INFORMATION: The additional information required to be given under the Companies Act, 2013 and the Rules made thereunder, has been laid out in the Notes attached to and forming part of the Accounts. The Notes to the Accounts referred to the Auditors’ Report are self-explanatory and therefore do not call for any further explanation. HUMAN RESOURCES: Your Company continues to have amicable employee relations at all locations. The Board of Directors would like to place on record its sincere appreciation for the unstinted support it continues to receive from all its employees.

PARTICULARS OF EMPLOYEES: The details of the employees covered under the provisions of Rule 5(2) of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014. NOT APPLICABLE.

ACKNOWLEDGEMENT

The Board appreciates and places on record the contribution made by the employees during the year under review. The board also places on record their appreciation of the support of all stakeholders particularly shareholders, bankers, customers, suppliers and business partners.

For and On behalf of Creamline Dairy Products Limited

Sd/- sd/- K Bhasker Reddy M Gangadhar Managing Director Executive Director

DIN :00014291 DIN :00014325 Date : 12-05-2016 Place : Hyderabad

Annexure I

Form AOC-I (Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014)

Statement containing salient features of the financial statement of subsidiaries/ associate companies/ joint ventures

Part “A”: Subsidiaries Rs. In Lakhs

SL. No Particulars Details

1 Name of the subsidiary Nagavalli Milkline Pvt Ltd

2 Reporting period for the subsidiary concerned, if different from the holding company’s reporting period

Same as Holding Company i.e., Financial Year 2015-16 ended 31.03.2016

3 Reporting currency and Exchange rate as on the last date of the relevant Financial year in the case of foreign subsidiaries

Not Applicable

4 Share capital Authorized Share Capital [21,50,000 Equity Shares of Rs.10/- each] Issued Subscribed And Fully Paid – Up [20,10,400 Equity Shares of Rs.10/- each]

2,15,00,000

2,01,04,000

5 Reserves & surplus (774960)

6 Total assets 19637010

7 Total Liabilities 19637010

8 Investments 4000

9 Turnover (Non- Operating Income) 0

10 Profit before taxation (37766)

11 Provision for taxation Nil

12 Profit after taxation (37766)

13 Proposed Dividend Nil

14 % of shareholding 100 %

1. Names of subsidiaries which are yet to commence operations – Not Applicable 2. Names of subsidiaries which have been liquidated or sold during the year. – Not Applicable

For and on behalf of Creamline Dairy Products Limited

Sd/- K Bhasker Reddy Managing Director

Sd/- M Gangadhar Executive Director

Date : 12-05-2016

Place : Hyderabad

Part “B”: Associates and Joint Ventures

Statement pursuant to Section 129 (3) of the Companies Act, 2013 related to Associate Companies and Joint Ventures

1 Name of Associates/Joint Ventures

Not Applicable as the Company is not having any

Associate Companies and Joint Ventures

2 Latest audited Balance Sheet Date

3 Shares of Associate/Joint Ventures held by the company on the year end

i No.

ii Amount of Investment in Associates/Joint Venture

iii Extent of Holding %

4 Description of how there is significant influence

5 Reason why the associate/joint venture is not consolidated

6 Net-worth attributable to Shareholding as per latest audited Balance Sheet

7 Profit / Loss for the year

i Considered in Consolidation

ii Not Considered in Consolidation

1. Names of associates or joint ventures which are yet to commence operations: Not Applicable 2. Names of associates or joint ventures which have been liquidated or sold during the year: Not Applicable Note: This Form is to be certified in the same manner in which the Balance Sheet is to be certified.


Sd/- K Bhasker Reddy Managing Director

Sd/- M Gangadhar Executive Director

Date : 12-05-2016

Place : Hyderabad

Annexure II

NOMINATION AND REMUNERATION POLICY

I. INTRODUCTION

In pursuance of the Company’s policy to consider human resources as its invaluable assets, to

pay equitable remuneration to all Directors, key managerial personnel and employees of the

company, to harmonize the aspirations of human resources consistent with the goals of the

company and in terms of the provisions of the Companies Act, 2013 and Rules thereunder (as

amended from time to time), this policy on nomination and remuneration of Directors, Key

Managerial Personnel (KMP) and Senior Management has been formulated by the

Nomination and Remuneration Committee (“NAR”) and approved by the Board of Directors

of the Company.

II. PURPOSE OF THE POLICY

The purpose of this Policy is to establish and govern the procedure applicable:

a) to formulate the criteria in relation to appointment and removal of Directors, Key

Managerial Personnel and Senior Management.

b) to ensure appointment and level of composition of remuneration is reasonable and

sufficient to attract, retain and motivate directors of the quality required to run the

Company successfully

c) to ensure that the Remuneration payable to the Directors, Key Managerial Personnel

and Senior Management meets appropriate performance benchmarks.

d) to ensure that, the remuneration payable creates a balance between fixed and

incentive pay reflecting short and long term performance objectives appropriate to

the working of the Company and the goals.

e) to formulate a criteria for evaluation of performance of the Members of the Board.

III SCOPE OF APPLICATION

The Policy applies to the Board of Creamline Dairy Products Limited (the “Company”).

IV. DEFINITIONS

‘Act’ means the Companies Act, 2013

‘Board’ or ‘Directors’ means the Board of Directors of Creamline Dairy Products Limited

(CDPL)

‘Committee’ means the Nomination and Remuneration committee of the Company,

constituted and re-constituted by the Board from time to time

‘Company’ means Creamline Dairy Products Limited (CDPL)

‘Independent Director’ means a director appointed pursuant to Section 149(6) of the Act, as

amended from time to time

‘Key Managerial Personnel’ (the “KMP”) shall mean “Key Managerial Personnel” as defined in

Section 2(51) of the Act namely:

Managing Director, or Chief Executive Officer or Manager and in their absence, a

Whole-time Director

Chief Financial Officer

Company Secretary

such other officer as may be prescribed

‘Nomination and Remuneration Committee’, by whatever name called, shall mean a

Committee of Board of Directors of the Company, constituted in accordance with the

provisions of Section 178 of the Act

‘Other employees’ means all the employees other than the Directors, KMPs and the Senior

Management Personnel

‘Policy or This Policy’ means, ‘Nomination and Remuneration policy”

Senior Management means personnel of the Company who are members of its core

management team excluding Board of Directors. This would include all members of

management one level below the Executive Directors, including all functional heads as

defined in the Companies Act, 2013

V. INTERPRETATION

Terms, Words and Expressions used in this policy and not defined herein in this policy shall

have the same meaning assigned to them in the Companies Act, 2013 as may be amended

from time to time

VI. CONSTITUTION OF COMMITTEE

The Board of Directors of the Company (the Board) constituted the Nomination and

Remuneration Committee (NAR) on March 25th, 2015 as per the requirements under the

Companies Act, 2013 and rules thereunder (as amended from time to time). The Committee

shall comprise of atleast three Directors, all of whom shall be non-executive Directors and

atleast half shall be Independent. The Board has the authority to reconstitute this Committee

from time to time. The term of the Committee shall be continued unless terminated by the

Board of Directors.

VII. FUNCTIONING OF THE COMMITTEE

The meeting of the Committee shall be held at such regular intervals as may be required.

Minimum two (2) Members shall constitute a quorum for the Committee meeting. The

Members of the Committee present at the meeting shall choose amongst them to act as a

Chairman. Chairperson of the Company may be appointed as a member of the Committee but

shall not Chair the Committee. The Committee may invite such executives, as it considers

appropriate, to be present at the meetings of the Committee. Matters arising for

determination at Committee meetings shall be decided by a majority of votes of Members

present and voting and any such decision shall for all purposes be deemed a decision of the

Committee. In the case of equality of votes, the Chairman of the meeting will have a casting

vote.

VIII. MINUTES OF COMMITTEE MEETING

Proceedings of all meetings must be reviewed and signed by the Chairman of the said meeting

or the Chairman of the next succeeding meeting. Minutes of the Committee meeting will be

tabled at the subsequent Board and Committee meeting.

IX. ROLE OF THE COMMITTEE

The role of the Committee, inter alia, will be the following :

To formulate a Nomination and Remuneration policy as per the provisions of section

178 (4) of the Companies Act, 2013 and Rules there under.

To identify persons who are qualified to become directors and who may be appointed

in senior management in accordance with the criteria laid down, recommend to the

Board their appointment and removal and shall carry out evaluation of every

director’s performance.

To formulate the criteria for determining qualifications, positive attributes and

independence of a director and recommend to the board, relating to the

remuneration for the directors, key managerial personnel and other employees.

To develop a succession plan for the Board and to regularly review the plan

To assist the Board in fulfilling responsibilities

To perform such other functions as may be necessary or appropriate for the

performance of its duties

X. APPOINTMENT AND REMOVAL OF DIRECTOR, KMP AND SENIOR MANAGEMENT

i. Appointment Criteria and Qualifications

a. The Committee shall identify and ascertain the integrity, qualification, expertise and

experience of the person for appointment as Director, KMP or at Senior Management

level and recommend to the Board his / her appointment.

b. A person should possess adequate qualification, expertise and experience for the

position he / she is considered for appointment. The Committee has discretion to

decide whether qualification, expertise and experience possessed by a person is

sufficient / satisfactory for the concerned position.

c. The Company shall not appoint or continue the employment of any person as Whole-

time Director who has attained the age of seventy years. Provided that the term of

the person holding this position may be extended beyond the age of seventy years

with the approval of shareholders by passing a special resolution based on the

explanatory statement annexed to the notice for such motion indicating the

justification for extension of appointment beyond seventy years.

ii. Term / Tenure

a) Managing Director/Whole-time Director:

The Company shall appoint or re-appoint any person as its Executive Chairman,

Managing Director or Executive Director for a term not exceeding five years at a time.

No re-appointment shall be made earlier than one year before the expiry of term.

b) Independent Director:

An Independent Director shall hold office for a term up to five consecutive years on

the Board of the Company and will be eligible for re-appointment on passing of a

special resolution by the Company and disclosure of such appointment in the Board's

report.

No Independent Director shall hold office for more than two consecutive terms of

upto maximum of 5 years each, but such Independent Director shall be eligible for

appointment after expiry of three years of ceasing to become an Independent

Director. Provided that an Independent Director shall not, during the said period of

three years, be appointed in or be associated with the Company in any other capacity,

either directly or indirectly.

iii. Evaluation

The Committee shall carry out evaluation of performance of every Director, KMP and Senior

Management Personnel at regular interval (yearly).

iv. Removal

Due to reasons for any disqualification mentioned in the Act or under any other applicable

Act, rules and regulations there under, the Committee may recommend, to the Board with

reasons recorded in writing, removal of a Director, KMP or Senior Management Personnel

subject to the provisions and compliance of the said Act, rules and regulations.

v. Retirement

The Director, KMP and Senior Management Personnel shall retire as per the applicable

provisions of the Act and the prevailing policy of the Company. The Board will have the

discretion to retain the Director, KMP, Senior Management Personnel in the same position/

remuneration or otherwise even after attaining the retirement age, for the benefit of the

Company.

XI. POLICY FOR REMUNERATION TO DIRECTORS/KMP/SENIOR MANAGEMENT

PERSONNEL

i. Remuneration to Managing/Whole-time / Executive / Managing Director, KMP

and Senior Management Personnel:

The remuneration / compensation / commission etc. to Managerial Person, KMP and

Senior Management Personnel will be determined by the Committee and

recommended to the Board for approval.

The Remuneration/ Compensation/ Commission etc. to be paid to Director / Managing

Director etc. shall be governed as per provisions of the Companies Act, 2013 and rules

made there under or any other enactment for the time being in force.

Increments to the existing remuneration / compensation structure may be

recommended by the Committee to the Board which should be within the slabs

approved by the Shareholders in the case of Managerial Person.

ii. Remuneration to Non-Executive / Independent Director

Remuneration / Commission: The remuneration / commission shall be in accordance

with the statutory provisions of the Companies Act, 2013, and the rules made

thereunder for the time being in force.

Sitting Fees: The Non- Executive / Independent Director may receive remuneration by

way of fees for attending meetings of Board or Committee thereof. Provided that the

amount of such fees shall not exceed the maximum amount as provided in the

Companies Act, 2013, per meeting of the Board or Committee or such amount as may

be prescribed by the Central Government from time to time.

XII. DEVIATIONS FROM THIS POLICY

Deviations on elements of this policy in extraordinary circumstances, when deemed necessary

in the interests of the Company, will be made if there are specific reasons to do so in an

individual case.

XIII. REVIEW AND AMENDMENT

i. The NAR Committee or the Board may review the Policy as and when it deems

necessary.

ii. The NAR Committee may issue the guidelines, procedures, formats, reporting

mechanism and manual in supplement and better implementation to this Policy,

if it thinks necessary.

iii. This Policy may be amended or substituted by the NRC or by the Board as and

when required and also by the Compliance Officer where there is any statutory

changes necessitating the change in the policy.

Annexure -III ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY (CSR) ACTIVITIES

1. A brief outline of the company’s CSR policy, including overview of projects or

programmes proposed to be undertaken and a reference to the web-link to the CSR policy and projects or programmes. CDPL believes that corporate social responsibility (CSR) should not just be about philanthropy and compliance but that it should also offer a more holistic corporate approach towards economic, social, and environmental impacts as a whole. Scope of CSR shall include all the activities and programme as specified in Schedule VII and more specifically have the following:

i. To efface the problems connected to daily life including poverty, malnutrition and hunger while enhancing the standard of living and promoting the facets of better health care and sanitation.

ii. To promote the different segments of education including special education and programs, to enhance the vocation skills for all ages like children, women, elderly and conducting other livelihood enhancement projects.

iii. To bring the uniformity in respect of different sections of the society, to promote gender equality, to provide facilities for senior citizens, developing hostels for women and orphans and taking initiative for empowering women and lowering inequalities faced by socially and economically backward groups.

iv. To ensure wholesome improvement of flora and fauna, to bring the ecological balance and environmental sustainability in respect of animal welfare and conservation of natural resources maintaining the quality of air, water and soil.

v. To enhance Craftsmanship while protecting art and culture and to take measures to restore sites of historical importance and national heritage, promoting the works of art and setting up of public libraries.

vi. To undertake measures for the benefit of armed forces veterans, war widows and their dependents.

vii. To actively support Sports programs and training sessions, to enhance the level of rural sports, nationally recognized sports, Paralympics sports and Olympic sports.

viii. To donate to Prime Minister's National Relief Fund, to contribution to other fund set up by the central government, to promote socio-economic development and welfare of the schedule castes and Schedule Tribes and for supporting backward classes, minorities and women.

ix. To uplift the technology of incubator that comes under academic institutions and is approved by the Central Government.

x. To introduce varied projects for Rural Development

Company’s focus areas under CSR during the financial year 2015-16: Health - Medical Health Camp

Health Care programs leave a significant impact in terms of providing better health care to the marginalized sections of our society, especially old aged, women and children in the villages. In this connection CDPL in association with District Medical Health Office organize general health camps under the Corporate Social Responsibility programme. The objective of the camps is to provide free general health check-ups, distribute free medicines and refer for free treatment those patients who require longer-term attention. Animal Welfare - Veterinary Camp

Livestock sector has immense potential for growth in India. Livestock contribute to the livelihoods of the poor often in ways that cash, brick and mortar cannot. It offers them employment and a definite source of income on which they depend for their livelihood. The biggest impediment to growth of this sector is the large-scale prevalence of diseases which result in both morbidity and mortality and consequent production losses and adversely affect the animal productivity In order to tackle the issues of livestock health in a better way, CDPL is implementing veterinary camps. This is an ongoing activity/program plan from the past few years with some modifications, additions and alterations. The strategy of these camps will be to extend Disease Control Programme in all the operating states of CDPL. These camps provide vaccinations, deworming, treat gyneic cases and provide general checkup and treatment. Free medicines are distributed accordingly at all the camps. Awareness program on cattle management and good milking practices are also made a part of the veterinary camps.

Education

Education is the most important asset we have because our knowledge is the type of wealth that we will never lose no matter what, and the more we share it the more it increases. The vision of CDPL is to motivate and inspire children to attendant schools and to teach them the value of education. Keeping this vision in consideration CDPL-CSR conducts regular school activities like drawing & handwriting competitions, quiz essay writing etc. in and around its Nagpur premises. Students enjoy the event as it provides an opportunity to unleash their talent, imagination and creativity. In its effort in educational front under CSR the objective underlying such activities are providing encouragement, enhancing confidence and boosting motivation of talented and bright students at village level. Environment - Tree plantation / Sanitation

Keeping in mind the responsible environmental practices, CDPL have taken up the sanitation and tree plantation program as part of its CSR initiative. CDPL aims to act responsibly in all areas of its business, and in particular in relation to the environment, the communities within which it operates.

2. Composition of CSR committee has been reconstituted on 11th April, 2016 with the following directors of the company as the members.

Name of Director Designation

Mr.C.Balraj Goud Managing Director

Mr.M.Gangadhar Executive Director

Mr.Jude Julius John Fernandes Independent Director

Mr.S.Varadaraj Non Executive Director

3. Average net profit of the company for preceding three financial years (2012-2013 to

2014-2015) is Rs. 2157.44 lakhs.

4. Prescribed CSR Expenditure ( Two percent of the amount as in item 3 above) is Rs. 43.15 lakhs.

5. Details of CSR spend for the financial year 2015-16: a. Total amount spent for the financial year : Rs. 20.71 lakhs b. Amount unspent if any : 22.44 lakhs. c. Manner in which the amount spent during the financial year 2015-16 is detailed

below:

Sl No

CSR Project or activity identified

Sector in which the project is covered

Projects or Programs (1) local area or other

Amount outlay (budget) project or programs wise

Amount spent on the projects or programs

Cumulative expenditure upto the reporting period

Amount spent Direct or through implementing agency

1 Medical Health camp

To efface the problems connected to daily life including poverty, malnutrition and hunger while enhancing the standard of living and promoting the facets of better health care and sanitation.

Dist.: Medak, Warangal, Nalgonda, Siddipet and Nizamabad (Telangana)

7 lakhs 206384 206384 Direct

2 Veterinary camp

To ensure wholesome improvement of flora and fauna, to bring the ecological balance and environmental sustainability in

Dist.: Medak, Warangal, Nalgonda, Siddipet, Karimnagar & Nizamabad (Telangana) 18 lakhs

175925 175925 Direct

Dist.: Visakhapatnam, W. Godavari, Srikakulam, Krishna,

562981 562981 Direct

respect of animal welfare, conservation of natural resources and ago forestry while maintaining the quality of air, water and soil.

Guntur, Prakasham, Nellore & Chittor (Andhra Pradesh)

Dist.: Tiruvannamalai (Tamil Nadu)

231555 231555 Direct

Dist.: Bhandara , Chandrapur, Gondiya, Satara & Washim (Maharastra)

189101 189101 Direct

3 Education/School activity

To promote the different segments of education including special education and programs, to enhance the vocation skills for all ages like children, women & elderly.

Dist.: Chandrapur, Bhandara and Satara (Maharastra)

5 lakhs

34056 34056 Direct

Dist.Karimnagar (Telangana)

500000 500000 Indirect

4 Distribution of cans/ Sanitation

Conducting other livelihood enhancement projects and promoting cleanliness & sanitation.

Dist. Nalgonda and Medak (Telangana)

2 lakhs 170660 170660 Direct

Total 2070663 2070663

The Company has been initiating various steps for spending the amounts as prescribed under Company Act 2013, and the rules made thereunder.

Proper steps are being taken in the current financial year to take up new activities and spend the

maximum amount.

The implementation and monitoring of CSR policy, is in compliance with CSR objectives and policy of the Company.

Date : 12-05-2016 Place : Hyderabad


sd/- sd/-

C.Balraj Goud M.Gangadhar

Executive Director Executive Director

Annexure V Form No. AOC-2

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

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

1. Details of contracts or arrangements or transactions not at arm’s length basis

Sl No Particulars

(a) Name(s) of the related party and nature of relationship

NOT APPLICABLE

(b) Nature of contracts/arrangements/transactions

(c) Duration of the contracts / arrangements/transactions

(d) Salient terms of the contracts or arrangements or transactions including the value, if any

(e) Justification for entering into such contracts or arrangements or transactions

(f) date(s) of approval by the Board

(g) Amount paid as advances, if any:

(h) Date on which the resolution was passed in general meeting as required under first proviso to section 188

2. Details of material contracts or arrangement or transactions at arm’s length basis

Sl. No Particulars

1 Agreement for purchase of Milk


1.Khammam Milkline Pvt. Ltd Related Party

2.Mohan Milkline Pvt. Ltd Related Party

3.Ongole Milkline Pvt. Ltd Related Party

4.PamuruMilkine Pvt. Ltd Related Party

5.Dhulipalia Milkline Pvt. Ltd Related Party

6.Vidya Milkline Pvt. Ltd Related Party

7.Orgaa Farms Pvt. Ltd Related Party

8.Kavalli Milkline Related Party

9.Pragathi Milkline Related Party

(b) Nature of contracts /arrangements /transactions

Supplier of Milk on regular basis.

(c) Duration of the contracts / arrangements/ transactions

The contracts are for supply of milk on a continuous basis. The contracts can be terminated on mutual consent by giving a notice of six months from either side.


Procurement of milk from the above mentioned Companies/Firms are based on Basic cost fixed in accordance with the Rates prevailing in the respective District Unions of Co-Operatives. The said companies are also defrayed Operational Cost towards Logistic charges, Chilling cost and other Overheads. The Operational Cost would vary depending on Flush and Lean season. The Cost paid to these companies are strictly comparable with In-house Procurement.

(e) Date(s) of approval by the Board, if any:

Not Applicable.

(f) Amount paid as advances, and due as on 31.03.2016:

1.Khammam Milkline Pvt. Ltd 24,00,000

2.Vidya Milkline Pv.t Ltd 3,49,932

Total 27,49,932

2 Rental Agreements


Smt.K Sandhya Wife of Mr. K. Bhakser Reddy, Managing Director

Smt.M Ramakumari Wife of Mr. M. Gangadhar, Director

Smt.D Deepika Wife of Mr. D. Chandra Shekher Reddy, Director

Smt.C Manga Raj Wife of Mr .C. Balraj Goud, Director


Rental Agreement


The contracts are for a period of 11 months. The contracts can be terminated on mutual consent by giving a notice of two months from either side.


The property is leased to Creamline Dairy Products Limited for Rs.92,000/- p.m. for the 11 months tenor subject to applicable taxes.


Not Applicable


NIL

3 Resource Manager Agreements


Smt.K Sandhya Wife of Mr.K. Bhakser Reddy, Managing Director

Mr.M.K.Chaitanya Son of Mr. M. Gangadhar, Director

Smt.D Deepika Wife of Mr.D. Chandra Shekher Reddy, Director

Smt.C Manga Raj Wife of Mr.C. Balraj Goud, Director


Resource Manager Agreement


The said personnel are appointed as Resource Managers for a period of 5 years from 01.08.2011. The contracts can be terminated on mutual consent by giving a notice of six

months from either side.


The personnel are paid a salary as per the terms as detailed in the agreement.


Recommended by Board of Director’s in their Meeting held on 29.06.2011 and subsequently approved by the Shareholders in the EGM held on 26.07.2011


NIL

4 Inter Corporate Deposits


Astec Lifesciences Limited

Associate Company of Godrej Agrovet Limited, Holding Company of the Company.


Inter Corporate Deposit (ICD)

( c) Duration of the contracts / arrangements/ transactions

Three months from the date of making the deposit.


i. Rate of Interest – 10% ii. Tenure of ICD – Three months iii. Value of the transaction : upto Rs.50.00 Crore. iv. date of ICD : 18-01-2016 – Rs.25.00 crore 18.03.2016 – (5.00 Crore) 30-03-2016 – 5.00 crore 31-03-2016 –Rs.5.00 Crore

( e) Date(s) of approval by the Board

7th January, 2016.


NIL

For and On behalf of Creamline Dairy Products Limited Sd/- sd/-

K Bhasker Reddy M Gangadhar Managing Director Executive Director

Date : 12-05-2016

Place : Hyderabad

Annexure VI Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo

(A)Conservation of energy -

(i). the steps taken and impact on conservation of energy

Your Company has been undertaking the below mentioned steps on continuous basis across the company towards conservation of energy.

1. Replacement general tube lights with LED bulbs thereby saving.

2. Installing direct ammonia chiller for chilling re-constituted milk thereby saving power.

(ii). the steps taken by the company for utilizing alternate sources of energy

Installed 1.25MV x 2 no’s of windmills aggregating to 2.5MV in the F.Y.2005-06 at Radhapuram, Thirunelvelli, Tamilnadu and having wheeling agreement with TNEB.

(iii). the capital investment on energy conservation equipment’s

(B)Technology absorption

(i) the efforts made towards technology absorption

Your Company has made the following efforts towards technology absorption:

1. Implemented Rapid Milk Chiller (RMC) to enhance the Quality of Milk

2. Replaced 240 general tube-lights with LED bulbs 3. Installed Vapour Absorption Machine

refrigeration system. 4. Automatic CIP System 5. Installed Evaporative Condensers 6. Installation of wind turbo ventilators 7. Mandanna stone flooring for hygiene

(ii) the benefits derived like product improvement, cost reduction, product development or import substitution

The benefits derived were quality improvement, cost reduction and product development

(iii) in case of imported technology (imported during the last three years reckoned from the beginning of the financial year)

Not Applicable

(a) the details of technology imported

(b) the year of import

(c) whether the technology been fully absorbed

(d) if not fully absorbed, areas where absorption has not taken place, and the reasons thereof; and

(iv) the expenditure incurred on Research and Development

NIL

C) Foreign exchange earnings and Outgo Earnings : NIL Outgo : i. Dividend : Rs. 24,22,500/- ii. Import of Machinery : Rs.43,89,246/-

For Creamline Dairy Products Limited

Sd/- sd/-

Date: 12.05.2016 K Bhasker Reddy M Gangadhar Place: Hyderabad Managing Director Executive Director

Annexure-VII THE EXTRACT OF THE ANNUAL RETURN AS PROVIDED UNDER SUB-SECTION (3) OF SECTION 92 –IN

PRESCRIBED FORM MGT-9

I. REGISTRATION AND OTHER DETAILS:

i) CIN U15201TG1986PLC006912

ii) Registration Date 31.10.1986

iii) Name of the Company CREAMLINE DAIRY PRODUCTS LIMITED

iv) Category/Sub-Category of the Company PUBLIC LIMITED COMPANY

v) Address of the Registered Office and Contact Details

# 6-3-1238/B/21, ASIF AVENUE, SOMAJIGUDA, RAJ BHAVAN ROAD, HYDERABAD, TELANGANA - 500082

vi) Whether Listed Company NO

vii) Name, Address and Contact details of Registrar and Transfer Agent, if any

XL SOFTECH SYSTEMS LIMITED SAGAR SOCIETY, ROAD NO: 2, BANJARA HILLS, HYDERABAD, TELANGANA- 500034

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY (All the business activities contributing 10 % or more

of the total turnover of the company shall be stated)

S.No Name and Description of main products / services

NIC Code of the Product/service

% to total turnover of the company 1 Milk 10501 79%

2 Milk Products 10502,3,4,5 & 9 21%

III.PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES [No. of Companies for which

information is being filled].

S. No NAME AND ADDRESS OF THE

COMPANY CIN/GLN SUBSIDIARY

1 GODREJ AGROVETLIMITED U15410MH1991PLC135359 HOLDING COMPANY

2 NAGAVALLI MILKLINE PVT. LTD U15209TG1999PTC031625 Wholly Owned Subsidiary Company

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

i) Category-wise Share Holding

Category of Shareholders

No. of Shares held at the beginning of the year[As on 31-March-2015]

No. of Shares held at the end of the year[As on 31-March-2016]

% Change during

the year

Demat Physical Total

% of Total

Shares Demat Physical Total

% of Total

Shares

A. Promoter s

(1) Indian

a) Individual/ HUF

---

6203800 6203800

60.37

--- 5405692 5405692

47.74

(12.63)

b) Central Govt --- --- --- --- --- --- --- --- ---

c) State Govt(s) --- --- --- --- --- --- --- --- ---

d) Bodies Corp. --- --- --- --- 5879008 0 5879008 51.91 51.91

e) Banks / FI --- --- --- --- --- --- --- --- ---

f) Any other --- --- --- --- --- --- --- --- ---

Total shareholding of Promoter (A)

--- 6203800 6203800

60.37

5879008 5405692 11284700

99.65

39.28

B. Public Shareholding

1. Institutions

a) Mutual Funds --- --- --- --- --- --- --- --- ---

b) Banks / FI --- --- --- --- --- --- --- --- ---

c) Central Govt --- --- --- --- --- --- --- --- ---

d) State Govt(s) --- --- --- --- --- --- --- --- ---

e) Venture Capital Funds

--- --- --- --- --- --- --- --- ---

f) Insurance Companies

--- --- --- --- --- --- --- --- ---

g) FIIs --- --- --- --- --- --- --- --- ---

h) Foreign Venture Capital Funds

--- --- --- --- --- --- --- --- ---

i) Others (specify)

--- --- --- --- --- --- --- --- ---

Sub-total (B)(1):-

--- --- --- --- --- --- --- --- ---

2. Non-Institutions

a) Bodies Corp.

i) Indian 60000 2671993 2731993 26.58 --- --- --- --- (26.58)

ii) Overseas --- --- --- --- --- --- --- --- ---

b) Individuals --- --- --- --- --- --- --- --- ---

i) Individual shareholders holding nominal share capital upto Rs. 1 lakh

5000 181500 186500 1.81 --- 15000 15000 0.13 (1.68)

ii) Individual shareholders holding nominal share capital in excess of Rs. 1 lakh

105600 312100 417700 4.07 -- 25000 25000 0.22 (3.85)

c) Others (specify)

--- --- --- --- --- --- --- --- ---

Non Resident Indians

502900 123000 625900 6.09 -- --- --- --- (6.09)

Overseas Corporate Bodies

--- 111000 111000 1.08 --- --- --- --- (1.08)

Foreign Nationals

--- --- --- --- --- --- --- --- ---

Clearing Members

--- --- --- --- --- --- --- --- ---

Trusts --- --- --- --- --- --- --- --- ---

Foreign Bodies - D R

--- --- --- --- --- --- --- --- ---

Sub-total (B)(2):-

Total Public Shareholding (B)=(B)(1)+ (B)(2)

673500 3399593 4073093 39.63 -- 40000 40000 0.35 (39.28)

C. Shares held by Custodian for GDRs & ADRs

--- --- --- --- --- --- --- --- ---

Grand Total (A+B+C)

6815300 9663393 1027689

3 100 5879008 5445692 11324700 100 ---

B) Shareholding of Promoter-

SN

Shareholder’s

Name

Shareholding at the beginning of the year Shareholding at the end of the year % change

in share-

holding

during

the year

No. of

Shares

% of total

Shares of

the

company

% of Shares

Pledged /

encumbered to

total shares

No. of

Shares

% of total

Shares of

the

company

% of Shares

Pledged /

encumbered

to total

shares

1

Godrej Agrovet

Limited --- --- --- 5879008 51.91 --- 51.91

2 BHASKER REDDY K 868500 8.45 --- 868500 7.67 --- (0.78)

3 SRINATH SHETKAR 55500 0.54 --- 20000 0.18 --- (0.36)

4 CHANDRA

SHEKHER REDDY D 835292 8.13

--- 835292 7.38

--- (0.75)

5 BALRAJ GOUD C 744892 7.25 --- 654892 5.78 --- (1.47)

6 GANGADHAR

MANDAVA 834400 8.12

--- 799400 7.06

--- (1.06)

TOTAL 3338584 32.49 --- 9057092 79.98 --- (47.49)

C) Change in Promoters’ Shareholding

SN Shareholder’s Name

Shareholding at the

beginning of the year

Cumulative

Shareholding during

the year

No. of

shares

% of total

shares of

the

company

No. of

shares

% of total

shares of

the

company

1 K.Bhasker Reddy

At the beginning of the year 868500 8.45 868500 8.45

Date wise Increase/Increase in Promoters

Shareholding during the year Nil Nil Nil Nil

At the end of the year 868500 7.67 868500 7.67

2 D. CHANDRA SHEKHER REDDY


Date wise Increase in Promoters

Shareholding during the year

Nil Nil Nil Nil


3 SREENATH SHETKAR


Date wise Increase/Increase in Promoters


(35500)

(0.31)

20000

0.18


4 M.GANGADHAR




(35000)

0.31

799400 7.06


5 C BALRAJ GOUD




(90000) (0.79) 654892 5.78


6 GODREJ AGROVET LIMITED



Shareholding during the year (16-12-2015, 21-12-2015 & 07-01-2016)

3207015 25.91 5879008 51.91


D) Shareholding Pattern of top ten Shareholders : (other than Directors, Promoters and Holders of GDRs and ADRs):

SN For Each of the Top 10

Shareholders

Shareholding at the beginning of the year

Cumulative Shareholding during

the year

No. of shares

% of total shares of

the company

No. of shares


the company

1 C.Mangaraj 484208 4.71 484208 4.71

Date wise Increase / Decrease in


(50000) (0.88) 434208 3.83


2 K.Sandhya 378450 3.68 378450 3.68

Date wise Increase / Decrease in Shareholding during the year

(88450) (1.12) 290000 2.56


3 M.Rama Kumari Mandava 386208 3.76 386208 3.76


( 135000) (1.54) 251208 2.22


4 M.K.Chaitanya 330892 3.22 330892 3.22


(100000) (1.18) 230892 2.04


5 D. Deepika 278358 2.71 278358 2.71


(73358) (0.90) 205000 1.81


6 K.Prateek 207900 2.02 207900 2.02


(12900) (0.30) 195000 1.72


7 D.Uthej Reddy 183700 1.79 183700 1.79


(10000) (0.26) 173700 1.53


8 D.Ravitej Reddy 183700 1.79 183700 1.79


(10000) (0.26) 173700 1.53


9 K.Rinny 93400 0.91 93400 0.91


(6400) (0.14) 87000 0.77


10 C.Mounica 126900 1.23 126900 1.23


(50000) (0.55) 76900 0.68


E) Shareholding of Directors and Key Managerial Personnel:

SN Shareholding of each Directors and each Key Managerial Personnel

Shareholding at the beginning of the year

Cumulative Shareholding during the year

No. of shares


the company

No. of shares


the company

1 Nadir B. Godrej

At the beginning of the year Nil

Date wise Increase/Increase Shareholding

during the year

At the end of the year

2 K. Bhasker Reddy


Date wise Increase/Increase Shareholding during the year

Nil Nil Nil Nil


3 D. Chandra Shekher Reddy



Nil Nil Nil Nil


4 M.Gangadhar



(35000)

0.31

799400 7.06


5 C Balraj Goud



(90000) (0.79) 654892 5.78


6 B S Yadav

At the beginning of the year

Nil Date wise Increase / Decrease in



7 S Varadaraj





8 Surekha Revalli





9 Mangesh Wange Nil





10 P.Gopalakrishnan – Chief Executive Officer

Nil





11 Kapil Sood – Chief Financial Officer

Nil





12 S.Raghava Reddy – Company Secretary

Nil





V.INDEBTEDNESS -Indebtedness of the Company including interest outstanding/accrued but not due for payment (Rupees in lakhs).

Secured Loans

excluding deposits Unsecured

Loans Deposits

(Refer Note) Total

Indebtedness

Indebtedness at the beginning of the financial year

i) Principal Amount 2554 1500 --- 4054

ii) Interest due but not paid

-- -- -- --

iii) Interest accrued but not due -- -- -- --

Total (i+ii+iii) 2554 1500 --- 4054

Change in Indebtedness during the financial year

* Addition -- 4670 4670

* Reduction

Net Change 2135 -- 2135

Indebtedness at the end of the financial year

i) Principal Amount 428 4670 - 5098

ii) Interest due but not paid - - - -

iii) Interest accrued but not due - - - -

Total (i+ii+iii) 428 4670 - 5098

Note: The Company accepts security deposits from Transporters, Booths & Parlour and others in the ordinary course of business. The details of the security deposits with the Company for the Financial

Year 2015-16 is grouped under Note 7 – Other Long Term Liabilities of the Note to accounts forming part of the financial statements.

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL-

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

SN.

Particulars of Remuneration

Name of MD/WTD/ Manager (Lacs per annum) Total

Amount

K Bhasker Reddy (MD)

M Gangadhar

(WTD)

D Chandra Shekher Reddy (WTD)

C Balraj Goud (WTD)

1 Gross salary

(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961

30.88 30.74 30.74 30.74 123.11

(b) Value of perquisites u/s 17(2) Income-tax Act, 1961 5.92 2.59 5.43 4.01 17.95

(c) Profits in lieu of salary under section 17(3) Income- tax Act, 1961

--- --- --- --- ---

2 Stock Option --- --- --- --- ---

3 Sweat Equity --- --- --- --- ---

4 Commission- as % of profit - others, specify.

--- --- --- --- ---

5 Others, (Recovery)

(4.13) (4.12) (4.12) (4.12) (16.49)

Total (A)

32.67 29.21 32.05 30.63 124.57

Ceiling as per the Act

As prescribed under schedule V of the Companies Act, 2013 and as per the

special resolution passed by the shareholders at their AGM held on 29th

September, 2014

.

B. Remuneration to other directors

SN. Particulars of

Remuneration

Name of Directors Total

Amount Surekha Revalli

Srinath Shetker

Mohana R Velagapudi

B S Yadav S

Varadaraj

1 Independent Directors

Fee for attending board committee meetings

140,000 -- --- --- --- 140,000

Commission --- --- --- --- --- ---

Others, please specify --- --- --- --- --- ---

Total (1) 1,40,000 --- --- --- --- 140,000

2 Other Non-Executive Directors

Fee for attending board committee meetings

--- 140,000 20,000 60,000 80,000 3,00,000

Commission --- --- --- --- --- ---

Others, please specify --- --- --- --- --- ---

Total (2) --- 140,000 20,000 60,000 80,000 3,00,000

Total (B)=(1+2) 140,000 140,000 20,000 60,000 80,000 4,40,000

Total Managerial Remuneration

-- -- -- -- -- --

Overall Ceiling as per the Act Sitting fee of Rs.20,000/- per each Director for each Meeting paid to Independent

Director and to Non-Executive Directors.

B. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD

SN

Particulars of Remuneration

Key Managerial Personnel( lacs per annum)

CEO CS CFO Total

1 Gross salary

(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961

(b) Value of perquisites u/s 17(2) Income-tax Act, 1961

57.08 8.05 6.21 71.34

(c) Profits in lieu of salary under section 17(3) Income-tax Act, 1961

--- --- --- ---

2 Stock Option --- --- --- ---

3 Sweat Equity --- --- --- ---

4

Commission - as % of profit

--- --- --- ---

others, specify… --- --- --- ---

5 Others, please specify --- --- --- ---

Total 57.08 8.05 6.21 71.34

Note : Mr. Anand Addanki, has been appointed as CFO w.e.f. 17th August,2015 and continued up to 18th

January,2016. Hence his salary is taken for only 5 months period.

VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:

Type Section of the Companies Act

Brief Description

Details of Penalty / Punishment/ Compounding fees imposed

Authority [RD / NCLT/ COURT]

Appeal made, if any (give Details)

A. COMPANY

NIL

Penalty

Punishment

Compounding

B. DIRECTORS

Penalty

Punishment

Compounding

C. OTHER OFFICERS IN DEFAULT

Penalty

Punishment

Compounding

For Creamline Dairy Products Limited

Sd/- Sd/- Date : 12.05.2016 K. Bhasker Reddy M.Gangadhar Place :Hyderabad Managing Director Executive Director

S.B.S.MANIAN & CO.,

Chartered Accountants

1001A, Raghava Ratna Towers, Chirag Ali Lane, Abids, Hyderabad – 500 001 040-23202122, 23204058, Email: [email protected], [email protected]

Independent Auditors’ Report To The Members of Creamline Dairy Products Limited, Report on the Standalone Financial Statements:

1. We have audited the accompanying standalone financial statements of Creamline Dairy Products Limited (the

“Company”) which comprise the attached Balance Sheet as at 31st March 2016, the statement of Profit and Loss Account and Cash Flow statement for the year then ended and a summary of significant accounting policies and other explanatory information.

Management’s Responsibility for the Financial Statements: The Company’s Board of Directors are responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ( “ the Act”) with respect to the preparation and presentation of these standalone financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting standards specified under Section 133 of Act, read with Rule 7 of the Companies ( Accounts) Rules, 2014. This responsibility also includes the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

S.B.S.MANIAN & CO.,



Auditors Responsibility: Our responsibility is to express an opinion on these Standalone Financial Statements based on our audit. While conducting the audit, we have taken into account the provision of the Act, the accounting and audit and matters which are required to be included in the audit report under the provisions of the Act and Rules made there under. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the Standalone financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company’s preparation of the financial statements that given a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the company has in place an adequate internal financial control system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by Company’s Directors, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statement

S.B.S.MANIAN & CO.,



Opinion: In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements, give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March, 2016 and its profit and its cash flows for the year ended on that date.

Report on other legal and Regulatory Requirements:

1. As required by the Companies (Auditors’ Report) Order, 2016

(“the Order) issued by the Central Government of India in terms of sub-section (11) of section 143 of the Companies Act, 2013(hereinafter referred to as “the Act”),and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in the Annexure A statement on the matters specified in paragraphs 3 and 4 of the Order.

2. As required by Section 143 (3) of the Act, we report that:

a. We have sought and obtained all the information and

explanations, which to the best of our knowledge and belief were necessary for the purpose of our audit.

b. In our opinion, proper books of accounts as required by law

have been kept by the Company so far as it appears from our examination of those books.

c. The Balance Sheet, the statement of Profit and Loss and the Cash Flow statement dealt with by this report are in agreement with the relevant books of accounts;

S.B.S.MANIAN & CO.,



d. In our opinion, the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement dealt with by this report comply with the Accounting Standards referred to in Section 133 of the Companies Act, 2013, read with Rule 7 of the Companies (Accounts) Rules 2014.

e. On the basis of written representations received from the

directors of the Company as on March 31st, 2016 taken on record by the Board of Directors of the Company, none of the directors are disqualified as on 31st March, 2016 from being appointed as a director of that company in terms of Section 164(2) of the Companies Act, 2013.

f. With respect to the adequacy of the internal financial

controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate report in “Annexure B” and

g. With respect to the other matters to be included in the

Auditor’s Report in accordance with Rule 11 of the Companies ( Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations give to us

i) The company has disclosed the impact of pending litigations on its financial position in its standalone financial statements – Refer Note 1.23B of the notes to accounts of the financial statements;

ii) The company did not have any material foreseeable losses on long term contracts including derivative contracts.

iii) According to the information and explanations given to us, the company has no unclaimed dividend which

S.B.S.MANIAN & CO.,



is required to be transferred, to the Investor Education and Protection Fund.

For S.B.S.MANIAN & CO., Chartered Accountants,

Firm No.008165S Place : Hyderabad CA.S.B.S.MANIAN Date : 12.05.2016 Partner

Membership.No.26586 ANNEXURE TO THE AUDITORS’ REPORT

The annexure referred to in paragraph 1 under our ‘Report on other legal and Regulatory requirements in the independent auditors report of even date to the members of Creamline Dairy Products Ltd on the standalone financial statements for accounts of the Company for the year ended 31st March, 2016, we report that

On the basis of such checks as we considered appropriate and according to the information and explanations given to us during the course of audit, we state that:

(i) a) On the basis of available information, the company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets.

b) As explained to us, all Fixed assets have not been physically

verified by the management during the year but there is regular program of verification which, in our opinion, in reasonable having regard to the size of the Company and the nature of its

S.B.S.MANIAN & CO.,



assets. No material discrepancies were noticed on such verification

c) According to the information and explanations given to us and on the basis of our examination of the records of the Company, the title deeds of immovable properties are held in the name of the Company.

(ii) a) In respect of inventories (excluding stocks lying with third parties) has been physically verified by the management during the year. In respect of inventory lying with third parties, these have substantially been confirmed by them. In our opinion, the frequency of verification is reasonable.

(b) In our opinion and according to the information and explanation given to us, the procedures of physical verification of inventory followed by the management are reasonable and adequate in relation to the size of the company and the nature of its business.

(c) The company, has maintained proper records of inventories.

Material discrepancies noticed on physical verification carried out during the year have been properly dealt with in the books of accounts.

(iii) In our opinion and according to the information and

explanations given to us, the Company has not accepted any deposits from the public within the provisions of the sections 73 and 74 of the Act and the rules framed thereunder to the extent notified.

(iv) We have broadly reviewed the books of account maintained by

the Company in respect of products where, pursuant to the rules made by the Central government of India, the maintenance of cost records has been specified under clause (d) of sub-section (1) of Section 148 of the Act, and are of the

S.B.S.MANIAN & CO.,



opinion that, primafacie, the prescribed accounts and records have been made and maintained. We have not, however made a detailed examination of the cost records with a view to determine whether they are accurate or complete.

(v) In our opinion and according to the information and explanations given to us, the Company has granted loan to body corporate covered in the register maintained under section 189 of the Companies Act, 2013 (‘the Act’).

a) In our opinion, the rate of interest and other terms and

conditions on which the loans had been granted to the bodies corporate listed in the register maintained under Section 189 of the Act were not, prima facie, prejudicial to the interest of the Company

b) In the case of the loans granted to the bodies corporate listed in the register maintained under section 189 of the Act, the borrowers have been regular in the payment of the principal and interest as stipulated.

c) There are no overdue amounts in respect of the loan granted

to a body corporate listed in the register maintained under section 189 of the Act.

(vi) In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of Section 185 and 186 of the Act, with respect to the loans made.

(vii) a) According to the information and explanation given to us and on the basis of our examination of the records of the Company, amounts deducted/accrued in the books of accounts in respect of undisputed statutory dues including , Provident fund, Employees’ State Insurance , Income Tax, Sales Tax, Service Tax, value added tax, duty of customs, Excise Duty, Cess and other material statutory dues applicable have been deposited

S.B.S.MANIAN & CO.,



during the year by the company with the appropriate authorities. According to the information and explanations given to us, no undisputed amounts payable in respect of Provident fund, Employees’ State Insurance , Income Tax, Sales Tax, Service Tax, value added tax, duty of customs, Excise Duty, Cess and other material statutory dues applicable statutory dues were in arrears as at 31.03.2016 for a period of more than six months from the date of being payable.

b) According to the information and explanation given to us, the dues outstanding with respect to, income tax, sales tax, value added tax, duty of customs, service tax, cess and any other material statutory dues applicable to it, on account of any dispute, are as follows

(viii) Based on our audit procedures and according to the information

and explanations given to us, we are of the opinion that, the Company has not defaulted in repayment of dues to financial institutions or Banks as at the balance sheet date.

(ix) According to the information and explanations given to us, , the term loans have been applied for the purpose for which the loans were obtained. (x) During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanation given to us, we report that no material fraud on or by the Company has been noticed or reported during the year, nor we have been informed of such instance by the management. (xi) According to the information and explanations give to us and based on our examination of the records of the Company, the Company has Paid/ provided for managerial remuneration in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Act.

S.B.S.MANIAN & CO.,



Income Tax

A.Y 2005-06 (F.Y.2004-05) A.Y 2008-09 (F.Y.2007-08) A.Y.1995-96 A.Y.1996-97 A.Y.1997-98 A.Y.1998-99 A.Y.1999-00 A.Y.2000-01

Rs.38.21 lakhs out of which Rs.33.72 lakhs has been deposited/adjusted Rs.12.75 lakhs. The entire amount has been deposited. Rs.0.71 Lakhs Rs.2.97 Lakhs Rs.7.09 lakhs Rs.9.69 Lakhs Rs.29.95 Lakhs Rs.0.89

High court of Judicature of Andhra Pradesh at Hyderabad arising out of the order of the Income tax Appellate Tribunal, Hyderabad Income Tax appellate tribunal has disposed the matter and advised the assessing officer for consequential order ,which is pending Commissioner of Income tax Appellate Tribunal Commissioner of Income tax Appellate Tribunal Commissioner of Income tax Appellate Tribunal Commissioner of Income tax Appellate Tribunal Commissioner of Income tax Appellate Tribunal Commissioner of Income tax Appellate Tribunal

S.B.S.MANIAN & CO.,



1

Income Tax

A.Y 2005-06 (F.Y.2004-05)

A.Y 2008-09 (F.Y.2007-08)

A.Y.1995-96 A.Y.1996-97 A.Y.1997-98 A.Y.1998-99 A.Y.1999-00 A.Y.2000-01

Rs.38.21 lakhs out of which Rs.33.72

lakhs has been deposited/adjusted

Rs.12.75 lakhs. The entire amount has been

deposited.

Rs.0.71 Lakhs Rs.2.97 Lakhs Rs.7.09 lakhs Rs.9.69 Lakhs Rs.29.95 Lakhs Rs.0.89

High court of Judicature of Andhra Pradesh at Hyderabad arising out of the order of the

Income tax Appellate Tribunal, Hyderabad

Income Tax appellate tribunal has disposed the matter and

advised the assessing officer for consequential order ,which is

pending

Commissioner of Income tax Appellate Tribunal Commissioner of Income tax Appellate Tribunal Commissioner of Income tax Appellate Tribunal Commissioner of Income tax Appellate Tribunal Commissioner of Income tax Appellate Tribunal Commissioner of Income tax Appellate Tribunal

S.B.S.MANIAN & CO.,



2. Sales Tax

F.Y. 2004-05

F.Y.2005-06

FY 2010-11

Rs.17.56 lakhs Out of which

RS Rs.2.51 lakhs has been

deposited.

Rs.8.66 lakhs

Rs.1.08 lakhs out which

Rs.0.14 lakhs deposited

Rs.1.08 lakhs

Sales Tax Appellate Tribunal

Andhra Pradesh High Court

Revision order awaited from

assessing officer (VAT)

Andhra Pradesh High Court

The Appellate

Dy. Commissioner (CT)

The Appellate

Dy. Commissioner (CT)

S.B.S.MANIAN & CO.,



(xii) In our opinion and according to the information and explanations given to us, the Company is not a nidhi company. Accordingly, Paragraph 3(xii) of the order is not applicable. (xiii) According to the information and explanations given to us and based on our examination of the records of the Company, transactions with the related parties are in compliance with the sections 177 and 188 of the Act where applicable and details of such transactions have been disclosed in the financial statements as required by the applicable accounting standards. (xiv) According to the information and explanations give to us and based on our examination of the records of the Company, the Company has made preferential allotment of equity shares during the year . (xv) According the information and explanations given to us and based on our examination of the records of the Company, the Company has not entered into non-cash transactions with directors or persons connected with them. Accordingly, paragraph 3 (xv) of the order is not applicable.

(xvi) The Company is not required to be registered under section 45-IA of the Reserve Bank of India Act1934.

For S.B.S.MANIAN & CO., Chartered Accountants

Firm No.008165S Place : Hyderabad CA.S.B.S.MANIAN Date : 12.05.2016 PARTNER Membership.No.26586

S.B.S.MANIAN & CO.,



Annexure – B to the Auditors Report Report on the Internal Financial Controls under clause (i) of sub Subsection 3 of Section 143 of the Companies Act,2013( “ the Act”) We have audited the internal financial controls over financial reporting of Creamline Dairy Products Limited (“the Company”) as of 31st March’2016 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date. Management’s Responsibility for Internal Financial Controls The Company’s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance note on Audit of Internal Financial controls over financial Reporting issued by the Institute of Chartered Accountants of India(ICAI). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act,2013 Auditors Responsibility Our responsibility is to express an opinion on the Company’s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the “Guidance Note”) and the standards on Auditing, issued by ICAI and deemed to be prescribed under section 143 (10) of the Companies Act,2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we

S.B.S.MANIAN & CO.,



comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk . The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls system over financial reporting. Meaning of Internal Financial Controls over Financial Reporting A company’s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that , in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition , use, or disposition of the company’s assets that could have a material effect on the financial statements.

S.B.S.MANIAN & CO.,



Inherent Limitations of Internal Financial Controls Over Financial Reporting Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected . Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Opinion : In our opinion , the Company has, in all material respects, an adequate internal financial control system over financial reporting and such internal financial control over financial reporting were operating effectively as at 31st March 2016, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.


Firm No.008165S Place: Hyderabad CA.S.B.S.MANIAN Date: 12.05.2016 PARTNER Membership.No.26586

BALANCE SHEET AS AT 31st MARCH, 2016

Note AS AT AS AT

NO. 31st Mar,2016 31st Mar,2015

Rupees Rupees

I. EQUITY AND LIABILITIES

1. Shareholders' Funds

(a) Share Capital 2 113247000 102768930

( b) Reserves and Surplus 3 1509091022 773142789

(c) Deferred Govt Grants 4 24166529 37911073

Sub-Total Shareholders' Funds 1646504551 913822792

2. Non - Current Liabilities

(a) Long-term borrowings 5 57083578 135699202

(b) Deferred tax Liabilities (Net) 6 48808921 37969923

(c) Other Long-term Liabilities 7 74266265 62255922

(d) Long-term Provisions 8 9688059 5595614

Sub-Total Non-Current Liabilities 189846823 241520661

3. Current Liabilities

(a) Short - term borrowings 9 410000000 141958440

(b) Trade Payables 10 289953020 304929136

(c) Other Current Liabilities 10 226684043 413302149

(d) Short-term provisions 11 149021647 90156277

Sub-Total Current Liabilities 1075658710 950346002

TOTAL EQUITY AND LIABILITIES (1+2+3) 2912010085 2105689455

II ASSETS

1. Non-current assets

a) Fixed Assets

(i) Tangible assets 12 924168997 824495692

(ii) Intangible assets 12 27935969 25184404

(iii) Capital Work - In - Progress 12 68787369 19377874

Sub-Total Fixed Assets 1020892335 869057970

b) Non-current Investments 13 56308200 56308200

c) Long-term Loans and advances 14 48893326 37863880

d) Other non-current assets 15 2593000 3934178

Sub-Total Other Non-Current Assets 107794526 98106258

Sub-Total Non-Current Assets 1128686861 967164228

2. Current Assets

(a) Inventories 16 687282152 954541339

(b) Trade receivables 17 57221592 35648087

(c) Current Investments 13A 510000000 -

(d) Cash and Cash equivalents 18 88324749 59522442

(e) Short-term loans and advances 14 440494732 88813361

Sub-Total Current Assets 1783323225 1138525229

TOTAL ASSETS (1+2) 2912010085 2105689456

Summary of Significant Accounting Policies & Notes to the accounts1

The schedules referred to above form an integral

part of the Balance Sheet

This is the Balance Sheet referred to in our report

of even date

For and on behalf of the Board

Sd/- Sd/-

For S.B.S. MANIAN & CO K. Bhasker Reddy M. Gangadhar

Chartered Accountants Managing Director Executive Director

Firm No.008165S

Sd/- Sd/- Sd/-

CA.S.B.S MANIAN C. Balraj Goud D. Chandra Shekher Reddy

Partner Executive Director Executive Director

Mem.No.26586

Place : Hyderabad Sd/- Sd/-

Date : 12.05.2016 P.Gopalakrishnan Kapil Sood

Chief Executive Officer Chief Financial Officer

Sd/-

S.Raghava Reddy

Company Secretary

CREAMLINE DAIRY PRODUCTS LIMITED

PROFIT AND LOSS FOR THE YEAR ENDED 31st MARCH' 2016

PARTICULARS Year ended Year ended

Note 31st Mar,2016 31st Mar,2015

NO. Rupees Rupees

INCOME

Revenue from operations (Gross) 19 9605050513 8587016746

Less: Excise Duty 4524025 2843903

Revenue from operations (Net) 9600526488 8584172843

Other Income 20 28929451 28221984

Total Revenue:(I) 9629455939 8612394827

EXPENDITURE

(a) Cost of materials consumed 21 6901959917 6857721082

(b) Changes in inventories of finished goods, work-in- progress 22 151514220 (433365694)

(c) Power and Fuel 169294240 166220174

(d) Employee benefits expenses 23 428780145 372509325

(e) Other expenses 25 1389830723 1336428090

Total (II) 9041379245 8299512978

Earnings before interest, Tax, Depreciation and Amortization

(EBITDA ) (I)-(II) 588076694 312881850

(f) Finance costs 24 43058804 47803534

(g) Depreciation and amortisation expenses 12 119649755 143717242

Total (III) 162708559 191520776

PROFIT BEFORE EXTRAORDINARY ITEMS AND TAX (I-II-III) 425368135 121361074

Prior Period Income/(Expenditure) (277764) (250236)

PROFIT BEFORE TAX 425090372 121110838

Provision for Tax - Current 141000000 56000000

- Deferred 10838998 (26005417)

- Wealth Tax 83408

PROFIT AFTER TAX 273251374 91032847

Surplus Brought Forward 574935521 554350506

PROFIT AVAILABLE FOR APPROPRIATION 848186895 645383353

APPROPRIATIONS

Dividend 30830679 20553786

Tax on Dividend 6276401 4109548

Transfer to General Reserve 12500000 12500000

Adjusted relating to fixed assets 33284498

Surplus Carried to Balance Sheet 798579815 574935521

848186895 645383353

Earnings per Equity share - Basic (Rs.) per share of Rs.10/-each (Annually) 26.59 8.86

Earnings per Equity share - Diluted (Rs.) per share of Rs.10/- each (Annually) 26.59 8.86

Summary of Significant Accounting Policies & Notes to the accounts 1The schedules referred to above form an integral part of the Profit & Loss

statement

This is the Profit & Loss statement referred to in our report of even date


Sd/- Sd/-

For S.B.S.MANIAN & CO., K.Bhasker Reddy M. Gangadhar


Firm No.008165S

Sd/- Sd/- Sd/-

CA.S.B.S MANIAN C.Balraj Goud D.Chandra Shekher Reddy


Mem.No.26586

Place : Hyderabad

Date : 12.05.2016 Sd/- Sd/-

P.Gopalakrishnan Kapil Sood


Sd/-

S.Raghava Reddy

Company Secretary


(All amounts are in lakhs of Indian Rupees unless otherwise stated)

31st Mar 2016 31st Mar 2015

A. Cash Flow From Operating Activities:

Net Profit Before Tax and Extraordinary Items 425090372 121361074

Non cash adjustment to reconcile profit before tax to net cash flows

Adjustments For:

Depreciation/Amortization on fixed assets 119649755 143717242

(Profit)/Loss on Sale of Fixed Assets (403302) 1131841

Interest 26523364 38348626

Other Income (4978427) (5333038)

Interest Income (9638035) (4194959)

Subsidy transferred to P&L (13744544) (17204868)

Provision for income tax (141000000) 56000000

Preliminary expenses written off - 32800

Operating profit Before Working Capital Changes 401499183 333858718

Moment in working capital

Adjustments For:

(Increase)/Decrease in Inventories 267259187 (319648435)

(Increase)/Decrease in Trade Receivables (21573506) (8044723)

(Increase)/Decrease In long term Loans and Advances (11029446) 3059405

(increase)/Decrease in short term loans and Advances (351681370) 75032460

Increase/(Decrease) in other long term liabilities 12010343 10537655

Increase/(Decrease) in long term provisions 4092445 2570850

(Increase)/Decrease in Trade Payables (14976116) 63942207

Increase/(Decrease) in Other Current Liabilities (186618106) 92835681

Increase/(Decrease) in Short term provisions (47470940) (42550067)

(Increase)/Decrease In other non current assets 1341178 (2512020)

Direct taxes paid 106336310 (71589845)

( incl.taxation of earlier years & net of refund)

Net Cash Generated From/(used) in Operations 159189162 137491884

B. Cash Flow From Investing Activities:

Proceeds from Equity Share capital and Share premium 510282009

Purchase of Fixed Assets including intangible assets, CWIP (272869411) (136938867)

Proceeds from Sale of Fixed Assets 1788593 1625000

Interest Income 9638035 4194959

Other Income 4978427 5333038

253817654 (125785871)

C. Cash Flow From Financing Activities:

Proceeds from Long Term Borrowings 65073481 150000000

Repayment of Long Term Borrowings (143689104) (82108965)

Investments in Mutual funds (Shot term funds) (510000000) -

Proceeds from short term borrowings (net) 268041560 (13697124)

Interest paid (26523364) (38348626)

Dividend paid (including dividend tax) (37107080) (24046902)

Net Cash flow from/(used) in financing activities © (384204509) (8201617)

Net Increase /(Decrease) in Cash and Cash Equivalents (A+B+C) 28802307 3504396

Cash and Cash equivalents at the beginning of the year 59522442 56018046

Cash and Cash equivalents at the end of the year 88324749 59522442

Components of cash and cash equivalents

Cash in Hand 32909725 23678726

Balances with banks 55415024 35843716

Fixed Deposits -

Total cash and cash equivalents 88324749 59522442

Summary of Significant Accounting Policies & Notes to the accounts

0 0

This is the Cash Flow Statement referred to in our report For and on behalf of the Board

of even date Sd/- Sd/-

For S.B.S. MANIAN & CO K.Bhasker Reddy M.Gangadhar


Firm No.008165S

Sd/- Sd/- Sd/-

CA.S.B.S. MANIAN C.Balaraj Goud D. Chandra Shekher Reddy


Mem.No.26586


Dt.12.05.2016 P.Gopalakrishnan Kapil Sood


Sd/-

S.Raghava Reddy

Company Secretary


CASH FLOW STATEMENT FOR THE YEAR ENDED 31st Mar'2016

Amount (Rs.)


NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH '2016


NOTE - 2 SHARE CAPITAL In Rupees

As at As at

PARTICULARS 31st Mar,2016 31st Mar,2015

a) Authorised Share Capital

i) Equity Share Capital

1,50,00,000 Equity Shares of Rs. 10/- each 150000000 150000000

(Previous year 1,50,00,000 Equity shares @ Rs.10/- each)

b) Issued, Subscribed and Paid-up Equity Share Capital 113247000 102768930

11324700 Equity Shares of Rs.10/- each issued fully paid-up

(Previous year 10276893 Equity shares of Rs.10/- each )

Total: 113247000 102768930

c) Reconciliation of number of equity shares outstanding and the amount of share capital

PARTICULARS Number of shares Amount in Rupees Number of shares Amount in Rupees

Shares Outstanding at the beginning of the year 10276893 102768930 10276893 102768930

Shares issued during the year 1047807 10478070 - -

Shares oustanding at the end of the year 11324700 113247000 10276893 102768930

d) Rights, preferences and restrictions attached to equity

The Company has only one class of Issued, subscribed and paid up equity shares having a par value of Rs.10/- each per share. Each holder

of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees.

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after

distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the share holders.

e) Details of Shareholders holding more than 5% shares in the Company

Name of Shareholder No.of Shares held % of holding No.of Shares held % of holding

Equity Shares of Rs.10/- each fully paid

1.Godrej Agrovet Limited 5879008 51.91 2671993 26.00

2.K.Bhasker Reddy 868500 7.67 868500 8.45

3.M.Gangadhar 799400 7.06 834400 8.12

4.D.Chandra Shekhar Reddy 835292 7.38 835292 8.13

5. C.Balraj Goud 654892 5.78 744892 7.25

NOTE - 3 RESERVES AND SURPLUS In Rupees

As at As at


a)Capital Reserve

Opening Balance 6619790 6619790

Add: Subsidy received during the year - -

Closing Balance 6619790 6619790

b) Share Premium Reserve


Add: Addtions during the year 499803939


c) General Reserve


Add: Transferred from Surplus in Profit and Loss statement 12500000 12500000


d) Surplus/(Deficit) in the statement of Profit and Loss


Add: Net Profit after tax transferred from statement of Profit and Loss 273251374 91032847

Less : Depreciation and amortisation for the period to April'2014* - 33284498

Amount available for appropriations 848186895 612098855

Appropriations:

Transferred to General Reserve 12500000 12500000

Interim Dividend per share Rs.3.00/- (Previous year Rs.2/- per share) 30830679 20553786

Tax on Proposed Dividend 6276401 4109548

Total Appropriations 49607080 37163334

Net Surplus in the statement of profit and loss 798579815 574935521

Total: (a+b+c+d) 1509091022 773142789

31st Mar,201531st Mar,2016

31st Mar,2016 31st Mar,2015

NOTE - 4 DEFERRED GOVT.GRANTS In Rupees

As at As at


a) Deferred Govt Grants (Capital Reserve)



37911073 55115941

Less: Income recognized during the period and transferred to Profit and Loss statement 13744544 17204868


Non - Current Liabilities

NOTE - 5 LONG TERM BORROWINGS In Rupees

PARTICULARS 31st Mar,2016 31st Mar,2015 31st Mar,2016 31st Mar,2015

a) Term Loans

i) From Banks (Secured)

Indian Rupee loan - 31759430 31759430 75518836

ii) From Banks (Unsecured) 100000000 50000000

Indian Rupee loan 50666667 6333333

iii) From Banks (Secured)

Vehicle Loan - from Banks & NBFC 6416911 3939772 4402332 2241204

Total: 57083578 135699202 42495095 127760040

Less: Amount disclosed under the head (42495095) (127760040)

"Other current liabilities" (Ref.note.9)

Note: Instalments falling due in respect of the above loans upto31st March'2016 is Rs.424.95 lakhs (Previous year Rs.1277.60 lakhs) have

been grouped under ("current maturies") of Long Term borrowings.

Term loans from Banks includes

ICICI Bank : Rupee Loan (secured)

a) Rupee Term loan of Rs.3000.00 lakhs A/c No.C127708001 (Outstanding) as on Mar 31st 2016- Rs.317.59 lakhs (Previous year Rs.952.76 lakhs )

carries interest @ 11.50% pa. (Previous year interest - 11.50%). Term Loans have been darwn in three tranches and repayable in 20 equal quarterly

instalments commencing from six months from the date of first disbursement. The loan is secured by first paripasu charge on fixed assets

of the company apart from extention of first charge on movable and immovable fixed assets of the company already charged with ICICI Bank

Ltd on pari pasu basis of the Company. They are also secured by the personal guarantee of the Managing Director and three other whole

time Directors of the Company which was subsequently withdrawn

b) Rupee Term loan of Rs.1200.00 lakhs A/c No.C127707001 (Outstanding) as on 31st Mar, 2016 - Rs.Nil (Previous year

Rs.120.02 lakhs ) carries interest @ 11.50% pa. (Previous year interest - @ 12.25% pa). The term loan is repayable in 20 equal quarterly




time Directors of the Company.

Kotak Mahindra Bank- Term Loan (Unsecured)

Rupee term loan -Unsecured of Rs.900.00 lakhs A/c No.00210310005349 (outstanding) as on Mar 31st 2016-Rs.570.00 lakhs (Previous year NA)

carries interest @ 9.50% pa.(Previous year interest-NA).Term loans have been drawn in multiple tranches and repayble in 18 equal quarterly

instalments commencing from six months from the date of first disbursement.

ICICI Bank : Vehicle Loan (secured)

The vehicle loan from ICICI Bank - outstanding as on Mar 31st, 2016 is Rs.10.73 lakhs Previous year Rs.1.62 lakhs

carries interest @ 10.25% pa. (Previous year interest 10.25%). The loan is repayable in 36 equal monthly instalments

from the date of disbursement. The loan is secured by the hyphothication of the respective vehicles.

Kotak Mahindra - Vehicle Loan (secured)

The vehicle loan from Kotak Mahindra Prime Ltd - Agr.No.CF-11270654 outstanding as on Mar 31st, 2016 is Rs.23.98 lakhs (Previous year

Rs.37.09 lakhs) carries interest @ 9.78% pa.(Previous year interest@ 9.78%).The loan is repayable in 36 equal monthly instalments from

the date of disbursement.The loan is secured by the hyphothication of the respective vehicle.

Kotak Mahindra Prime Limited - Vehicle Loan (secured)


Rs.6.28 lakhs) carries interest @ 10.26% pa.(Previous year interest @ 10.26%).The loan is repayable in 36 equal monthly instalments from




Rs.16.82 lakhs) carries interest @ 10.10% pa.(Previous year interest @ 10.10%).The loan is repayable in 36 equal monthly instalments from


Yes Bank : RupeeTerm Loan (un-secured)

b) Rupee Term loan of Rs.1500.00 lakhs A/c No. 0006813000000622 (Outstanding) as on 31st Mar,2016 Rs.Nill lakhs (Previous year Rs.1500.00)

carries interest @ 10.75% pa. (Previous year interest @ 10.75%). The term loan is unsecured and is repayable in 6 equal quarterly

instalments commencing from six months from the date of disbursement. They are secured by the personal guarantee of the Managing

Director and two other whole time Directors of the company.The term loan has been fully repaid in FY:2015-16

BMW India Financial Services Limited - Vehicle Loan (secured)

The vehicle loan from BMW India Financial Services Limited outstanding as on Mar 31st, 2016 is Rs.36.60 lakhs (Previous year-NA)

It carries interest @ 09.50% pa.The loan is repayable in 36 equal monthly instalments from the date of disbursement. The loan is secured by

the hyphothication of the respective vehicle.

Toyota Financial Services India Limited - Vehicle Loan (secured)

The vehicle loan from Toyota Financial Services India Limited outstanding as on Mar 31st, 2016 is Rs. 18.39 lakhs (Previous year-NA)



Non-Current portion Current Maturities

ICICI Bank - Vehicle Loan (secured)

The vehicle loan from ICICI Bank outstanding as on Mar 31st, 2016 is Rs 10.73. lakhs (Previous year -NA)



NOTE - 6 DEFERRED TAX LIABILITY (Net) In Rupees

As at As at


a) Deferred Tax Liability

Opening Deferred tax Liability 37969923 63975340

Add/ (less): Deferred Tax Liability / (Asset) during the year on account of Depreciation 10838998 (26005417)

Closing Deferred Tax Liability/(Asset )thereon 48808921 37969923

NOTE - 7 OTHER LONG TERM LIABILITIES In Rupees

As at As at


Other Payables

- Security Deposits - Transporters 27284629 23400758

- Security Deposits - Booths and Parlours 42462166 35837784

- Security Deposits - Others 4519469 3017379

Total: 74266265 62255922

NOTE - 8 LONG TERM PROVISIONS In Rupees

As at As at As at As at


Provision for employees benefits

a) Provision for Leave Encashment 2704051 2352970 992002 952593

b) Provision for Gratuity 5829840 2166690 944746 754148

c) Provision for Compensated Absence 1154168 1075954 - -

Other Provisions

a) Provision for Dividend - - - 20553786

b) Provision for Tax on Dividend - - - 4109548

Total: 9688059 5595614 1936748 26370075

Less: Amount disclosed under the head "Short Term Provisions" (Ref.note.10) 1936748 26370075

CURRENT LIABILITIES

NOTE - 9 SHORT TERM BORROWINGS In Rupees

As at As at


Loan repayable on demand

a) Working Capital Loan from Banks (Secured) - 141958440

b) Short Term loan from Banks (Unsecured) 410000000 0

Total: 410000000 141958440

Working Capital Loan from HDFC Bank:

a) The Working capital loan was availed during the year from HDFC Bank , is renewable annually. The working capital loans are

secured by first pari pasu charge on current assets of the Company by way of hypotherication of raw materials, work-in-progress,

finished goods, packing materials, spares, stores and assignment of receivables with HDFC Bank. They are also secured by

second charge on the fixed assets of the Company. They are also secured by the personal guarantee of the Managing Director

and two whole time directors of the company.

The company has availed from HDFC Bank Working capital facility agregating to Rs.3000 lakhs of Open cash credit (OCC) facility.

HDFC Bank has also sanctioned non fund limits of LC/BG of Rs.200 lakhs The rate of interest on cash credit facility from

HDFC Bank is 0.25% above base rate. The present interest rate on working capital facility is 9.15% p.a.. The outstanding liability of OCC

as on March 31st, 2016 is Nil.(previous year Rs.1419.581 lakhs)

b) The short term loan from Kotak Mahindra Bank Limited (4100 Lakhs) is unsecured. The rate of interest on the said loan is 9.50% pa.)

(previous year-NA)

Long - Term Short - Term

NOTE - 10 TRADE PAYABLES AND OTHER CURRENT LIABILITIES In Rupees

As at As at


a) Trade Payables

I.Total Outstanding dues of Micro Enterprises and Small Enterprises Rs 97,19,598

II.Total Outstanding dues of Creditors other than Micro and Small enterprises Rs 28,02,33,422 289953020 304945990

Total: (a) 289953020 304945990

b) Other Current Liabilities

Current Maturities of Long Term Borrowings (Ref. Note.5) 42495095 127760040

Unclaimed Dividend - 1250

Interest accrued but not Due 236202

Total: (b) 42731298 127761290

c) Other Payables

Employee Related Payables 31496199 28129348

Advances from Customers 18547452 18599645

Statutory Payables 10531506 6124399

Capital Creditors 87599114 7501728

Outstanding Liabilities 35778474 225185740

Total: ( c) 183952746 285540859

Total: (b+c) 226684043 413302149

Note: There are no overdue amounts payable to Micro and Small Enterprises as defined under the Micro, Small and Medium Enterprises

Development Act, 2006, based on information available with the Company. Further, the Company has not paid any

interest to any Micro and Small Enterprises during the period ended Mar 31st, 2016 and March 31st, 2015

NOTE -11 SHORT TERM PROVISIONS In Rupees

As at As at


a) Provision for employee benefits

Leave Travel Assistance 148547 888826

Medical 168209 191035Bonus 7079675 4702859Leave Encashment 992002 952593GRATUITY 944746 754148

b) Other Provisions

Provision for Income Tax 139688468 57905264

Provision for Wealth Tax - 98218

Provision for Dividend - 20553786

Provision for Dividend Tax - 4109548

Total: (a+b) 149021647 90156277

NOTE - 13 NON - CURRENT INVESTMENTS In Rupees

Unit face value Numbers As at As at

PARTICULARS 31st Mar, 2016 31st Mar, 2015

Other Non-current investment at cost

Investment in equity instruments

a) In Subsidiary Companies (Non Traded)

ii) Nagavalli Milkline Private Limited Rs.10/- 2010400 56291200 56291200

(Previous year 2010400 @ Rs.10/- equity shares)

b) Government Securities

National Savings Certificates etc., 17000 17000

Total: (a+b+c) 56308200 56308200

NOTE - 13 A INVESTMENTS In Rupees

Unit face value NAV(cost) As at As at

PARTICULARS Rs. 31st Mar, 2016 31st Mar, 2015

Current investment at cost

Investment in Mutual Funds (short term)

DSP BLOCK ROCK ULTRA SHORT TERM FUND 4644768 10.7648 50000000 -

ICICI PRUDENTIAL ULTA SHORT TERM FUND 5230228 15.2957 80000000

ICICI PRUDENTIAL SAVINGS FUND 267188 224.5612 60000000

IDFC ULTRA SHORT TERM FUND GROWTH 2394693 20.8795 50000000

KOTAK LOW DURATION FUND STANDARD GROWTH 67102 1788.3206 120000000

RELIANCE MEDIUM TERM FUND 4820857 31.1148 150000000 -

(Market value of current investments as at 31.03.2016 is Rs.519882114/-)

Total: (a+b+c) 510000000 -

NOTE - 14 LOANS AND ADVANCES In Rupees



a) Capital Advances

Unsecured, Considered Good 13203846 1021044 - 1877524

b) Security Deposits

Unsecured, Considered Good 19343823 21458948 7576958 2750467

c) Advances recoverable in cash or kind 5690960 1390899 16227216 18294890

Doubtful 3913142 2573231 - -

9604102 3964130 20140358 20868121

Less: Provision for doubtful milk advances 3913142 2573231 - -

Total: 5690960 1390899 16227216 18294890

d) Loans and Advances to related parties - 1738618 302749932 5800000

e) Other loans and advances

Unsecured, Considered Good

Advance Income Tax and TDS receivable 10525568 9150579 98849838 51404090

Prepaid expesnes 129129 1712893 9982065 7609475

Loans and advances to employees - 1390899 74406 56049

Interest Receivable - 5034317 1020866

Total: (a+b+c+d+e) 48893326 37863880 440494732 88813361

CurrentNon-current

NOTE - 15 OTHER NON-CURRENT ASSETS In Rupees

As at As at


Unsecured, considered good unless stated otherwise

Non-current Bank balances (Ref Note 18) 2593000 3934178

Total: 2593000 3934178

NOTE - 16 INVENTORIES In Rupees

As at As at


(As verified, valued and certified by the Management)

(Valued at lower of cost or net reliazable value except Packing material & Stores and Spares)

Raw Materials 224967304 337341618

Packing Materials 33549804 36598211

Finished Goods 387959536 539735286

Work - in - Process 21407160 21145630

Consumables, Stores and Spares 19398349 19720594

Total: 687282152 954541339

Break-up of Inventory In Rupees

As at As at


A) Inventory : Raw Material

Skimmed Milk Powder 211356080 321705996

Raw Milk 10280465 13599566

Other Raw Material 3330759 2036056

224967304 337341618

Total:

B) Inventory: Work in Process

a) Dairy - in Process material 21407160 21145630

21407160 21145630

C) Inventory: Finished Goods

Value Added Products 366365041 514263800

Fat Products 21594495 25471486

387959536 539735286

Total : (a+b+c) 634334000 898222534

NOTE - 17 TRADE RECEIVABLES In Rupees

As at As at


A) Trade receivable outstanding for a period exceeding six months from the date they are

due for payment

a) Unsecured, considered good 3251324 3057916

b) Unsecured, considered good doubtful 4884065 2477289

Total (a+b) 8135389 5535205

Less: Provision for Bad and Doubtful Debts - Debtors a/c 4884065 2477289

Total (A) 3251324 3057916

B) Other Trade receivables

Unsecured, considered good 53970268 35067459

Total: (A+B) 57221592 35648087

NOTE - 18 CASH AND CASH EQUIVALENTS In Rupees



a) Balances with banks

Balances with Scheduled Banks: - - 55415024 35843716

Balances with Non - Scheduled Banks - - - -

b) Cash on hand - - 32909725 23678726

c) Deposit with original maturity for more than 12 months 2593000 3934178 - -

Total: (a+b+c) 2593000 3934178 88324749 59522442

Non-Current Current

NOTE - 19 REVENUE FROM OPERATIONS In Rupees

Year Ended Year Ended


a) Finished goods

Domestic Sales 9571900578 8567487839

b) Other operating revenues

Sale of Power 1110898 2223777

Conversion,Handling and Storage Charges 28491417 12771181

Scrap Sales 3547620 4533950

Revenue from Operations (gross) Total: (a+b) 9605050513 8587016746


Revenue from Operations (net) 9600526488 8584172843

In Rupees


Break-up of Domestic sales 31st Mar,2016 31st Mar,2015

Details of Products Sold

Finished goods sold

a) Milk 6612359227 6730019788

b) Fat Products 1063892293 200337224

c) Value Added Products 1890081853 1613843719

d) Skimmed Milk powder 5567204 23287107

9571900578 8567487839

NOTE - 20 OTHER INCOME In Rupees



a) Interest Income on:

Interest - Cattle Loan 1558153 2298796

Interest - Bank & Others 8079882 1896163

b)Subsidy transferred from Deferred Govt.Grants 13744544 17204868

c) Profit/(loss) on Sale of fixed assets (net) 403302 (1131841)

d) Dividend Income-Mutual Fund 165143

e Other non-operating Income 4978427 5333038

Total (a+b+c) 28929451 25601024

NOTE - 21 COST OF MATERIALS CONSUMED In Rupees



a) Raw Materials

Inventory at the beginning of the year 337341618 451665909

Add : Purchases 6490920056 6452406976

6828261674 6904072885

Less: Inventory at the end of the year 224967304 337341618

Consumption of Raw Materials 6603294370 6566731267

b) Packing Material


Add : Purchases 295617140 293772178

332215351 327588026


Consumption of Packing Material 298665547 290989815

Cost of material consumed (a+b) 6901959917 6857721082

In Rupees



Details of Raw Materials purchases

Dairy

Raw Milk / Skimmed Milk Powder 6444425413 6399270410

Other Raw Materials 46494643 43981786

Butter Purchases - 9154780

6490920056 6452406976

NOTE - 22 CHANGES IN INVENTORIES OF FINISHED GOODS In Rupees



a) Inventory at the beginning of the year

Finished Goods 539735286 109308953

Stock in process 21145630 18206269

Total - A 560880916 127515222

b) Inventory at the end of the year / Period

Finished Goods 387959536 539735286


Total - B 409366696 560880916

Changes in inventories of finished goods and stock in process (B-A) (151514220) 433365694

NOTE - 23 EMPLOYEE BENEFIT EXPENSES In Rupees



Salaries, Wages, Bonus & Allowances 389010018 339514197

Contribution to Provident and other funds 21802758 16819576

Gratuity and Leave encashment (Refer note no.11) 8149815 8137914

Staff Welfare Expenses 9817554 8037638

Total: 428780145 372509325

NOTE - 24 FINANCE COSTS In Rupees



Interest - Term Loans 7123369 17302259

Interest - Working Capital 19399996 21046367

Interest - Vehicles Loan 943675 250261

Interest - Others 15591765 9204648

Total: 43058804 47803534

NOTE - 25 DEPRECIATION AND AMORTIZATION EXPENSE In Rupees



Depreciation on tangible assets 110106291 138614227

Amortization of Intangible assets 9543463 5103015

Total: 119649755 143717243

NOTE - 26 OTHER EXPENSES In Rupees



a) Consumables, Stores and Spares consumed

Opening Stock 19720594 21895925

Add: Purchases 50636134 68545659

70356728 90441584

Less: Closing Stock 19398349 19720594

Consumption of Consumables, Stores & spares 50958379 70720990

b) Other Manufacturing expenses

Power and Fuel 169294240 166220174

Carriage Inwards 379684368 419596929

Laboratory Expenses 2948972 3335997

Repairs and Maintenance:

-Plant and Machinery 18454856 16921840

-Buildings 3825524 2965801

-Others 5166458 2131200

Factory Maintenance 29215217 17853718

Manufacturing expenses - Others 55775287 55962036

664364923 684987696

c) Administrative Expenses

Managerial Remuneration 27174730 26911092

Travelling and Conveyance 35826621 32293648

Vehicle maintenance 6284424 4917105

Printing and Stationery 6437947 6710291

Postage and Telephones 9456689 7381793

Rent 5897882 4951060

Donations 26100 120201

Professional and Consultancy charges 29631263 10731281

Insurance 4441708 4651514

Directors Sitting Fee 499124 120000

Remuneration to Auditors

a) Statutory Audit Fee 2061000 2022480

b) Tax Audit Fee 85875 84270

Rates and Taxes 9439594 5907638

Electricity Charges 4082934 3193309

Security Charges 20376284 21366247

Office Maintanance 2618117 2718754

Bad Debts Written Off (Net) 306951 391514

Provisions no longer required and balances written off /back -Net 1555346 (2620960)

Bank Charges 6407710 6286644

Service Tax 862202 312101

Annual Maintenance expenses 3913462 3657594

Books & Periodicals 559430 470611

Computer Maintenance 625220 793028

Membership & Subscription 624614 1212424

Staff Recruitment expenses 439853 151655

Vehicle Hire charges 1330106 1699176

Provision for Bad and Doubtful Debts - Debtors & Milk advances 3746687 691073

Other Expenses 11344964 3341246

Total: 196056837 150466787

d) Selling Expenses

Distribution Expenses 265886151 231275092

Advertisement and Sales Promotion 44334048 24752615

Trade Discount 337524625 337791324

Total: 647744824 593819032

e) Preliminary expenses Written off

Preliminary expenditure written off - 32800

- 32800

Total: ( a + b + c + d + e) 1559124963 1502648265

NOTE-12 (Amount In Rupees)

Non current assets - Fixed Assets

%Cost as on

01.04.15

Additions during

the year

Deletions during

the yearTotal value

Upto

31.03.2015For the year Deletions

Upto

31.03/2016

As at

31.03.2016

DAIRY DIVISION

Land 82121742 - - 82121742 - - - 82121742

Building 3.17 345421920 18591361 - 364013281 77071493 10168851 - 87240344 276772937

Plant & Machinery 11.88 890675439 72126668 2986886 959815221 557634048 78684143 1768192 634550000 325265221

Electrical Installations 9.5 48981932 3942800 2109352 50815380 30995583 3200687 2062171 32134098 18681282

Furniture & Fixtures 9.5 16368204 158167 - 16526371 9542312 1457984 - 11000296 5526075

Vehicles 9.5& 11.88 42087536 10851532 875000 52064068 19800684 4857776 755585 23902875 28161193

Office Equipment 31.67 19690034 219990 - 19910024 17490912 435006 - 17925918 1984106

Crates ,Cans & Milk o Testers 25 76665342 546000 - 77211342 67155096 2840358 - 69995454 7215888

Computers 15.83 & 31.67 40323554 2328370 - 42651924 31257883 3789659 - 35047542 7604382

Intangible Assets - Software 25 33483014 12295028 - 45778042 8298610 9543463 - - 17842073 27935969

Dairy division 1595818717 121059916 5971238 1710907395 819246621 114977927 0 4585948 929638600 781268795

POWER DIVISION

Land 9460000 - - 9460000 - - - - 9460000

Building 3.17 7362742 - - 7362742 2207687 239346 - 2447033 4915709

Wind Mills & Solar Equipment 4.32 108962924 102400000 - 211362924 50469980 4432481 - 54902462 156460462

Power Division 125785666 102400000 - 228185666 52677667 4671828 - 57349495 170836171

Grand Total 1721604383 223459916 5971238 1939093061 871924288 119649755 4585948 986988095 952104966

Previous year


DEPRECIATION SCHEDULE AS PER COMPANIES ACT

SCHEDULE - V

Name of the Asset

Gross Bloak Depreciation Net Block

NOTE1: Significant Accounting Policies and Notes on Accounts

1. Significant Accounting policies:

1.1 Basis of Preparation of Standalone Financial Statements

The financial statements of the Company have been prepared under historical cost

convention on accrual basis. These financial statements have been prepared and is

in accordance with Indian Generally Accepted Accounting Principles, (Indian

GAAP), applicable provisions of Companies Act, 2013, and as per the

Accounting standards specified under section 133 of the Companies Act, 2013

read with rule 7 of Companies (Accounts) Rules 2014. The Financial statements

have been prepared as per the schedule III of Companies Act, 2013.

1.2 Use of estimates

+

The preparation of financial statements is in conformity with Indian GAAP,

which requires management to make judgments, estimates and assumptions that

affect the reported balances of Assets. Liabilities, Income and Expenses, along

with the disclosures relating to contingent liabilities as at the end of the reporting

period.

Accounting estimates could change from period to period. Actual results could

differ from those estimates. Appropriate changes in estimates are made as the

management becomes aware of changes in circumstances surrounding the

estimates. Changes in estimates are reflected in financial statements in the period

in which changes are made and, if material, their effects are disclosed in the notes

to the financial statements.

1.3 Changes in Accounting Policies

Accounting policies have been consistently applied except where a newly issued

Accounting Standard is initially adopted or a revision to an existing accounting

standard requires a change in the accounting policy hitherto in use or for the

purpose of better presentation of financial statements. Management evaluates all

recently issued or revised Accounting Standards on an ongoing basis and

accordingly changes the Accounting policies as applicable.

1.4 Revenue Recognition

a) Revenue is recognized to the extent that it is probable that the economic

benefits will flow to the company and the revenue can be reliably measured.

b) Revenue from operations includes revenue from sale of products, services, to

all manufacturing and other operating revenue.

c) Revenue from sales of products: Revenue from sale of products is recognized

when all the significant risks and rewards of ownership of products have been

passed to the buyer, usually on delivery of the products. The revenue from

sale of products is net off returns, excise duty and value added taxes.

d) Revenue from sale of renewable energy is recognized at the time of sale.

e) Interest income: Interest is recognized on a time proportion basis taking into

account the amount outstanding and the applicable interest rate.

1.5. Fixed Assets and Capital work-in-progress

a) Tangible Assets: Tangible Assets are stated at cost net of accumulated

depreciation and accumulated impairment losses, if any. The cost comprises

purchase price (net of discounts and rebate), borrowing cost if capitalization

criteria are met and any attributable cost of bringing the asset to its working

condition and location for the intended use. Subsequent expenditure related to an

item of fixed assets is added to its book value only if it increases the future

economic benefits from the existing assets beyond its previously assessed

standard of performance.

b) Intangible Assets: Intangible assets that are acquired are recognized at cost

initially and carried at cost less accumulated amortization and accumulated

impairment loss, if any.

c) Capital Work-in-Progress

Capital work-in-progress is recognized at cost. It comprises of fixed assets that

are not yet ready for their intended use at the reporting date and capital stores

issued. Gain or loss arising from de-recognition of fixed assets (tangible and

intangible) are measured as the difference between the net disposal proceeds and

the carrying amount of the asset and is recognized in the Statement of Profit and

Loss when the asset is de-recognized.

1.6. Depreciation and Amortization

Depreciation on tangible fixed assets is provided under the Straight-Line

Method, at the rates and in the manner as prescribed under Schedule II of the

Companies Act, 2013, except in respect of the following assets where useful

life is different from than those described in Schedule II

a) Crates, cans and milko testers have been depreciated @ 25% based on its

estimated useful life of four years.

b) Crates, Cans and milko testers on replacement are charged to revenue.

Plant and Machinery: Depreciation on Plant and Machinery is provided on the

basis of straight line method based on the useful life ranging from 1 to 20 years.

The useful life of each asset is determined based on internal technical evaluation.

Depreciation on assets which are commissioned during the year is charged on

Pro-rata basis from the date of commissioning.

Amortization on Intangible Assets: Intangible assets are amortized over their

respective individual estimated useful lives not exceeding four years on a straight

line basis, in the manner as prescribed in the Schedule II of the Companies Act,

2013.

1.7 Borrowing Cost

Borrowing costs, if any, directly attributable to the acquisition, construction or

production of a qualifying assets, till the time such assets are ready for intended

use, are capitalized as part of the cost of such assets as defined in Accounting

Standard (AS-16) on “Borrowing Costs”. Other Borrowing costs are recognized

as expenses in the year in which they are incurred. Borrowing cost includes

interest.

1.8 Impairment of Fixed assets

An asset is treated as impaired when the carrying cost of the asset exceeds its

recoverable value and the resultant impairment loss is charged to profit and loss

account in the year in which impairment is identified. Impairment loss of earlier

years is reversed in the event of the estimated recoverable amount is higher.

1.9 Investments

Investment which are readily realizable and are intended to be held for not more

Than one year from the date on which such investments are made, are classified

as current investments. All other investments are classified as long term invest-

ments. Current investments are carried at lower of cost and fair value. Long Term

Investments are carried at cost less provision for diminution on account of other

than temporary decline in the value of the investments.

1.10. Government Grants

The Investment Subsidies (non-refundable) received from Government in lieu of

promoters contribution are treated as “Deferred Government Grants”. Subsidies

received towards acquisition of assets are treated as deferred Government grants

and the amount in proportion to the depreciation is transferred to statement of

Profit and Loss.

1.11. Employee Benefits

a) Short term employee benefit plans

All short term employee benefit plans such as salaries, wages, bonus, special

awards and medical benefits which shall fall due within twelve months of the

period in which the employee renders the related services, which entitles him

to avail such benefits are recognized on an un-discounted basis and charged to

the statement of profit and loss.

b) Defined contribution plan: Retirement benefit in the form of Provident fund

is a defined contribution scheme. The contributions to the Provident fund

administered by the Central Government under the Provident Fund Act, 1952,

are charged to the statement of profit and loss for the year in which the

contribution are due. The company has no obligation, other than the

contribution payable to the provident fund.

c) Defined Benefit plan(Gratuity): The company has an arrangement with Life

Insurance Corporation of India (LIC) to administer its gratuity scheme. The

contribution paid/ payable is debited to the statement of profit and loss on

accrual basis. Accrued liability toward gratuity is provided on the basis of

actuarial valuation under the PUC method and debited to the statement of

profit and loss Statement as per AS-15.

d) Leave Encashment and Compensated leave absent: Accrued liability for

leave encashment and Compensated leave absent is determined on actuarial

valuation basis using PUC Method as the end of the year and is provided in

accounts as per AS-15.

e) Year-end liability for superannuation benefits to the whole time directors are

provided and funded through approved funds.

1.12. Foreign Exchange transactions:

Transactions made during the year in foreign currency are recorded at the

exchange rate prevailing at the time of transaction. Foreign currency

monetary items remaining unsettled at the year end are translated at the

contract rates, when covered by firm commitment forward cover contracts and

at the year end rates in other cases. Realized gains and losses on foreign

currency transactions are recognized in the profit and loss Statement as per

AS-11.

1.13. Inventories

Inventories are valued at lower of cost and net reliazable value. The cost of

Finished goods and work-in-progress comprises raw materials, direct labour,

other direct costs and related production overheads. Net realizable value is

the estimated selling price in the ordinary course of business, less the

estimated costs of completion and the estimated costs necessary to make the

sale.

Particulars Valuation Method

Raw Materials Cost or net realizable

value whichever is

lower

Cost has been ascertained

on FIFO basis

Finished Goods Cost or net realizable

value whichever is

lower


on FIFO basis

Stores, Spares and

Consumables

At cost Cost has been ascertained

on Moving Weighted

average method

Working in Progress Cost or net realizable

value whichever is

lower


on FIFO basis

Packing Material At cost Cost has been ascertained

on Moving Weighted

average method

1.14.Taxes on Income

a) Income Taxes are accounted for in accordance with Accounting Standard

(AS)22 on “Accounting for Taxes on Income”. Income Tax expenses

comprises current tax (i.e, amount of tax for the period determined in

accordance with the Income Tax law)and deferred tax charge or credit

(reflecting the tax effects of timing differences.). The deferred tax charge or

credit and the corresponding deferred tax liabilities or assets are recognized

using the tax rates that have been enacted or substantively enacted by the

balance sheet date. Deferred tax liability/assets are reviewed as at each

balance sheet date and written down or written up to reflect the amount that

is reasonably/virtually certain (as the case may be) to be realized in future.

Taxes on distributed profits payable in accordance with the Guidance note

on “Accounting for Corporate Dividend Tax” regarded as a tax on

distribution of profits and is not considered in determination of profits for

the year.

1.15. Cash Flow Statement

Cash flows statement is prepared as per the “indirect method”, set out in

Accounting Standard (AS-3)“Cash Flow Statements” and presents the cash

Flows by operating, financing and investing activities of the Company.

Operating cash flows are arrived by adjusting profit or loss before tax for

the effects of transactions of a non-cash nature, any deferrals or accruals of

past or future operating cash receipts or payments, and items of income

or expense associated with investing or financing cash flows.

1.16.Cash and Cash Equivalents

Cash and cash equivalents comprises cash on hand, Cash at bank, Cash

on deposits with banks.

1.17 Earning Per Share

Basic earnings per share is computed by dividing the net profit or loss for the

period attributable to equity shareholders by the weighted average number of

equity shares outstanding during the period.

For the purpose of calculating diluted earnings per share, the net profit or loss for

the period attributable to equity shareholders and the weighted average number of

shares outstanding during the period are adjusted for the effects of all dilutive

potential equity shares.

1.18 Segment Reporting: The reportable segments are identified on the basis of

criteria prescribed in Accounting Standard (AS-17) on “Segment Reporting”.

Revenues and Expenses have been identified to segments on the basis of the

operating activities of the segment. Unallocated revenue, expenses, assets and

liabilities are reported distinctly. The Company prepares its segment information

in conformity with the accounting policies adopted for preparing and presenting

the financial statements of the Company as a whole.

1.19 Provisions

Provision is recognized when the company has a present obligation as a result of

past event and it is probable that an outflow of resources embodying economic

benefits will be required to settle the obligation and a reliable estimate can be

made of the amount of the obligation. Provisions are not discounted to their

present value and are determined based on the best estimate required to settle the

obligation at the year end. These estimates are reviewed at each year end and

adjusted to reflect the current best estimates.

1.20. Sundry Debtors and Advances

Specific debts and advances identified as irrecoverable and doubtful are written

off or provided for respectively.

1.21 Miscellaneous Expenditure

Preliminary Expenses are amortized over a period of 5 years

1.22 Prior period and Extraordinary items

Material items, if any, relating to prior period, non-recurring in nature and

extraordinary items are disclosed separately.

1.23 A) Contingent liabilities

Contingent liabilities are identified and disclosed as per the requirements of

AS-29.

Contingent Liabilities and commitments (to the extent not provided for)

All contingent liabilities are indicated by way of a note and will be provided / paid on crystallization. The Company does not recognize a contingent liability but discloses its existence in the financial statements

B) Contingent Liabilities:

(Amount Rs. In Lakhs)

As at As at

31.03.2016 31.03.2015

i) Claims against the Company not

Acknowledged as debts.(Refer Notes) 91.39 129.60

ii)The management of the company confirms that there are no pending litigations against the company as on the financial year ended 31st.March 2016 except as given below:

NOTES:

a) Suit was filed by TCI Finance Ltd (O.S. No. 9/98) for recovery of dues

from Ushodaya Agro Products Ltd and Creamline Dairy Products Ltd

(CDPL) as borrowers and as alleged guarantor respectively for suit

value of Rs.43.80 lakhs with interest. The Court of Ist Additional

Chief Judge, City Civil Court, Secunderabad had issued in order

against CDPL for suit value of Rs.43.80 lakhs, with interest @ 6% p.a

along with cost which aggregates to Rs.48.99 lakhs. CDPL has

preferred settlement of both the above claims with TCI Finance for

Rs.88.00 lakhs

b) Suit was filed by Model Financial Corporation Ltd (O.S. No.479/98)

for recovery of dues from Ushodaya Agro Products Ltd and Creamline

Dairy Products Ltd (CDPL) as borrowers and as alleged guarantor

respectively. However, in case of OS No: 479/98, CDPL has deposited

the title deeds of its land along with the buildings therein and

equipments pertaining to milk chilling center located at

Kothapallimitta Village Chittor Dist. as security, pending final orders.

CDPL has also deposited Rs.47.00 lakhs as per the orders of

Honourable High Court of Andhra Pradesh passed in C.M.P No.2777

of 2007 in C.M.P No.282 of 2006 in C.C.C.A no.94 of 2006

dt.14.6.2007 which has been released to Model Finance Corporation

Ltd. Pending final judgment/stay order granted in respect of the

judgment of the above cases, no provision has been made in the books

of accounts.

C) Commitments (Amount Rs. In Lakhs)

As at As at

31.03.2016 31.03.2015

i).Estimated amount of contracts (Net of advances)

remaining to be executed on capital account 241.00 33.45

and not provided for.

ii) Other Commitments

The Company has imported certain capital items at concessional rates of customs

duty under the Export Promotion Capital Goods Scheme (EPCG). As at the Balance

Sheet date, total Export Obligations under the EPCG Scheme is Rs.386.53 Lakhs

(March 31, 2015: Rs.326.55 Lakhs ) which is to be fulfilled over a period of eight

years from the date of the licenses. The Company is yet to fulfill its Export

Obligations and has outstanding Export Obligation of Rs.386.53 Lakhs to be fulfilled.

The import of capital equipment have been carried out against

License No.0930004831/22.04.09,with Customs duty saved Rs..20.32 lakhs,

License No.0930005915/03.06.10,with Customs duty saved Rs.13.21 lakhs

License No.0930006921/18.03.11 with Customs duty saved Rs.6.18 lakhs


As at As at

31.03.2016 31.03.2015

Outstanding Export obligation Under EPCG Scheme 386.53 326.55

Out of the above obligation, O/o Deputy Commissioner of Customs, has en-cashed Bank

Guarantees for Rs.13,21,178 and Rs.20,000/- respectively against non-fulfillment of

export obligation under License No.0930005915/03.06.10, for which customs duty saved

was Rs.13.21 lakhs.

a.The Company had preferred an Appeal against the dis-allowance of deduction U/s 80-I

of the Income Tax Act, 1961, the details of which are given below. The Appellate

Tribunal Hyderabad has passed on order to, partly allow deduction under section 80-I of

the Income Tax act in respect of Milk products manufactured. The Assessing Officer

order for part refund of Income tax paid is still pending.

b)The Company has preferred an appeal against the disallowance of deduction

U/s 32(1)(iia) of the Income Tax Act, 1961, the details of which are given below.

Rs.in lakhs

Note: Against the aforesaid demand, the Company has deposited / adjusted

payment aggregating to Rs.33.72 lakhs.

Slno. Period to which

The amount related to

Amount

Rs. In Lakhs

Forum where

Dispute is pending

1 A.Y 1995-96 0.71 Commissioner of

Income tax Appellate

Tribunal



Tribunal



Tribunal



Tribunal



Tribunal



Tribunal

A.Y 2005-06 38.21 Company has preferred

an appeal before

Hon,ble High Court

c) The Company has preferred an appeal against the dis-allowance of deduction

U/s36(1)(1va) of the Income Tax Act, 1961 and other expenditure, the details of which

are given below.

Rs.in lakhs

Note: Against the aforesaid demand, the Company has deposited the entire demand

of tax.

IV) a. The Company has preferred an appeal against levy of Sales Tax on sale of cream,

the details of which are given below.

Rs.in lakhs

Note: Against the aforesaid demand, the Company has deposited the entire demand of

tax.

b) The Company has preferred an appeal against levy of Sales Tax on sale of Flavored

milk, the details of which are given below.

Rs.in lakhs


tax.

c) The Company has preferred an appeal against “CST” Assessment order for non-

submission of C-Form the details of which are given below.

Rs.in lakhs

Note: Against the aforesaid demand, the Company has deposited Rs.218344/-

The appeal has been remanded and referred to the assessing officer for revised order

as per its order dated 15-10-2014. Consequently, the assessing officer has issued a

revision order dated 12-04-2016, allowing the “C” Form already submitted and

dropped the above referred claim.

d) The company has received assessment orders for the F.Y.2010-11 in respect of

assessment of Value Added Tax from the Assistant Commissioner (CT) . for Rs.1.08

lakhs. This pertains to disallowance of VAT input credit claimed. The company has gone

on appeal and the same was remanded to assessing officer. The revision order from the

assessing officer is awaited.

.

Rs.in lakhs

A.Y 2008-09 12.75 Consequential order is

pending

F.Y 2004-05 17.56 Before the Andhra

Pradesh Sales Tax

Appellate Tribunal


Pradesh High Court

F.Y 2010-11 17.46 The Appellate

Dy.Commissioner (CT)

2) A) Directors Remuneration:



31.03.2016 31.03.2015

a) Salaries 93.43 93.43

b) Provident Fund and other Funds 13.19 13.19

c) Perquisites and Benefits 79.72 58.43

B) Managerial Remuneration

a) Salaries 86.50 86.50


3) Auditors Remuneration(Exclusive of Service Tax)



Audit Fee 18.00 18.00

Tax Audit Fee 0.75 0.75

4) The Company has changed the method of valuation during the financial year of Stores,

Spares, Consumables and Packing material from FIFO (first-in first-out) method to

moving weighted average method. Consequently, the value of Stores, Spares,

Consumables and Packing material and profit for the year is higher by /Rs.14.40 lacs.

5) a)Prior period adjustments aggregating to Rs.2.78 lakhs is after netting off prior period

income of Rs.5.84 lakhs and prior period expenses of Rs8.62 lakhs for FY 2015-16

(Previous year Rs.2.50 Lakhs).

b) The consumption of Stores & Spares of Rs.535.31 lakhs during FY 2015-16(Previous

year Rs.707.21 lakhs) is after netting off Rs.25.73 lakhs during FY 2015-16 (Previous

year Rs.7.63 lakhs) towards recovery of crates & cans from transporters.

c) Carriage outward incurred during FY 2015-16 of Rs.2297.10 lakhs (Previous year

Rs. 2063.82 lakhs) is after netting off Rs.7.20 lakhs during FY 2015-16 (Previous

year Rs. 16.32 lakhs) towards recovery from transporters for late arrival and other

applicable revenue deductions.

d) Interest (Others) - Rs.155.92 lakhs is towards interest for Farmer Aggregator

liability from HDFC Bank availed during the FY 2015-16 (Previous Year Rs. 92.05

lakhs.)

Year Demand Payment

against Order

Disputed Tax

2010-11 Rs.108467/- Rs.108467/- Rs.108467/-

e) Goodwill of Rs 3,67,96,626 represents the difference between the net assets acquired and the

cost of investment in its subsidiary, Nagavalli Milkline Pvt Ltd.

C) Sundry Creditors, Sundry Debtors, Loans, Cattle loan Receivables, Advances and

Deposits are subject to confirmation from parties concerned and reconciliation thereof.

Balance confirmations have been received from some of the parties. Where ever

confirmation of balances have not been received they are subject to adjustment and

reconciliation thereof.. Hence the balances of Advances, Debtors, Creditors, Loans,

Cattle loan Receivables, Advances and Deposits are taken on the basis of book

figures.

D) In the opinion of the management, the Current Assets, Loans & Advances are

approximately of the value stated, if realized in the ordinary course of business. The

provision for all known liabilities, have been made, which is adequate and not in

excess of the amount considered necessary.

E) In the opinion of the Board of Directors the assets other than fixed assets and non-

current investments have value on realization in the ordinary course of business at

least equal to the amount at which they are stated.

F) The Company has availed Grant in Aid (Capital Subsidy) of Rs.975.5 lakhs from the

Ministry of Food Processing, Government of India, and the same is reflected under

“Grant in Aid”. The company has recognized Rs.137.44 lakhs during the year towards

proportionate depreciation amount and transferred the same under “other income” in

the statement of Profit & Loss.

G) .Earning Per Share

i) Profit after tax as per the Profit and Loss Statement

Rs.27,32,51,374[a]

Basic

ii) Average number of equity shares of Rs.10/- each outstanding during the year

10568905[b]

Dilution

iii) Average number of equity shares of Rs.10/- each outstanding during the year

10568905[c]

Earnings per share

iv) Basic – [a]/[b] – (Rs.) 25.85

v) Diluted – [a]/[c] – (Rs.) 25.85

H) Foreign currency Transactions

i) Expenditure in foreign currency

(Amount in lakhs)

Year ended Year ended

Particulars March 31,2016 March 31, 2015

Travelling Expenses 14.52 -

ii) Net Dividend remitted in foreign exchange

(Amount in lakhs)



Period to which it relates (Final Dividend)

Number of Non-resident shareholders 10 9

Number of equity shares held on which-dividend was due 807500 736900

Amount of dividend remitted in foreign exchange 24.22 14.74

---------------------------------------------------------------------------------------------------------------------

11. iii). As per the Accounting Standards AS-15 “Employee Benefits” the disclosures of the Employee benefits as defined in the Accounting Standard are give below

Gratuity (Funded) As per Acturial Report

(Rupees in lakhs)

Particulars As on 31.03.2016

As on 31.03.2015

1. Assumptions

Discount Rate 8.00% 8.00% Salary Escalation 5.00% 5.00% 2. Table showing change in present value of obligation as on 31.03.2016 Present Value of Obligation as at the beginning of year 196.39 154.43 Interest Cost 15.71 12.35 Current Service Cost 17.38 16.79 Benefits paid (15.69) (15.48) Acturial (gain)/loss of obligations 37.93 28.30 Present Value of Obligation as at the end of the year 251.72 196.39 3. Table showing change in fair value of plan assets as on 31.03.2016 Fair value of plan assets at beginning of year 167.18 137.42

Expected return of plan assets 13.02 11.31

Contributions 19.46

33.93

Benefit Paid (15.69)

(15.48) Acturial gain / (loss) on plan assets - - Fair value of plan assets at end of year 183.97 167.18 4. Table Showing fair value of plan assets

Fair value of plan assets at beginning of year 167.18 137.42 Actual return on plan assets 13.02 11.31 Contributions 19.46 33.93 Benefit Paid (15.69) (15.48)

Fair value of plan assets at end of year 183.97

167.18 Funded status 67.75 29.21 5. Acturial Gain / Loss Recognized

Acturial (gain)/loss on Obligation 37.93 28.30 Acturial (gain)/loss for the year - Plan Assets - - Total (gain)/ loss for the year 37.93 28.30 Acturial (gain)/loss recognized in the year 37.93 28.30 6. The amounts to be recognized in Balance sheet and Statement of Profit and Loss

Present Value of Obligations as at the end of year 251.72 196.39 Fair value of plan assets as at the end of the year 183.97 167.18 Funded status (Surplus/(Deficit)) 67.75 29.21 Net asset/ (liability) recognized in balance sheet 67.75 29.21 7. Expenses Recognized in statement of Profit and Loss

Current Service Cost 17.38 16.79 Interest cost 15.71 12.35 Expected return on plan assets (13.02) (11.31) Net Acturial (gain)/ loss recognized in the year 37.93 28.30 Expenses recognized in statement of profit and loss 58.00 46.14

a) Year-end liability for superannuation benefits to the whole time directors are provided and

funded to approved funds.

b) The Company provides for Leave Encashment Benefit on Actuarial Valuation as per the

rules of the company as per AS15.

Leave Encashment (Unfunded)

As per Acturial Report

(Rupees in Lakhs)

1 Assumptions

Leave Encashment

Particulars 31-Mar-16 31-Mar-15

Discount Rate 8.00% 8.00% Rate of increase in Compensation levels 5.00% 5.00% Rate of Return of Plan Assets 9.00% 9.00%

Expected Average remaining working lives of

Employees (years) 23.80 23.78

2 Reconciliation of Defined benefit obligation

Present Value of Obligation as at the beginning of

the year 33.12 17.49

Acquisition adjustment

-

- Interest Cost 2.65 1.40

Past Service Cost - -

-

Current Service Cost 1.16 4.66 Curtailment Cost/(Credit) - - Settlemnt Cost / (Credit) - -

Benefits paid - (2.71) Acturial (gain)/loss of obligations 0.09 12.29 Present Value of Obligation as at the end of the year 37.03 33.11

3 Acturial Gain / Loss Recognized

Acturial (gain)/loss for the year – Obligation 0.09 12.29 Acturial (gain)/loss for the year - Plan Assets - - Total (gain)/ loss for the year 0.09 12.29 Acturial (gain)/loss recognized in the year 0.09 12.29

Unrecognized acturial (gain)/losses at the end of year

-

-

4 The amounts to be recognized in Balance sheet and Statement of Profit and Loss

Present Value of Obligation as at the end of the year 37.03 33.12

Value of Plan Provisions as at the end of the year 0.07 0.06 Funded status 36.96 33.05 Unrecognized Acturial (gains)/Losses - - Net Asset / (Liability) Recognized in Balance Sheet 36.96 33.05

5 Expenses Recognized in the statement of Profit & Loss

Current Service Cost 1.16 4.66

Past Service Cost

-

-

Interest Cost 2.65 1.40 Expected Return on Plan Assets 0.0 (0.06) Curtailment Cost (credit) - - Settlemtn Cost/(credit) - - Net Acturial (gain) Loss recognized in the year 0.09 12.29

Expenses Recognized in the statement Of Profit & Loss 3.90 18.29

(Rupees in lakhs)

Compensated Absence (Unfunded) As per Acturial Report Assumptions Particulars Sick Leave

31-Mar-16 31-Mar-15 Discount Rate 8.00% 8.00%

Rate of increase in Compensation levels 5.00% 5.00% Rate of Return of Plan Assets - - Expected Average remaining working lives of Employees (years) 23.8 23.78 Reconciliation of Defined benefit obligation Present Value of Obligation as at the beginning of the year 10.76 - Acquisition adjustment - -

Interest Cost 0.86 -

Past Service Cost -

Current Service Cost 0.23 3.21 Curtailment Cost/(Credit) - - Settlement Cost / (Credit) - - Benefits paid - - Acturial (gain)/loss of obligations (0.31) 7.55 Present Value of Obligation as at the end of the year 11.54 10.76 Acturial Gain / Loss Recognized Acturial (gain)/loss for the year – Obligation (0.31) 7.55 Acturial (gain)/loss for the year - Plan Assets - -

Total (gain)/ loss for the year

(0.31) 7.55 Acturial (gain)/loss recognized in the year (0.31) 7.55

Unrecognized acturial (gain)/losses at the end of year - -

The amounts to be recognized in Balance sheet and Statement of Profit and Loss Present Value of Obligation as at the end of the year 11.54 10.76 Value of Plan Provisions as at the end of the year - 10.76 Funded status 11.54 -

Unrecognized Acturial (gains)/Losses - - Net Asset / (Liability) Recognized in Balance Sheet 11.54 10.76 Expenses Recognized in the statement of Profit & Loss Current Service Cost 0.23 3.21

Past Service Cost - - Interest Cost 0.86 - Expected Return on Plan Assets - - Curtailment Cost (credit) - -

Settlemtn Cost/(credit) - - Net Acturial (gain) Loss recognized in the year (0.31) 7.55 Expenses Recognized in the statement Of Profit & Loss 0.78 10.76

12. Segmental Information: The Company is primarily engaged in two business segments:

i) Milk and Milk Products Segment

Milk and Milk Products segment deals with procurement, processing and marketing

of liquid milk and milk products. Since the inherent nature of both these activities are

integrated and governed by the same set of risks and returns and operating the same

economic environment, these have been grouped as a single segment in the financial

statements

ii) Power Segment

Wind Power and Solar Power segment comprises generation of power through wind

and Solar panels, sale of the same to the state power grid authorities and captive

consumption. Segment Information Rupees in lakhs

F.Y

2015-16 F.Y

2014-15

a) Segment Revenue

i) Milk and Milk Products

95994.16

85819.49

ii) Power

11.10

22.24

Total

96005.26

85841.73

b) Segment Results

Profit/(Loss) before interest and tax

i) Milk and Milk Products 4410.60 1414.39

ii) Wind Power (18.41) (7.46)

Total 4392.19 1406.93

Less : Interest


ii) Wind Power - -

Total 430.58 478.04

Add: Un-allocable Income 289.29 282.50

Total Profit Before Tax 4250.90

1211.11

c) Capital Employed:


ii) Wind Power 2281.86 1241.63

Total Segment Capital Employed 17034.96

10494.67

13. Related Party Transactions:

Disclosure in respect of related parties pursuant to Accounting Standard - 18

i) List of related parties and description of relationship

(As identified by Management)

a)Key Management Personnel

Mr. K. Bhasker Reddy -Managing Director – Managerial Services

Mr. M. Gangadhar -Executive Director – Managerial Services

Mr. D. Chandra Shekher Reddy -Executive Director – Managerial Services

Mr. C. BalrajGoud -Executive Director – Managerial Services

Mr P. Gopalakrishnan -Chief Executive Officer

Mr Kapil Sood -Chief Financial Officer

Mr S.Raghava Reddy -Company Secretary

Remuneration paid u/s 188 (1f) of Companies Act, 2013 Rs.in lakhs

Name of the Employee Relationship Managerial Remuneration

Smt.K.Sandhya –

Resource Manager

Wife of Sri K.Bhasker Reddy 21.62

Sri M.Krishna Chaitanya

- Resource Manager

Son of Sri M.Gangadhar 21.62

Smt.D.Deepika -

Resource Manager

Wife of Sri D.C.S.Reddy 21.62

Smt.C.Manga Raj -

Resource Manager

Wife of Sri C.Balraj Goud 21.62

Rent paid u/s 188 (1f) of Companies Act, 2013 Rs.in lakhs

Name of the Employee Relationship Rental Agreement

Smt.K.Sandhya – Wife of Sri K.Bhasker Reddy 11.04

Smt.M.Rama Kumari Wife of Sri M.Gangadhar 11.04

Smt.D.Deepika - Wife of Sri D.C.S.Reddy 11.04

Smt.C.Manga Raj - Wife of Sri C.Balraj Goud 11.04

a. Other Related parties

KhammamMilkline Private Limited

DhulipallaMilkline Private Limited

Mohan Milkline Private Limited

VidyaMilkline Private Limited

OngoleMilkline Private Limited

PamuruMilkline Private Limited

NagavalliMilkline Private Limited (Fully owned Subsidiary)

KavaliMilkline

PragathiMilkline

Orga Farms Private Limited

Godrej Agrovet Limited (Holding Company)

Astec Life Sciences Limited

PVR & PSR Enterprises

b. Relatives of Key Management Personnel

Smt. K. Sandhya, wife of Mr. K.Bhasker Reddy

Smt.M. Rama kumara, wife of Mr. M. Gangadhar

Smt. D. Deepika, wife of Mr. D. Chandra Shekher Reddy

Smt. C. Manga, wife of Mr. C. BalrajGoud

Sri M.Krishna Chaitanya, son of Sri M.Gangadhar

ii) Transactions with related parties during the year

a) Key Management Personnel

(Amount in lakhs)

Whole time Directors Current Year Previous Year

Remuneration including

Contribution P.F and Perks 281.25 269.11

Dividend 142.81 125.09

Balance outstanding at the

Balance sheet date – Payable 5.79 9.04

(Amount in lakhs)

Other KMP Current Year Previous Year





Holding Company – Godrej Agrovet Limited has become holding

company with effect from 21.12.2015

(Amount in Lakhs)

Current Year

Dividend 80.16

Purchases 139.54

Payable 10.23

b) Other Related Parties

(Amount in Lakhs)

Current Year Previous Year

Purchase of goods 13952.58 12784.23



Receivable 27.50 75.39

Inter Corporate Deposit 3000.00 -

c) Relatives of Key Management Personnel

(Amount in lakhs)


House Rent Paid 44.16 44.16



14. Disclosures in respect of derivative instruments:

a) Derivative instruments outstanding at the balance sheet date

___________________________________________________________________

March 31, 2016 March 31,2015


-----------------------------------------------

USD INR USD INR

i) Forward: - - - -

i) Option: - - - -

ii) Swap: - - - -

_______________________________________________________________________

15. Capacities and Actual Production

UOM Installed Capacity Actual Production

Current Previous Current Previous

Year Year Year Year

I. Dairy Division

Milk Lakhs Ltrs. 2701.00 2701.00 1621.86 1669.43

Milk Products (Bulk) Tonnes - - - 5152.05 4075.58

Milk Products (others) Tonnes - - 35493.55 28939.34

Milk Powder Tonnes 5475.00 5475.00 1724.37 1722.71

Ice Creams In Ltrs 2190000.00 2190000.00 882325.00 702833.00

II. Power

Division

Kw 37668000.00 21900000.00 2244195 2818600

Notes: The installed capacity is as certified by the Management and not verified by

the auditors, being a technical matter.

16. Consumption of imported and indigenous raw materials, packing materials and

Stores and spares.

(Amount Rs. In lakhs)


March 31, 2016 March 31, 2015

% Value % Value

Imported NIL NIL NIL NIL

Indigenous 100 69554.91 100 69284.42

---------------------------------------------------------------------------------------------------------------------

17. Purchase Value of Imported and Indigenous Raw Materials, Packing Materials,

Stores and Consumables



March 31, 2016 March 31, 2015

% Value % Value

Raw Materials


Indigenous 100 64909.20 100 64524.07

Packing Materials


Indigenous 100 2956.17 100 2937.72



Indigenous 100 532.09 100 685.45

18. Outstanding dues to Small Scale Industrial Undertakings is Rs. 97.20 lakhs (Previous

year Rs. 217.38 lakhs) in respect of 10 units as at 31st March 2016. The amounts

outstanding to these parties as on 31st March, 2016 is mainly due to the amounts not

falling due contractually. The list of SSI Undertakings were determined by the company

on the basis of information available with the company and relied upon by the auditors.

19. Details of Corporate Social Responsibility (CSR) Expenditure:

a) Gross amount required to be spent by the company during the year: Rs.55.50 Lakhs

b) Amount spent during the year:Rs.20.71 Lakhs.

(Rs. in Lakhs)

Incurred To be incurred Total

i. Construction / acquisition of any

asset

Nil Nil Nil

ii. On purposes other than (i) above 20.71 34.79 55.50

20. The Financial statements for the year ended March 31, 2016 are prepared as per Schedule

III of the Companies Act, 2013 and in or form as near as thereto.

21. Previous year figures are regrouped/reclassified and rearranged wherever necessary.

`

22. The amounts in the Financial statements are presented in Indian Rupees..

SIGNATURES TO SCHEDULES 2 TO 21

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

Sd/- Sd/-

For S.B.S. Manian& Co K. Bhasker Reddy M. Gangadhar

Chartered Accountants Managing Director Executive Director Firm No.008165S

Sd/- Sd/- Sd/-

CA.S.B.S. Manian D.Chandra Shekher Reddy C. BalrajGoud

Partner Executive Director ExecutiveDirector

Membership.No.26586

Sd/- Sd/-

P.Gopala Krishnan Kapil Sood


Sd/-

S.Raghava Reddy

Company Secretary

Place: Hyderabad

Date : 12.05.2016

S.B.S.MANIAN & CO.,


1001A, Raghava Ratna Towers, Chirag Ali Lane, Abids, Hyderabad – 500 001 040-23202122, 23204058, Email: [email protected] , [email protected]

Independent Auditors’ Report on Consolidated Financial Statements To The Members of Creamline Dairy Products Limited, Report on the Consolidated Financial Statements:

1. We have audited the accompanying Consolidated financial statements of Creamline Dairy Products Limited (“the Holding

Company”) and its subsidiary (collectively referred to as “the Company”), which comprising of the Consolidated Balance Sheet as at 31st March 2016, the consolidated statement of Profit and Loss Account, the Consolidated Cash Flow statement for the year then ended, and a summary of significant accounting policies and other explanatory information(hereinafter referred to as “the consolidated financial statement’).

Management’s Responsibility for the Consolidated Financial Statements: The Holding Company’s Board of Directors are responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ( “ the Act”) with respect to the preparation and presentation of these consolidated financial statements that give a true and fair view of the consolidated financial position, financial performance and consolidated cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting standards specified under Section 133 of Act, read with Ruel 7 of the Companies ( Accounts) Rules, 2014. The Board of Directors of the company are responsible for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting the frauds and other irregularities; the selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view

S.B.S.MANIAN & CO.,



and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated financial statements by the Directors of Holding Company, as aforesaid.

Auditors Responsibility: Our responsibility is to express an opinion on these Consolidated Financial Statements based on our audit. While conducting the audit, we have taken into account the provision of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and Rules made there under. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perofm the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Holding Company’s preparation of the consolidated financial statements that given a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by Holding Company’s Board Directors, as well as evaluating the overall presentation of the consolidated financial statements.

S.B.S.MANIAN & CO.,



We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the consolidated financial statement

Opinion:

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Consolidated financial statements, give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the consolidated state of affairs of the Company, as at 31st March 2016, and their consolidated profit and their consolidated cash flows for the year ended on that date.

Report on other legal and Regulatory Requirements:

1. As required by the Companies (Auditors’ Report) Order, 2016

(“the Order) issued by the Central Government of India in terms of sub-section (11) of section 143 of the Companies Act, 2013(hereinafter referred to as “the Act”),and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in the Annexure A statement on the matters specified in paragraphs 3 and 4 of the Order.

2. As required by Section 143 (3) of the Act, we report to the extent

applicable:

a. We have sought and obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the purpose of our audit of the aforesaid consolidated financial statements

S.B.S.MANIAN & CO.,



b. In our opinion, proper books of accounts as required by law relating to preparation of the aforesaid consolidated financial statements have been kept by the Company so far as it appears from our examination of those books. c. The consolidated Balance Sheet, the Consolidated statement

of Profit and Loss , the Consolidated Cash Flow statement dealt with by this report are in agreement with the relevant books of accounts maintained.

d. In our opinion, the aforesaid Consolidated Balance Sheet, the

Consolidated Statement of Profit and Loss, and the Consolidated Cash Flow Statement dealt with by this report comply with the Accounting Standards referred to in Section 133 of the Companies Act, 2013, read with Rule 7 of the Companies (Accounts) Rules 2014.

e. On the basis of written representations received from the

directors of the Holding Company as on March 31st, 2016 taken on record by the Board of Directors of the Holding Company, none of the Directors of “the Company” is disqualified as on 31st March, 2016 from being appointed as a director of that company in terms of Section 164(2) of the Companies Act, 2013.

f. With respect to the adequacy of the internal financial controls

over financial reporting of “the Company” and the operating effectiveness of such controls, refer to our separate report in “Annexure B” and

S.B.S.MANIAN & CO.,



g. With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies ( Audit and Auditors) Rules, 2014 in our opinion and to the best of our information and according to the explanations give to us

i) The consolidated financial statements disclose the

impact of pending litigations on the consolidated financial position of “the Company”. Refer the notes to accounts of the consolidated financial statements;

ii) The company does not have any material for foreseeable losses on long – term contracts including derivative contracts.

iii) According to the information and explanations given to us, the Company has unclaimed dividend. However, we have been informed that, the same is not due to be transferred to Investor’s education and protection fund presently “by the Company”.

For S.B.S.MANIAN & CO., Chartered Accountants,

Firm No.008165S Place : Hyderabad CA.S.B.S.MANIAN Date : 12.05.2016 Partner

Membership.No.26586

S.B.S.MANIAN & CO.,



Annexure – B to the Auditors Report Report on the Internal Financial Controls under clause (i) of sub Subsection 3 of Section 143 of the Companies Act,2013( “ the Act”) In conjunction with our audit of the consolidated financial statements of the Company as of and for the year ended 31st March 2016, we have audited the internal financial controls over financial reporting of Creamline Dairy Products Limited (“the Holding Company”) and its subsidiary company as of that date. Management’s Responsibility for Internal Financial Controls The Respective Board of Directors of Holding Company and its subsidiary company, are responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance note on Audit of Internal Financial controls over financial Reporting issued by the Institute of Chartered Accounts of India(ICAI). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act,2013 Auditors Responsibility Our responsibility is to express an opinion on the Company’s internal financial control over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the “Guidance Note”) and the standards on Auditing, issued by ICAI and deemed to be prescribed under section 143 (10) of the companies Act, 2013, to the extent applicable to an audit of internal financial controls, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects.

S.B.S.MANIAN & CO.,



Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls system over financial reporting. Meaning of Internal Financial Controls over Financial Reporting A company’s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that , in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition , use, or disposition of the company’s assets that could have a material effect on the financial statements. Inherent Limitations of Internal Financial Controls Over Financial Reporting

S.B.S.MANIAN & CO.,



Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error of fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Opinion: In our opinion , the Holding Company and its subsidiary company , have, in all material respects, an adequate internal financial control system over financial reporting and such internal financial control over financial reporting were operating effectively as at 31st March 2016, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial reporting issued by the Institute of Chartered Accounts of India.


Firm No.008165S Place: Hyderabad CA.S.B.S.MANIAN Date: 12.05.2016 PARTNER Membership.No.26586

CONSOLIDATED BALANCE SHEET AS AT 31st MARCH, 2016

Note AS AT AS AT

NO. 31st Mar,2016 31st Mar,2015

Rupees Rupees

I. EQUITY AND LIABILITIES

1. Shareholders' Funds

(a) Share Capital 2 113247000 102768930

( b) Reserves and Surplus 3 1508998893 773088426

(c) Deferred Govt Grants 4 24166529 37911073

Sub-Total Shareholders' Funds 1646412422 913768429

2. Non - Current Liabilities

(a) Long-term borrowings 5 57083578 135699202

(b) Deferred tax Liabilities (Net) 6 48736417 37897419

(c) Other Long-term Liabilities 7 74266265 62255922

(d) Long-term Provisions 8 9688059 5595614

Sub-Total Non-Current Liabilities 189774319 241448157

3. Current Liabilities

(a) Short - term borrowings 9 410000000 141958440

(b) Trade Payables 10 289953020 304945990

(c) Other Current Liabilities 10 226991113 413302149

(d) Short-term provisions 11 149021647 90156277

Sub-Total Current Liabilities 1075965780 950362856

TOTAL EQUITY AND LIABILITIES (1+2+3) 2912152521 2105579443

II ASSETS

1. Non-current assets

a) Fixed Assets

(i) Tangible assets 12 943537234 843863929

(ii) Intangible assets 12 27935969 25184404

(iii) Capital Work - In - Progress 12 68787369 19377874

Sub-Total Fixed Assets 1040260572 888426207

b) Goodwill on consolidation 36796626 36796626

b) Non-current Investments 13 21000 21000

c) Long-term Loans and advances 14 48893326 37966780

d) Other non-current assets 15 2593000 3934178

Sub-Total Other Non-Current Assets 51507326 41921958

Sub-Total Non-Current Assets 1128564524 967144791

2. Current Assets

(a) Inventories 16 687282152 954541339

(b) Trade receivables 17 57221592 35648087

c) Current Investments 13A 510000000 -

(d) Cash and Cash equivalents 18 88473404 59671099

(e) Short-term loans and advances 14 440610849 88574129

Sub-Total Current Assets 1783587998 1138434654

TOTAL ASSETS (1+2) 2912152521 2105579443

Summary of Significant Accounting Policies & Notes to the accounts1

The schedules referred to above form an integral part of

the Balance Sheet

This is the Balance Sheet referred to in our report of

even date


Sd/- Sd/-

For S.B.S. MANIAN & CO K. Bhasker Reddy M. Gangadhar


Firm No.008165S

Sd/- Sd/- Sd/-

CA.S.B.S MANIAN C. Balraj Goud D. Chandra Shekher Reddy


Mem.No.26586


Date : 12.05.2016 P.Gopalakrishnan Kapil Sood


Sd/-

S.Raghava Reddy

Company Secretary


CONSOLIDATED PROFIT AND LOSS FOR THE YEAR ENDED 31st MARCH' 2016

PARTICULARS Year ended Year ended

Note 31st Mar,2016 31st Mar,2015

NO. Rupees Rupees

INCOME

Revenue from operations (Gross) 19 9605050513 8587016746


Revenue from operations (Net) 9600526488 8584172843

Other Income 20 28929451 28250393

Total Revenue:(I) 9629455939 8612423236

EXPENDITURE

(a) Cost of materials consumed 21 6901959917 6857721082

(b) Changes in inventories of finished goods, work-in- progress

22 151514220 (433365694)

(c) Power and Fuel 169294240 166220174

(d) Employee benefits expenses 23 428780145 372509325

(e) Other expenses 25 1389868489 1336494357

Total (II) 9041417011 8299579244

Earnings before interest, Tax, Depreciation and Amortization

(EBITDA ) (I)-(II) 588038928 312843992

(f) Finance costs 24 43058804 47803534

(g) Depreciation and amortisation expenses 12 119649755 143717242

Total Expenses 162708559 191520776

PROFIT BEFORE EXTRAORDINARY ITEMS AND TAX 425330369 121323216

Prior Period Income/(Expenditure) (277764) (250236)

PROFIT BEFORE TAX 425052606 121072980

Provision for Tax - Current 141000000 56000000

- Deferred 10838998 (26077921)

- Wealth Tax - 83408

PROFIT AFTER TAX 273213608 91067493

Surplus Brought Forward 574881158 554261498

PROFIT AVAILABLE FOR APPROPRIATION 848094766 645383353

APPROPRIATIONS

Dividend 30830679 20553786

Tax on Dividend 6276401 4109548

Transfer to General Reserve 12500000 12500000

Adjustment relating to Fixed assets - 33284498

Surplus Carried to Balance Sheet 798487686 574881158

848094766 645328990

Earnings per Equity share - Basic (Rs.) per share of Rs.10/-each (Annually) 25.85 8.86

Earnings per Equity share - Diluted (Rs.) per share of Rs.10/- each (Annually) 25.85 8.86

Summary of Significant Accounting Policies & Notes to the accounts 1The schedules referred to above form an integral part of the Profit

& Loss statement

This is the Profit & Loss statement referred to in our report of

even date


Sd/- Sd/-

For S.B.S.MANIAN & CO., K.Bhasker Reddy M. Gangadhar


Firm No.008165S

Sd/- Sd/- Sd/-

CA.S.B.S MANIAN C.Balraj Goud D.Chandra Shekher Reddy


Mem.No.26586

Place : Hyderabad

Date : 12.05.2016 Sd/- Sd/-

P.Gopalakrishnan Kapil Sood


Sd/-

S.Raghava Reddy

Company Secretary



31st Mar 2016 31st Mar 2015

A. Cash Flow From Operating Activities:

Net Profit Before Tax and Extraordinary Items 425052606 121361074

Non cash adjustment to reconcile profit before tax to net cash flows

Adjustments For:

Depreciation/Amortization on fixed assets 119649755 143717242

(Profit)/Loss on Sale of Fixed Assets (403302) 1131841

Interest 26523364 38348626

Other Income (5143570) (5333038)

Interest Income (9638035) (4194959)

Subsidy transferred to P&L (13744544) (17204868)

Provision for income tax (141000000) 56000000

Preliminary expenses written off - 32800

Operating profit Before Working Capital Changes 401296274 333858718

Moment in working capital

Adjustments For:

(Increase)/Decrease in Inventories 267259187 (319648435)

(Increase)/Decrease in Trade Receivables (21573506) (8044723)

(Increase)/Decrease In long term Loans and Advances (10926546) 3059405

(increase)/Decrease in short term loans and Advances (352036720) 75032460

Increase/(Decrease) in other long term liabilities 12010343 10537655

Increase/(Decrease) in long term provisions 4092445 2570850

(Increase)/Decrease in Trade Payables (14992970) 63942207

Increase/(Decrease) in Other Current Liabilities (186311036) 92835681

Increase/(Decrease) in Short term provisions 165201680 (42550067)

(Increase)/Decrease In other non current assets 1341178 (2512020)

Direct taxes paid (106336310) (71589845)

( incl.taxation of earlier years & net of refund)

Net Cash Generated From/(used) in Operations 159024018 137491884

B. Cash Flow From Investing Activities:

Proceeds from Equity Share capital and Share premium 510282009 -

Purchase of Fixed Assets including intangible assets, CWIP (272869411) (136938867)

Proceeds from Sale of Fixed Assets (Net) 1788593 1625000

Interest Income 9638035 4194959

Other Income 5143570 5333038

253982797 (125785871)

C. Cash Flow From Financing Activities:

Proceeds from Long Term Borrowings 65073481 150000000

Repayment of Long Term Borrowings (143689104) (82108965)

Investments in Mutual funds (Shot term funds) (510000000) -

Proceeds from short term borrowings (net) 268041560 (13697124)

Interest paid (26523364) (38348626)

Dividend paid (including dividend tax) (37107080) (24046902)

Net Cash flow from/(used) in financing activities © (384204508) (8201616)

Net Increase /(Decrease) in Cash and Cash Equivalents (A+B+C) 28802307 3504397

Cash and Cash equivalents at the beginning of the year 59671097 56166700

Cash and Cash equivalents at the end of the year 88473404 59671097

Components of cash and cash equivalents

Cash in Hand 32919238 23688239

Balances with banks 55554166 35982858

Total cash and cash equivalents 88473404 59671097

Summary of Significant Accounting Policies & Notes to the accounts

This is the Cash Flow Statement referred to in our report For and on behalf of the Board

of even date

Sd/- Sd/-

For S.B.S. MANIAN & CO K.Bhasker Reddy M.Gangadhar


Firm No.008165S

Sd/- Sd/- Sd/-

CA.S.B.S. MANIAN C.Balaraj Goud D. Chandra Shekher Reddy


Mem.No.26586


Dt.12.05.2016 P.Gopalakrishnan Kapil Sood


Sd/-

S.Raghava Reddy

Company Secretary


CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED 31st Mar'2016

Amount (Rs.)


CONSOLIDATED NOTES TO FINANCIAL STATEMENTS FOR THE YEAR ENDED MARCH '2016

(All amounts are Indian Rupees unless otherwise stated)

NOTE - 2 SHARE CAPITAL In Rupees

As at As at


a) Authorised Share Capital

i) Equity Share Capital

1,50,00,000 Equity Shares of Rs. 10/- each 150000000 150000000

(Previous year 1,50,00,000 Equity shares @ Rs.10/- each)

b) Issued, Subscribed and Paid-up Equity Share Capital 113247000 102768930

11324700 Equity Shares of Rs.10/- each issued fully paid-up

(Previous year 10276893 Equity shares of Rs.10/- each )

Total: 113247000 102768930

c) Reconciliation of number of equity shares outstanding and the amount of share capital

PARTICULARS Number of shares Amount in Rupees Number of shares Amount in Rupees

Shares Outstanding at the beginning of the year 10276893 102768930 10276893 102768930

Shares issued during the year 1047807 10478070 - -

Shares oustanding at the end of the year 11324700 113247000 10276893 102768930

d) Rights, preferences and restrictions attached to equity

The Company has only one class of Issued, subscribed and paid up equity shares having a par value of Rs.10/- each per share. Each holder

of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend proposed by the

Board of Directors is subject to the approval of the shareholders in the Annual General Meeting .

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after

distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the share holders.

e) Details of Shareholders holding more than 5% shares in the Company

Name of Shareholder No.of Shares held % of holding No.of Shares held % of holding

Equity Shares of Rs.10/- each fully paid

1.Godrej Agrovet Limited 5879008 51.91 2671993 26.00

2.K.Bhasker Reddy 868500 7.67 868500 8.45

3.M.Gangadhar 799400 7.06 834400 8.12

4.D.Chandra Shekhar Reddy 835292 7.38 835292 8.13

5. C.Balraj Goud 654892 5.78 744892 7.25

NOTE - 3 RESERVES AND SURPLUS In Rupees

As at As at


a)Capital Reserve




b) Share Premium Reserve


Add: Addtions during the year 499803939


c) General Reserve


Add: Transferred from Surplus in Profit and Loss statement 12500000 12500000


d) Surplus/(Deficit) in the statement of Profit and Loss


Add: Net Profit after tax transferred from statement of Profit and Loss 273213608 91067493

Less : Depreciation and amortisation for the period to April'2014* - 33284498

Less: Pre-acquistion loss of Nagavalli Milk Line Pvt limited 126867

Amount available for appropriations 848094766 612044493

Appropriations:

Transferred to General Reserve 12500000 12500000

Interim Dividend per share Rs.3.00/- (Previous year Rs.2/- per share) 30830679 20553786

Tax on interim Dividend 6276401 4109548

Total Appropriations 49607080 37163334

Net Surplus in the statement of profit and loss 798487686 574881158

Total: (a+b+c+d) 1508998893 773088426

31st Mar,201531st Mar,2016

31st Mar,2016 31st Mar,2015

NOTE - 4 DEFERRED GOVT.GRANTS In Rupees

As at As at


a) Deferred Govt Grants (Capital Reserve)



37911073 55115941

Less: Income recognized during the period and transferred to Profit and Loss statement 13744544 17204868


Non - Current Liabilities

NOTE - 5 LONG TERM BORROWINGS In Rupees


a) Term Loans

i) From Banks (Secured)

Indian Rupee loan - 31759430 31759430 75518836

ii) From Banks (Unsecured) - 100000000 - 50000000

Indian Rupee loan 50666667 - 6333333 -

iii) From Banks (Secured)

Vehicle Loan - from Banks & NBFC 6416911 3939772 4402332 2241204

Total: 57083578 135699202 42495095 127760040

Less: Amount disclosed under the head (42495095) (127760040)

"Other current liabilities" (Ref.note.9)

Note: Instalments falling due in respect of the above loans upto31st March'2016 is Rs.424.95 lakhs (Previous year Rs.1277.60 lakhs) have

been grouped under ("current maturies") of Long Term borrowings.

Term loans from Banks includes

ICICI Bank : Rupee Loan (secured)

a) Rupee Term loan of Rs.3000.00 lakhs A/c No.C127708001 (Outstanding) as on Mar 31st 2016- Rs.317.59 lakhs (Previous year Rs.952.76 lakhs )

carries interest @ 11.50% pa. (Previous year interest - 11.50%). Term Loans have been darwn in three tranches and repayable in 20 equal quarterly




time Directors of the Company which was subsequently withdrawn

b) Rupee Term loan of Rs.1200.00 lakhs A/c No.C127707001 (Outstanding) as on 31st Mar, 2016 - Rs.Nil lakhs (Previous year

Rs.120.02 lakhs ) carries interest @ 11.50% pa. (Previous year interest - @ 12.25% pa). The term loan is repayable in 20 equal quarterly




time Directors of the Company.

Kotak Mahindra Bank- Term Loan (Unsecured)

Rupee term loan -Unsecured of Rs.900.00 lakhs A/c No.00210310005349 (outstanding) as on Mar 31st 2016-Rs.570.00 lakhs (Previous year NA)

carries interest @ 9.50% pa.(Previous year interest-NA).Term loans have been drawn in multiple tranches and repayble in 18 equal quarterly

instalments commencing from six months from the date of first disbursement.

ICICI Bank : Vehicle Loan (secured)

The vehicle loan from ICICI Bank - outstanding as on Mar 31st, 2016 is Rs.10.73 lakhs Previous year Rs.1.63 lakhs

carries interest @ 10.25% pa. (Previous year interest 10.25%). The loan is repayable in 36 equal monthly instalments

from the date of disbursement. The loan is secured by the hyphothication of the respective vehicles.

Kotak Mahindra - Vehicle Loan (secured)

The vehicle loan from Kotak Mahindra Prime Ltd - Agr.No.CF-11270654 outstanding as on Mar 31st, 2016 is Rs.23.98 lakhs Previous year

Rs.37.09 lakhsl carries interest @ 9.78% pa.The loan is repayable in 36 equal monthly instalments from the date of disbursement.

The loan is secured by the hyphothication of the respective vehicle.


The vehicle loan from Kotak Mahindra Prime Ltd - Agr.No.CF-10750240 outstanding as on Mar 31st, 2016 is Rs.3.96 lakhs Previous yearl

Rs.6.28 lakhs carries interest @ 10.26% pa.The loan is repayable in 36 equal monthly instalments from the date of disbursement.



The vehicle loan from Kotak Mahindra Prime Ltd - Agr.No.CF-10435107 outstanding as on Mar 31st, 2016 is Rs.13.48 Lakhs Previous year

Rs.16.82 lakhscarries interest @ 10.10% pa.The loan is repayable in 36 equal monthly instalments from the date of disbursement.


Yes Bank : RupeeTerm Loan (un-secured)

b) Rupee Term loan of Rs.1500.00 lakhs A/c No. 0006813000000622 (Outstanding) as on 31st Mar,2016 Rs.Nill lakhs (Previous year Rs.1500.00)

carries interest @ 10.75% pa. (Previous year interest -NA). The term loan is unsecured and is repayable in 6 equal quarterly

instalments commencing from six months from the date of disbursement. They are secured by the personal guarantee of the Managing

Director and two other whole time Directors of the company.The term loan has been fully repaid in FY:2015-16

BMW India Financial Services Limited - Vehicle Loan (secured)

The vehicle loan from BMW India Financial Services Limited outstanding as on Mar 31st, 2016 is Rs.36.60 lakhs (Previous year-NA)



Toyota Financial Services India Limited - Vehicle Loan (secured)

The vehicle loan from Toyota Financial Services India Limited outstanding as on Mar 31st, 2016 is Rs. 18.39 lakhs (Previous year-NA)



ICICI Bank - Vehicle Loan (secured)

The vehicle loan from ICICI Bank outstanding as on March 31st, 2016 is Rs .10.73 lakhs (Previous year -Rs.Nill)



Non-Current portion Current Maturities

NOTE - 6 DEFERRED TAX LIABILITY (Net) In Rupees

As at As at


a) Deferred Tax Liability

Opening Deferred tax Liability 37897419 63975340

Add/ (less): Deferred Tax Liability / (Asset) during the year on account of Depreciation 10838998 (26077921)

Closing Deferred Tax Liability/(Asset )thereon 48736417 37897419

NOTE - 7 OTHER LONG TERM LIABILITIES In Rupees

As at As at


Other Payables

- Security Deposits - Transporters 27284629 23400758

- Security Deposits - Booths and Parlours 42462166 35837784

- Security Deposits - Others 4519469 3017379

Total: 74266265 62255922

NOTE - 8 LONG TERM PROVISIONS In Rupees



Provision for employees benefits

a) Provision for Leave Encashment 2704051 2352970 992002 952593

b) Provision for Gratuity 5829840 2166690 944746 754148

c) Provision for Compensated Absence 1154168 1075954 - -

Other Provisions

a) Provision for Dividend - - 20553786

b) Provision for Tax on Dividend - - 4109548

Total: 9688059 5595614 1936748 26370075

Less: Amount disclosed under the head "Short Term Provisions" (Ref.note.11) 1936748 26370075

CURRENT LIABILITIES

NOTE - 9 SHORT TERM BORROWINGS In Rupees

As at As at


Loan repayable on demand

a) Working Capital Loan from Banks (Secured) - 141958440

b) Short Term loan from Banks (Unsecured) 410000000 0

Total: 410000000 141958440

Working Capital Loan from HDFC Bank:

a) The Working capital loan was availed during the year from HDFC Bank , is renewable annually. The working capital loans are

secured by first pari pasu charge on current assets of the Company by way of hypotherication of raw materials, work-in-progress,

finished goods, packing materials, spares, stores and assignment of receivables with HDFC Bank. They are also secured by

second charge on the fixed assets of the Company. They are also secured by the personal guarantee of the Managing Director

and two whole time directors of the company.

The company has availed from HDFC Bank Working capital facility agregating to Rs.3000 lakhs of Open cash credit (OCC) facility.

HDFC Bank has also sanctioned non fund limits of LC/BG of Rs.200 lakhs The rate of interest on cash credit facility from

HDFC Bank is 0.25% above base rate. The present interest rate on working capital facility is 9.15% p.a.. The outstanding liability of OCC

as on March 31st, 2016 is Nil.(previous year Rs.1419.581 lakhs)

b) The short term loan from Kotak Mahindra Bank Limited (4100 Lakhs) is unsecured. The rate of interest on the said loan is 9.50% pa.)

(previous year-NA)

Long - Term Short - Term

NOTE - 10 TRADE PAYABLES AND OTHER CURRENT LIABILITIES In Rupees

As at As at


a) Trade Payables

I.Total Outstanding dues of Micro Enterprises and Small Enterprises Rs 97,19,598

II.Total Outstanding dues of Creditors other than Micro and Small enterprises Rs 28,02,33,422 289953020 304945990

Total: (a) 289953020 304945990

b) Other Current Liabilities

Current Maturities of Long Term Borrowings (Ref. Note.5) 42495095 127760040

Unclaimed Dividend - 1250

Interest accrued but not Due 236,202

Total: (b) 42731298 127761290

c) Other Payables

Employee Related Payables 31496199 28129348

Advances from Customers 18547452 18599645

Statutory Payables 10531506 6124399

Capital Creditors 87599114 7501728

Outstanding Liabilities 36085544 225185740

Total: ( c) 184259816 285540859

Total: (b+c) 226991113 413302149

Note: There are no overdue amounts payable to Micro and Small Enterprises as defined under the Micro, Small and Medium Enterprises

Development Act, 2006, based on information available with the Company. Further, the Company has not paid any

interest to any Micro and Small Enterprises during the period ended Mar 31st, 2016 and March 31st, 2015

NOTE -11 SHORT TERM PROVISIONS In Rupees

As at As at


a) Provision for employee benefits

Leave Travel Assistance 148547 888826

Medical 168209 191035Bonus 7079675 4702859Leave Encashment (Refer Note No.8) 992002 952593GRATUITY 944746 754148

b) Other Provisions

Provision for Income Tax 139688468 57905264

Provision for Wealth Tax - 98218

Provision for Dividend - 20553786

Provision for Dividend Tax - 4109548

Total: (a+b) 149021647 90156277

NOTE - 13 NON - CURRENT INVESTMENTS In Rupees

Unit face value Numbers As at As at

PARTICULARS 31st Mar, 2016 31st Mar, 2015

Other Non-current investment at cost

Government Securities

National Savings Certificates etc., 21000 21000

Total: (a+b+c) 21000 21000

NOTE - 13 A INVESTMENTS In Rupees

Unit face value NAV(cost) As at As at

PARTICULARS Rs. 31st Mar, 2016 31st Mar, 2015

Current investment at cost

Investment in Mutual Funds (short term)

DSP BLOCK ROCK ULTRA SHORT TERM FUND 4644768 10.7648 50000000 -

ICICI PRUDENTIAL ULTA SHORT TERM FUND 5230228 15.2957 80000000

ICICI PRUDENTIAL SAVINGS FUND 267188 224.5612 60000000

IDFC ULTRA SHORT TERM FUND GROWTH 2394693 20.8795 50000000

KOTAK LOW DURATION FUND STANDARD GROWTH 67102 1788.3206 120000000

RELIANCE MEDIUM TERM FUND 4820857 31.1148 150000000 -

(Market value of current investments as at 31.03.2016 is Rs.519882114/-)

Total: (a+b+c) 510000000 -

NOTE - 14 LOANS AND ADVANCES In Rupees



a) Capital Advances

Unsecured, Considered Good 13203846 2898568 -

b) Security Deposits

Unsecured, Considered Good 19343823 21458948 7576958 2750467

c) Advances recoverable in cash or kind 5690960 1390899 16330116 18042440

Doubtful 3913142 2573231 - -

9604102 3964130 20243258 20615671

Less: Provision for doubtful milk advances 3913142 2573231 - -

Total: 5690960 1390899 16330116 18042440

d) Loans and Advances to related parties - 1738618 302749932 5800000

e) Other loans and advances

Unsecured, Considered Good

Advance Income Tax and TDS receivable 10525568 9150579 98863056 51417308

Prepaid expesnes 129129 1712893 9982065 7609475

Loans and advances to employees - 1390899 74406 56049

Interest Receivable - - 5034317 1020866

Total: (a+b+c+d+e) 48893326 37863880 440610849 88574129

CurrentNon-current

NOTE - 15 OTHER NON-CURRENT ASSETS In Rupees

As at As at


Unsecured, considered good unless stated otherwise

Non-current Bank balances (Ref Note 18) 2593000 3934178

Total: 2593000 3934178

NOTE - 16 INVENTORIES In Rupees

As at As at


(As verified, valued and certified by the Management)

(Valued at lower of cost or net reliazable value except Packing material & Stores and Spares)

Raw Materials 224967304 337341618

Packing Materials 33549804 36598211

Finished Goods 387959536 539735286

Work - in - Process 21407160 21145630

Consumables, Stores and Spares 19398349 19720594

Total: 687282152 954541339

Break-up of Inventory In Rupees

As at As at


A) Inventory : Raw Material

Skimmed Milk Powder 211356080 321705996

Raw Milk 10280465 13599566

Other Raw Material 3330759 2036056

224967304 337341618

Total:

B) Inventory: Work in Process

a) Dairy - in Process material 21407160 21145630

21407160 21145630

C) Inventory: Finished Goods

Value Added Products 366365041 514263800

Fat Products 21594495 25471486

387959536 539735286

Total : (a+b+c) 634334000 898222534

NOTE - 17 TRADE RECEIVABLES In Rupees

As at As at


A) Trade receivable outstanding for a period exceeding six months from the date they are

due for payment

a) Unsecured, considered good 3251324 3057916

b) Unsecured, considered doubtful 4884065 2477289

Total (a+b) 8135389 5535205

Less: Provision for Bad and Doubtful Debts - Debtors a/c 4884065 2477289

Total (A) 3251324 3057916

B) Other Trade receivables

Unsecured, considered good 53970268 35067459

Total: (A+B) 57221592 35648087

NOTE - 18 CASH AND CASH EQUIVALENTS In Rupees



a) Balances with banks

Balances with Scheduled Banks: - - 55554166 35982858

Balances with Non - Scheduled Banks - - - -

b) Cash on hand - - 32919238 23688239

c) Deposit with original maturity for more than 12 months 2593000 3934178 - -

Total: (a+b+c) 2593000 3934178 88473404 59671097

Non-Current Current

NOTE - 19 REVENUE FROM OPERATIONS In Rupees



a) Finished goods

Domestic Sales 9571900578 8567487839

b) Other operating revenues

Sale of Power 1110898 2223777

Conversion,Handling and Storage Charges 28491417 12771181

Scrap Sales 3547620 4533950

Revenue from Operations (gross) Total: (a+b) 9605050513 8587016746


Revenue from Operations (net) 9600526488 8584172843

In Rupees


Break-up of Domestic sales 31st Mar,2016 31st Mar,2015

Details of Products Sold

Finished goods sold

a) Milk 6612359227 6730019788

b) Fat Products 1063892293 200337224

c) Value Added Products 1890081853 1613843719

d) Skimmed Milk powder 5567204 23287107

9571900578 8567487839

NOTE - 20 OTHER INCOME In Rupees



a) Interest Income on:

Interest - Cattle Loan 1558153 2298796

Interest - Bank & Others 8079882 1924572

b)Subsidy transferred from Deferred Govt.Grants 13744544 17204868

c) Profit/(loss) on Sale of fixed assets (net) 403302 (1131841)

d) Dividend Income-Mutual Fund 165143 -

e) Other non-operating Income 4978427 5333038

Total (a+b+c+d+e) 28929451 25629433

NOTE - 21 COST OF MATERIALS CONSUMED In Rupees



a) Raw Materials


Add : Purchases 6490920056 6452406976

6828261674 6904072885


Consumption of Raw Materials 6603294370 6566731267

b) Packing Material


Add : Purchases 295617140 293772178

332215351 327588026


Consumption of Packing Material 298665547 290989815

Cost of material consumed (a+b) 6901959917 6857721082

In Rupees



Details of Raw Materials Purchases

Dairy

Raw Milk / Skimmed Milk Powder 6444425413 6399270410

Other Raw Materials 46494643 43981786

Butter Purchases - 9154780

6490920056 6452406976

NOTE - 22 CHANGES IN INVENTORIES OF FINISHED GOODS In Rupees



a) Inventory at the beginning of the year

Finished Goods 539735286 109308953


Total - A 560880916 127515222

b) Inventory at the end of the year / Period

Finished Goods 387959536 539735286


Total - B 409366696 560880916

Changes in inventories of finished goods and stock in process (B-A) (151514220) 433365694

NOTE - 23 EMPLOYEE BENEFIT EXPENSES In Rupees



Salaries, Wages, Bonus & Allowances 389010018 339514197

Contribution to Provident and other funds 21802758 16819576

Gratuity and Leave encashment 8149815 8137914

Staff Welfare Expenses 9817554 8037638

Total: 428780145 372509325

NOTE - 24 FINANCE COSTS In Rupees



Interest - Term Loans 11942684 17302259

Interest - Working Capital 14580681 21046367

Interest - Vehicles Loan 943675 250261

Interest - Others 15591765 9204648

Total: 43058804 47803534

NOTE - 25 DEPRECIATION AND AMORTIZATION EXPENSE In Rupees



Depreciation on tangible assets 110106291 138614227

Amortization of Intangible assets 9543463 5103015

Total: 119649755 143717243

NOTE - 26 OTHER EXPENSES In Rupees



a) Consumables, Stores and Spares consumed

Opening Stock 19720594 21895925

Add: Purchases 50636134 68545659

70356728 90441584

Less: Closing Stock 19398349 19720594

Consumption of Consumables, Stores & spares 50958379 70720990

b) Other Manufacturing expenses

Power and Fuel 169294240 166220174

Carriage Inwards 379684368 419596929

Laboratory Expenses 2948972 3335997

Repairs and Maintenance:

-Plant and Machinery 18454856 16921840

-Buildings 3825524 2965801

-Others 5166458 2131200

Factory Maintenance 29215217 17853718

Manufacturing expenses - Others 55775287 55962036

664364923 684987696

c) Administrative Expenses

Managerial Remuneration 27174730 26911092

Travelling and Conveyance 35826621 32293648

Vehicle maintenance 6284424 4917105

Printing and Stationery 6437947 6710291

Postage and Telephones 9456689 7381793

Rent 5897882 4951060

Donations 26100 120201

Professional and Consultancy charges 29644463 10746052

Insurance 4441708 4651514

Directors Sitting Fee 499124 120000

Remuneration to Auditors

a) Statutory Audit Fee 2083900 2039334

b) Tax Audit Fee 85875 84270

Rates and Taxes 9441260 5908238

Electricity Charges 4082934 3193309

Security Charges 20376284 21366247

Office Maintanance 2618117 2718754

Bad Debts Written Off (Net) 306951 391514

Provisions no longer required and balances written off /back -Net 1555346 (2620960)

Bank Charges 6407710 6286644

Service Tax 862202 312101

Annual Maintenance expenses 3913462 3657594

Books & Periodicals 559430 470611

Computer Maintenance 625220 793028

Membership & Subscription 624614 1212424

Staff Recruitment expenses 439853 151655

Vehicle Hire charges 1330106 1699176

Provision for Bad and Doubtful Debts - Debtors & Milk advances 3746687 691073

Other Expenses 11344964 3341246

Total: 196094603 150499013

d) Selling Expenses

Distribution Expenses 265886151 231275092

Advertisement and Sales Promotion 44334048 24752615

Trade Discount 337524625 337791324

Total: 647744824 593819032

e) Preliminary expenses Written off

Preliminary expenditure written off - 66842

- 66842

Total: ( a + b + c + d + e) 1559162729 1500093572

NOTE-12 (Amount In Rupees)

Non current assets - Fixed Assets

%Cost as on

01.04.15

Additions during

the year

Deletions during

the yearTotal value

Upto

31.03.2015For the year Deletions

Upto

31.03/2016

As at

31.03.2016

As at

31.03.2015

DAIRY DIVISION

Land 101489222 - - 101489222 - - - 101489222 101489222

Building 3.17 345421920 18591361 - 364013281 77071493 10168851 - 87240344 276772937 268350427

Plant & Machinery 11.88 890675439 72126668 2986886 959815221 557634048 78684143 1768192 634550000 325265221 333041391

Electrical Installations 9.5 48981932 3942800 2109352 50815380 30995583 3200687 2062171 32134098 18681282 17986349

Furniture & Fixtures 9.5 16373482 158167 - 16531649 9547208 1457984 - 11005192 5526457 6826274

Vehicles 9.5& 11.88 42102650 10851532 875000 52079182 19815423 4857776 755585 23917614 28161568 22287227

Office Equipment 31.67 19690034 219990 - 19910024 17490912 435006 - 17925918 1984106 2199122

Crates ,Cans & Milk o Testers 25 76665342 546000 - 77211342 67155096 2840358 - 69995454 7215888 9510246

Computers 15.83 & 31.67 40323554 2328370 - 42651924 31257883 3789659 - 35047542 7604382 9065671

Intangible Assets - Software 25 33483014 12295028 - 45778042 8298610 9543463 - 17842073 27935969 25184404

Dairy division 1615206589 121059916 5971238 1730295267 819266256 114977927 4585948 929658235 800637032 795940333

POWER DIVISION

Land 9460000 - - 9460000 - - - - 9460000 9460000

Building 3.17 7362742 - - 7362742 2207687 239346 - 2447033 4915709 5155055

Wind Mills & Solar Equipment 4.32 108962924 102400000 - 211362924 50469980 4432481 - 54902462 156460462 58492944

Power Division 125785666 102400000 - 228185666 52677667 4671828 - 57349495 170836171 73107999

Grand Total 1740992255 223459916 5971238 1958480933 871943923 119649755 4585948 987007730 971473203 869048332

Previous year 1643614935 145304836 11130890 1777788881 703316231 143717243 8374049 871943923 905844958 867049638


DEPRECIATION SCHEDULE AS PER COMPANIES ACT

SCHEDULE - V

Name of the Asset

Gross Bloak Depreciation Net Block

NOTE1: Significant Accounting Policies and Notes on Accounts

1. Significant Accounting policies:

1.1 Basis of Preparation of consolidated Financial Statements

The consolidated financial statements of Creamline Dairy Products Ltd” (referred

to as The Company)” and its fully owned subsidiary, Nagavalli Milkline Pvt Ltd

(collectively referred to as the “Company” ) have been prepared under historical

cost convention and on accrual basis of accounting in accordance with Indian

Generally Accepted Accounting Principles, (Indian GAAP), applicable provisions

of Companies Act, 2013, and as per the Accounting standards specified under

section 133 of the Companies Act, 2013 read with rule 7 of Companies

(Accounts) Rules 2014. The Financial statements have been prepared as per the

schedule III of Companies Act, 2013.

1.2 Principles of Consolidation: The consolidated Financial Statements have been

prepared on the following basis:

i) The Financial Statements of the Company and its subsidiary have been

consolidated on a line by line basis by adding together the book value of like

items of assets, liabilities, income and expenses.

ii) Intra group balances and intra group transactions and resulting unrealized

profits are eliminated in full. Unrealized losses resulting from such

transactions are also eliminated unless cost cannot be recovered in

accordance with Accounting Standard AS 21 – “Consolidated Financial

Statements”.

iii) The difference between the cost of investment in the subsidiaries over the net

assets at the time of acquisition of shares in the subsidiaries is recognized in

the financial statements as Goodwill or Capital Reserve as the case may be.

iv) As far as possible the consolidated financial statements are prepared using

uniform accounting policies for like transactions and other events in similar

circumstances and are presented in the same manner as the Company’s

separate financial statements.

The Subsidiaries / Associates considered in the Consolidated Financial Statement are:

Company status/ Country of Ownership interest/ Ownership interest/

Name Incorporation % voting power held % voting power held

As at March 31, 2016 As at March 31, 2015

a) Subsidiary:

Nagavalli Milkline P Ltd India 100% 100%

1.2 Use of estimates

+

The preparation of financial statements is in conformity with Indian GAAP,

which requires management to make judgments, estimates and assumptions that

affect the reported balances of Assets. Liabilities, Income and Expenses, along

with the disclosures relating to contingent liabilities as at the end of the reporting

period.

Accounting estimates could change from period to period. Actual results could

differ from those estimates. Appropriate changes in estimates are made as the

management becomes aware of changes in circumstances surrounding the

estimates. Changes in estimates are reflected in financial statements in the period

in which changes are made and, if material, their effects are disclosed in the notes

to the financial statements.

1.3 Changes in Accounting Policies

Accounting policies have been consistently applied except where a newly issued

Accounting Standard is initially adopted or a revision to an existing accounting

standard requires a change in the accounting policy hitherto in use or for the

purpose of better presentation of financial statements. Management evaluates all

recently issued or revised Accounting Standards on an ongoing basis and

accordingly changes the Accounting policies as applicable.

1.4 Revenue Recognition

a) Revenue is recognized to the extent that it is probable that the economic

benefits will flow to the company and the revenue can be reliably measured.

b) Revenue from operations includes revenue from sale of products, services, to

all manufacturing and other operating revenue.

c) Revenue from sales of products: Revenue from sale of products is recognized

when all the significant risks and rewards of ownership of products have been

passed to the buyer, usually on delivery of the products. The revenue from

sale of products is net off returns, excise duty and value added taxes.

d) Revenue from sale of renewable energy is recognized at the time of sale.

e) Interest income: Interest is recognized on a time proportion basis taking into

account the amount outstanding and the applicable interest rate.

1.5. Fixed Assets and Capital work-in-progress

a) Tangible Assets: Tangible Assets are stated at cost net of accumulated

depreciation and accumulated impairment losses, if any. The cost comprises

purchase price (net of discounts and rebate), borrowing cost if capitalization

criteria are met and any attributable cost of bringing the asset to its working

condition and location for the intended use. Subsequent expenditure related to an

item of fixed assets is added to its book value only if it increases the future

economic benefits from the existing assets beyond its previously assessed

standard of performance.

b) Intangible Assets: Intangible assets that are acquired are recognized at cost

initially and carried at cost less accumulated amortization and accumulated

impairment loss, if any.

c) Capital Work-in-Progress

Capital work-in-progress is recognized at cost. It comprises of fixed assets that

are not yet ready for their intended use at the reporting date and capital stores

issued. Gain or loss arising from de-recognition of fixed assets (tangible and

intangible) are measured as the difference between the net disposal proceeds and

the carrying amount of the asset and is recognized in the Statement of Profit and

Loss when the asset is de-recognized.

1.6. Depreciation and Amortization

Depreciation on tangible fixed assets is provided under the Straight-Line

Method, at the rates and in the manner as prescribed under Schedule II of the

Companies Act, 2013, except in respect of the following assets where useful

life is different from than those described in Schedule II

a) Crates, cans and milko testers have been depreciated @ 25% based on its

estimated useful life of four years.

b) Crates, Cans and milko testers on replacement are charged to revenue.

Plant and Machinery: Depreciation on Plant and Machinery is provided on the

basis of straight line method based on the useful life ranging from 1 to 20 years.

Useful life of each asset is determined based on internal technical evaluation.

Depreciation on assets which are commissioned during the year is charged on

Pro-rata basis from the date of commissioning.

Amortization on Intangible Assets: Intangible assets are amortized over their

respective individual estimated useful lives not exceeding five years on a straight

line basis, in the manner as prescribed in the Schedule II of the Companies Act,

2013.

1.7 Borrowing Cost

Borrowing costs, if any, directly attributable to the acquisition, construction or

production of a qualifying assets, till the time such assets are ready for intended

use, are capitalized as part of the cost of such assets as defined in Accounting

Standard (AS-16) on “Borrowing Costs”. Other Borrowing costs are recognized

as expenses in the year in which they are incurred. Borrowing cost includes

interest.

1.8 Impairment of Fixed assets

An asset is treated as impaired when the carrying cost of the asset exceeds its

recoverable value and the resultant impairment loss is charged to profit and loss

account in the year in which impairment is identified. Impairment loss of earlier

years is reversed in the event of the estimated recoverable amount is higher.

1.9 Investments

Investment which are readily realizable and are intended to be held for not more

Than one year from the date on which such investments are made, are classified

as current investments. All other investments are classified as long term invest-

ments. Current investments are carried at lower of cost and fair value. Long Term

Investments are carried at cost less provision for diminution on account of other

than temporary decline in the value of the investments.

1.10. Government Grants

The Investment Subsidies (non-refundable) received from Government in lieu of

promoters contribution are treated as “Deferred Government Grants”. Subsidies

received towards acquisition of assets are treated as deferred Government grants

and the amount in proportion to the depreciation is transferred to statement of

Profit and Loss.

1.11. Employee Benefits

a) Short term employee benefit plans

All short term employee benefit plans such as salaries, wages, bonus, special

awards and medical benefits which shall fall due within twelve months of the

period in which the employee renders the related services, which entitles him

to avail such benefits are recognized on an un-discounted basis and charged to

the statement of profit and loss.

b) Defined contribution plan: Retirement benefit in the form of Provident fund

is a defined contribution scheme. The contributions to the Provident fund

administered by the Central Government under the Provident Fund Act, 1952,

are charged to the statement of profit and loss for the year in which the

contribution are due. The company has no obligation, other than the

contribution payable to the provident fund.

c) Defined Benefit plan(Gratuity): The company has an arrangement with Life

Insurance Corporation of India (LIC) to administer its gratuity scheme. The

contribution paid/ payable is debited to the statement of profit and loss on

accrual basis. Accrued liability toward gratuity is provided on the basis of

actuarial valuation under the PUC method and debited to the statement of

profit and loss Statement as per AS-15.

d) Leave Encashment and Compensated leave absent: Accrued liability for

leave encashment and Compensated leave absent is determined on actuarial

valuation basis using PUC Method as the end of the year and is provided in

accounts as per AS-15.

e) Year-end liability for superannuation benefits to the whole time directors are

provided and funded through approved funds.

1.12. Foreign Exchange transactions:

Transactions made during the year in foreign currency are recorded at the

exchange rate prevailing at the time of transaction. Foreign currency

monetary items remaining unsettled at the year end are translated at the

contract rates, when covered by firm commitment forward cover contracts and

at the year end rates in other cases. Realized gains and losses on foreign

currency transactions are recognized in the profit and loss Statement as per

AS-11.

1.13. Inventories

Inventories are valued at lower of cost and net reliazable value. The cost of

Finished goods and work-in-progress comprises raw materials, direct labour,

other direct costs and related production overheads. Net realizable value is

the estimated selling price in the ordinary course of business, less the

estimated costs of completion and the estimated costs necessary to make the

sale.

Particulars Valuation Method

Raw Materials Cost or net realizable

value whichever is

lower


on FIFO basis

Finished Goods Cost or net realizable

value whichever is

lower


on FIFO basis

Stores, Spares and

Consumables

At cost Cost has been ascertained

on Moving Weighted

average

Working in Progress Cost or net realizable

value whichever is

lower


on FIFO basis

Packing Material At cost Cost has been ascertained

on Moving Weighted

average

1.14.Taxes on Income

a) Income Taxes are accounted for in accordance with Accounting Standard

(AS)22 on “Accounting for Taxes on Income”. Income Tax expenses

comprises current tax (i.e, amount of tax for the period determined in

accordance with the Income Tax law)and deferred tax charge or credit

(reflecting the tax effects of timing differences.). The deferred tax charge or

credit and the corresponding deferred tax liabilities or assets are recognized

using the tax rates that have been enacted or substantively enacted by the

balance sheet date. Deferred tax liability/assets are reviewed as at each

balance sheet date and written down or written up to reflect the amount that

is reasonably/virtually certain (as the case may be) to be realized in future.

Taxes on distributed profits payable in accordance with the Guidance note

on “Accounting for Corporate Dividend Tax” regarded as a tax on

distribution of profits and is not considered in determination of profits for

the year.

1.15. Cash Flow Statement

Cash flows statement is prepared as per the “indirect method”, set out in

Accounting Standard (AS-3)“Cash Flow Statements” and presents the cash

Flows by operating, financing and investing activities of the Company.

Operating cash flows are arrived by adjusting profit or loss before tax for

the effects of transactions of a non-cash nature, any deferrals or accruals of

past or future operating cash receipts or payments, and items of income

or expense associated with investing or financing cash flows.

1.16.Cash and Cash Equivalents

Cash and cash equivalents comprises cash on hand, Cash at bank, Cash

on deposits with banks.

1.17 Earning Per Share

Basic earnings per share is computed by dividing the net profit or loss for the

period attributable to equity shareholders by the weighted average number of

equity shares outstanding during the period.

For the purpose of calculating diluted earnings per share, the net profit or loss for

the period attributable to equity shareholders and the weighted average number of

shares outstanding during the period are adjusted for the effects of all dilutive

potential equity shares.

1.18 Segment Reporting: The reportable segments are identified on the basis of

criteria prescribed in Accounting Standard (AS-17) on “Segment Reporting”.

Revenues and Expenses have been identified to segments on the basis of the

operating activities of the segment. Unallocated revenue, expenses, assets and

liabilities are reported distinctly. The Company prepares its segment information

in conformity with the accounting policies adopted for preparing and presenting

the financial statements of the Company as a whole.

1.19 Provisions

Provision is recognized when the company has a present obligation as a result of

past event and it is probable that an outflow of resources embodying economic

benefits will be required to settle the obligation and a reliable estimate can be

made of the amount of the obligation. Provisions are not discounted to their

present value and are determined based on the best estimate required to settle the

obligation at the year end. These estimates are reviewed at each year end and

adjusted to reflect the current best estimates.

1.20. Sundry Debtors and Advances

Specific debts and advances identified as irrecoverable and doubtful are written

off or provided for respectively.

1.21 Miscellaneous Expenditure

Preliminary Expenses are amortized over a period of 5 years

1.22 Prior period and Extraordinary items

Material items, if any, relating to prior period, non-recurring in nature and

extraordinary items are disclosed separately.

1.23 A) Contingent liabilities

Contingent liabilities are identified and disclosed as per the requirements of

AS-29.

Contingent Liabilities and commitments (to the extent not provided for)

All contingent liabilities are indicated by way of a note and will be provided / paid on crystallization. The Company does not recognize a contingent liability but discloses its existence in the financial statements

B) Contingent Liabilities:


As at As at

31.03.2016 31.03.2015

i) Claims against the Company not

Acknowledged as debts.(Refer Notes) 91.39 129.60

ii)The management of the company confirms that there are no pending litigations against the company as on the financial year ended 31st.March 2016 except as given below:

NOTES:

a) Suit was filed by TCI Finance Ltd (O.S. No. 9/98) for recovery of dues

from Ushodaya Agro Products Ltd and Creamline Dairy Products Ltd

(CDPL) as borrowers and as alleged guarantor respectively for suit

value of Rs.43.80 lakhs with interest. The Court of Ist Additional

Chief Judge, City Civil Court, Secunderabad had issued in order

against CDPL for suit value of Rs.43.80 lakhs along with interest @

6% p.a along with cost aggregating to Rs.48.99 lakhs. CDPL has

preferred settlement of the above claim with TCI Finance for Rs.88.00

lakhs

b) Suit was filed by Model Financial Corporation Ltd (O.S. No.479/98)

for recovery of dues from Ushodaya Agro Products Ltd and Creamline

Dairy Products Ltd (CDPL) as borrowers and as alleged guarantor

respectively. However, in case of OS No: 479/98, the company has

deposited the title deeds of land along with the buildings therein and

equipments pertaining to milk chilling center located at

Kothapallimitta village Chittor Dist. as security, pending final orders.

CDPL has deposited Rs.47.00 lakhs as per the orders of Honourable

High Court of Andhra Pradesh passed in C.M.P No.2777 of 2007 in

C.M.P No.282 of 2006 in C.C.C.A no.94 of 2006 dt.14.6.2007.

Pending final judgment/stay order granted in respect of the judgment

of the above cases, no provision has been made in the books of

accounts in respect of a & b above.

C) Commitments (Amount Rs. In Lakhs)

As at As at

31.03.2016 31.03.2015

i).Estimated amount of contracts (Net of advances)

remaining to be executed on capital account 241.00 33.45

and not provided for.

ii) Other Commitments

The Company has imported certain capital items at concessional rates of customs

duty under the Export Promotion Capital Goods Scheme (EPCG). As at the Balance

Sheet date 31st March, 2016, the total Export Obligations under the EPCG Scheme is

Rs.386.53 Lakhs (March 31, 2015: Rs.326.55 Lakhs ) which is to be fulfilled over a

period of eight years from the date of the licenses. The Company is yet to fulfill its

Export Obligations and has an outstanding Export Obligation of Rs.386.53 Lakhs to

be fulfilled. The import of capital equipment have been carried out against

License No.0930004831/22.04.09,with Customs duty saved Rs..20.32 lakhs,

License No.0930005915/03.06.10,with Customs duty saved Rs.13.21 lakhs

License No.0930006921/18.03.11 with Customs duty saved Rs.6.18 lakhs


As at As at

31.03.2016 31.03.2015

Outstanding Export obligation Under EPCG Scheme 386.53 326.55

Out of the above obligation, O/o Deputy Commissioner of Customs, has en-cashed Bank

Guarantees for Rs.13,21,178 and Rs.20,000/- respectively against non-fulfillment of

export obligation under License No.0930005915/03.06.10, for which customs duty saved

was Rs.13.21 lakhs.

a.The Company had preferred an Appeal against the dis-allowance of deduction U/s 80-I

of the Income Tax Act, 1961, the details of which are given below. The Appellate

Tribunal Hyderabad has passed on order to, partly allow deduction under section 80-I of

the Income Tax Act, in respect of Milk products manufactured. The Assessing Officer

order for part refund of Income tax paid is still pending.

Slno. Period to which

The amount related to

Amount

Rs. In Lakhs

Forum where

Dispute is pending



Tribunal



Tribunal



Tribunal



Tribunal



Tribunal



Tribunal

b)The Company has preferred an appeal against the disallowance of deduction

U/s 32(1)(iia) of the Income Tax Act, 1961, the details of which are given below.

Rs.in lakhs

Note: Against the aforesaid demand, the Company has deposited / adjusted

payment aggregating to Rs.33.72 lakhs.

c) The Company has preferred an appeal against the dis-allowance of deduction

U/s36(1)(1va) of the Income Tax Act, 1961 and other expenditure, the details of which

are given below.

Rs.in lakhs

Note: Against the aforesaid demand, the Company has deposited the entire demand

of tax.

IV) a. The Company has preferred an appeal against levy of Sales Tax on sale of cream,

the details of which are given below.

Rs.in lakhs


tax.

b) The Company has preferred an appeal against levy of Sales Tax on sale of Flavored

milk, the details of which are given below.

Rs.in lakhs


tax.

A.Y 2005-06 38.21 Company has preferred

an appeal before

Hon,ble High Court,

Andhra Pradesh

A.Y 2008-09 12.75 Consequential order is

pending


Pradesh Sales Tax

Appellate Tribunal


Pradesh High Court

c) The Company has preferred an appeal against “CST” Assessment order for non-

submission of C-Form the details of which are given below.

Rs.in lakhs

Note: Against the aforesaid demand, the Company has deposited Rs.218344/-

The appeal has been remanded and referred the matter to the assessing officer for

revised order as per its order dated 15-10-2014. Consequently, the assessing officer

has issued a revision order dated 12-04-2016, allowing the “C” Form already

submitted and dropped the above referred claim.

d) The company has received assessment orders for the F.Y.2010-11 in respect of

assessment of Value Added Tax from the Assistant Commissioner (CT) . for Rs.1.08

lakhs. This pertains to disallowance of VAT input credit claimed. The company has gone

on appeal and the same was remanded to assessing officer. The revision order from the

assessing officer is awaited.

Rs.in lakhs

2) A)Directors Remuneration:



31.03.2016 31.03.2015

a) Salaries 93.43 93.43


c) Perquisites and Benefits 79.72 66.49

B) Managerial Remuneration

a) Salaries 86.50 86.50


3) Auditors Remuneration(Exclusive of Service Tax)



Audit Fee 18.00 18.00

Tax Audit Fee 0.75 0.75

F.Y 2010-11 17.46 The Appellate

Dy.Commissioner (CT)

Year Demand Payment

against Order

Disputed Tax

2010-11 Rs.108467/- Rs.108467/- Rs.108467/-

4) The Company has changed the method of valuation during the financial year of Stores,

Spares, Consumables and Packing material from FIFO (first-in first-out) method to

moving weighted average method. Consequently, the value of Stores, Spares,

Consumables and Packing material and profit for the year is higher by /Rs.14.40 lacs.

5) a)Prior period adjustments aggregating to Rs.2.78 lakhs is after netting off prior period

income of Rs.5.84 lakhs and prior period expenses of Rs8.62 lakhs for FY 2015-16

(Previous year Rs.2.50 Lakhs).

b) The consumption of Stores & Spares of Rs.535.31 lakhs during FY 2015-16(Previous

year Rs.707.21 lakhs) is after netting off Rs.25.73 lakhs during FY 2015-16 (Previous

year Rs.7.63 lakhs) towards recovery of crates & cans from transporters .

c) Carriage outward incurred during FY 2015-16 of Rs.2297.10 lakhs (Previous year

Rs. 2063.82 lakhs) is after netting off Rs.7.20 lakhs during FY 2015-16 (Previous

year Rs. 16.32 lakhs) towards recovery from transporters for late arrival and other

applicable revenue deductions.

d) Interest (Others) - Rs.155.92 lakhs is towards interest for Milk Farmer Aggregator

liability due to HDFC Bank availed during the FY 2015-16 (Previous Year Rs. 92.05

lakhs.)

e) Goodwill of Rs 3,67,96,626 represents the difference between the net assets acquired and the

cost of investment in its subsidiary, Nagavalli Milkline Pvt Ltd.

6) Sundry Creditors, Sundry Debtors, Loans, Cattle loan Receivables, Advances and

Deposits are subject to confirmation from parties concerned and reconciliation thereof.

Balance confirmations have been received from some of the parties. Where ever

confirmation of balances have not been received they are subject to adjustment and

reconciliation thereof.. Hence the balances of Advances, Debtors, Creditors, Loans, Cattle

loan Receivables, Advances and Deposits are taken on the basis of book figures.

7) In the opinion of the management, the Current Assets, Loans & Advances are

approximately of the value stated, if realized in the ordinary course of business. The

provision for all known liabilities, have been made, which is adequate and not in excess of

the amount considered necessary.

8) In the opinion of the Board of Directors the assets other than fixed assets and non-current

investments have value on realization in the ordinary course of business at least equal to

the amount at which they are stated.

9) The Company has availed Grant in Aid (Capital Subsidy) of Rs.975.5 lakhs from the

Ministry of Food Processing, Government of India, and the same is reflected under “Grant

in Aid”. The company has recognized Rs.137.44 lakhs during the year towards

proportionate depreciation amount and transferred the same under “other income” in the

statement of Profit & Loss.

10) .Earning Per Share

i) Profit after tax as per the Profit and Loss Statement

Rs.27,32,13,608[a]

Basic

ii) Average number of equity shares of Rs.10/- each outstanding during the year

10568905[b]

Dilution

iii) Average number of equity shares of Rs.10/- each outstanding during the year

10568905[c]

Earnings per share

iv) Basic – [a]/[b] – (Rs.) 25.85

v) Diluted – [a]/[c] – (Rs.) 25.85

11) Foreign currency Transactions

i) Expenditure in foreign currency

(Amount in lakhs)



Travelling Expenses 14.52 -

ii) Net Dividend remitted in foreign exchange

(Amount in lakhs)



Period to which it relates Interim Final

Number of Non-resident shareholders 10 9

Number of equity shares held on which-dividend was due 807500 736900

Amount of dividend remitted in foreign exchange 24.22 14.74

---------------------------------------------------------------------------------------------------------------------

11. iii). As per the Accounting Standards AS-15 “Employee Benefits” the disclosures of the Employee benefits as defined in the Accounting Standard are give below

Gratuity (Funded) As per Acturial Report

(Rupees in lakhs)

Particulars As on 31.03.2016

As on 31.03.2015

1. Assumptions

Discount Rate 8.00% 8.00% Salary Escalation 5.00% 5.00% 2. Table showing change in present value of obligation as on 31.03.2016 Present Value of Obligation as at the beginning of year 196.39 154.43 Interest Cost 15.71 12.35 Current Service Cost 17.38 16.79 Benefits paid (15.69) (15.48) Acturial (gain)/loss of obligations 37.92 28.30 Present Value of Obligation as at the end of the year 251.72 196.39

3. Table showing change in fair value of plan assets as on 31.03.2016 Fair value of plan assets at beginning of year 167.18 137.42 Expected return of plan assets 13.02 11.31

Contributions 19.45

33.93

Benefit Paid (15.69)

(15.48) Acturial gain / (loss) on plan assets - - Fair value of plan assets at end of year 183.97 167.18 4. Table Showing fair value of plan assets

Fair value of plan assets at beginning of year 167.18 137.42 Actual return on plan assets 13.02 11.31

Contributions 19.45 33.93 Benefit Paid (15.69) (15.48)

Fair value of plan assets at end of year 183.97

167.18 Funded status 67.75 29.21 5. Acturial Gain / Loss Recognized

Acturial (gain)/loss on Obligation 37.93 28.30 Acturial (gain)/loss for the year - Plan Assets - -

Total (gain)/ loss for the year 37.93 28.30 Acturial (gain)/loss recognized in the year 37.93 28.30 6. The amounts to be recognized in Balance sheet and Statement of Profit and Loss Present Value of Obligations as at the end of year 251.72 196.39 Fair value of plan assets as at the end of the year 183.97 167.18 Funded status (Surplus/(Deficit)) 67.75 29.21 Net asset/ (liability) recognized in balance sheet 67.75 29.21 7. Expenses Recognized in statement of Profit and Loss


Interest cost 15.71 12.35 Expected return on plan assets (13.02) (11.31) Net Acturial (gain)/ loss recognized in the year 37.93 28.30 Expenses recognized in statement of profit and loss 58.00 46.14

a) Year-end liability for superannuation benefits to the whole time directors are provided and

funded to approved funds.

b) The Company provides for Leave Encashment Benefit on Actuarial Valuation as per the

rules of the company as per AS15.

Leave Encashment (Unfunded)

As per Acturial Report

(Rupees in Lakhs)

1 Assumptions

Leave Encashment

Particulars 31-Mar-16 31-Mar-15

Discount Rate 8.00% 8.00% Rate of increase in Compensation levels 5.00% 5.00% Rate of Return of Plan Assets 9.00% 9.00%

Expected Average remaining working lives of

Employees (year) 23.80 23.78

2 Reconciliation of Defined benefit obligation

Present Value of Obligation as at the beginning of

the year 33.12 17.49 Acquisition adjustment

- -

Interest Cost 2.65 1.40

Past Service Cost

-

- Current Service Cost 1.66 4.66 Curtailment Cost/(Credit) - - Settlemnt Cost / (Credit) - -

Benefits paid 0.00 (2.71) Acturial (gain)/loss of obligations 0.09 12.29 Present Value of Obligation as at the end of the year 37.03 33.11

3 Acturial Gain / Loss Recognized

Acturial (gain)/loss for the year – Obligation 0.09 12.29 Acturial (gain)/loss for the year - Plan Assets - - Total (gain)/ loss for the year 0.09 12.29 Acturial (gain)/loss recognized in the year 0.09 12.29

Unrecognized acturial (gain)/losses at the end of year

-

-

4 The amounts to be recognized in Balance sheet and Statement of Profit and Loss

Present Value of Obligation as at the end of the year 37.03 33.12

Value of Plan Provisions as at the end of the year 0.07 0.06 Funded status 36.96 33.05 Unrecognized Acturial (gains)/Losses - - Net Asset / (Liability) Recognized in Balance Sheet 36.96 33.05

5 Expenses Recognized in the statement of Profit & Loss


Past Service Cost

-

- Interest Cost 2.65 1.40

Expected Return on Plan Assets 0.0 (0.06) Curtailment Cost (credit) - - Settlemtn Cost/(credit) - - Net Acturial (gain) Loss recognized in the year 0.09 12.29

Expenses Recognized in the statement Of Profit & Loss 3.90 18.29

(Rupees in lakhs)

Compensated Absence (Unfunded) As per Acturial Report Assumptions Particulars Sick Leave

31-Mar-16 31-Mar-15 Discount Rate 8.00% 8.00% Rate of increase in Compensation levels 5.00% 5.00%

Rate of Return of Plan Assets - - Expected Average remaining working lives of Employees (year) 23.8 23.78 Reconciliation of Defined benefit obligation Present Value of Obligation as at the beginning of the year 10.76 - Acquisition adjustment - - Interest Cost 0.86 - Past Service Cost -

Current Service Cost 0.23 3.21 Curtailment Cost/(Credit) - - Settlement Cost / (Credit) - - Benefits paid - -

Acturial (gain)/loss of obligations 0.31 7.55 Present Value of Obligation as at the end of the year 11.54 10.76 Acturial Gain / Loss Recognized Acturial (gain)/loss for the year – Obligation 0.31 7.55 Acturial (gain)/loss for the year - Plan Assets - - Total (gain)/ loss for the year 0.31 7.55 Acturial (gain)/loss recognized in the year 0.31 7.55

Unrecognized acturial (gain)/losses at the end of year - -

The amounts to be recognized in Balance sheet and Statement of Profit and Loss Present Value of Obligation as at the end of the year 11.54 10.76 Value of Plan Provisions as at the end of the year - 10.76

Funded status 11.54 - Unrecognized Acturial (gains)/Losses - -

Net Asset / (Liability) Recognized in Balance Sheet 11.54 10.76 Expenses Recognized in the statement of Profit & Loss Current Service Cost 0.23 3.21 Past Service Cost - - Interest Cost 0.86 - Expected Return on Plan Assets - - Curtailment Cost (credit) - - Settlemtn Cost/(credit) - - Net Acturial (gain) Loss recognized in the year 0.31 7.55 Expenses Recognized in the statement Of Profit & Loss 0.78 10.76

12. Segmental Information: The Company is primarily engaged in two business segments:

i) Milk and Milk Products Segment

Milk and Milk Products segment deals with procurement, processing and marketing

of liquid milk and milk products. Since the inherent nature of both these activities are

integrated and governed by the same set of risks and returns and operating the same

economic environment, these have been grouped as a single segment in the financial

statements

ii) Power Segment

Wind Power and Solar Power segment comprises generation of power through wind

and Solar panels, sale of the same to the state power grid authorities and captive

consumption. Segment Information Rupees in lakhs

F.Y

2015-16 F.Y

2014-15

a) Segment Revenue

i) Milk and Milk Products

95994.16

85819.49

ii) Power

11.10

22.24

Total

96005.26

85841.73

b) Segment Results

Profit/(Loss) before interest and tax


ii) Wind Power (18.41) (7.46)

Total 4391.82 1406.93

Less : Interest


ii) Wind Power - -

Total 430.58 478.04

Add: Un-allocable Income 289.29 282.50

Total Profit Before Tax 4250.53

1211.11

c) Capital Employed:


ii) Wind Power 2281.86 1241.63

Total Segment Capital Employed 17034.96 10494.67

13. Related Party Transactions:

Disclosure in respect of related parties pursuant to Accounting Standard - 18

i) List of related parties and description of relationship

(As identified by Management)

a)Key Management Personnel

Mr. K. Bhasker Reddy -Managing Director – Managerial Services

Mr. M. Gangadhar -Executive Director – Managerial Services

Mr. D. Chandra Shekher Reddy -Executive Director – Managerial Services

Mr. C. BalrajGoud -Executive Director – Managerial Services

Mr P. Gopalakrishnan -Chief Executive Officer

Mr Kapil Sood -Chief Financial Officer

Mr S.Raghava Reddy -Company Secretary

Remuneration paid u/s 188 (1)(f) of Companies Act, 2013 Rs.in lakhs

Name of the Employee Relationship Managerial Remuneration

Smt.K.Sandhya –

Resource Manager

Wife of Sri K.Bhasker Reddy 21.62

Sri M.Krishna Chaitanya

- Resource Manager

Son of Sri M.Gangadhar 21.62

Smt.D.Deepika -

Resource Manager

Wife of Sri D.C.S.Reddy 21.62

Smt.C.Manga Raj -

Resource Manager

Wife of Sri C.Balraj Goud 21.62

Rent paid u/s 188 (1)(f) of Companies Act, 2013 Rs.in lakhs

Name of the Employee Relationship Rental Agreement

Smt.K.Sandhya – Wife of Sri K.Bhasker Reddy 11.04

Smt.M.Rama Kumari Wife of Sri M.Gangadhar 11.04

Smt.D.Deepika - Wife of Sri D.C.S.Reddy 11.04

Smt.C.Manga Raj - Wife of Sri C.Balraj Goud 11.04

a. Other Related parties

KhammamMilkline Private Limited

DhulipallaMilkline Private Limited

Mohan Milkline Private Limited

VidyaMilkline Private Limited

OngoleMilkline Private Limited

PamuruMilkline Private Limited

NagavalliMilkline Private Limited (Fully owned Subsidiary)

KavaliMilkline

PragathiMilkline

Orga Farms Private Limited

Godrej Agrovet Limited (Holding Company)

Astec Life Sciences Limited

PVR & PSR Enterprises

b. Relatives of Key Management Personnel

Smt. K. Sandhya, wife of Mr. K.Bhasker Reddy

Smt. M. Rama Kumari, wife of Mr. M. Gangadhar

Smt. D. Deepika, wife of Mr. D. Chandra Shekher Reddy

Smt. C. Manga, wife of Mr. C. BalrajGoud

Sri M.Krishna Chaitanya, son of Sri M.Gangadhar

ii) Transactions with related parties during the year

a) Key Management Personnel

(Amount in lakhs)

Whole time Directors Current Year Previous Year



Dividend 142.81 125.09



(Amount in lakhs)

Other KMP Current Year Previous Year





Holding Company – Godrej Agrovet Limited has become holding

company with effect from 21.12.2015

(Amount in Lakhs)

Current Year

Dividend 80.16

Purchases 139.54

Payable 10.23

b) Other Related Parties

(Amount in Lakhs)


Purchase of goods 13952.58 12784.23



Receivable 3027.50 75.39

c) Relatives of Key Management Personnel

(Amount in lakhs)


House Rent Paid 44.16 44.16



14. Disclosures in respect of derivative instruments:

a) Derivative instruments outstanding at the balance sheet date

___________________________________________________________________

March 31, 2016 March 31,2015

-----------------------------------------------

USD INR USD INR

i) Forward: - - - -

i) Option: - - - -

ii) Swap: - - - -

____________________________________________________________________

15. Capacities and Actual Production

UOM Installed Capacity Actual Production

Current Previous Current Previous

Year Year Year Year

I. Dairy Division

Milk Lakhs Ltrs. 2701.00 2701.00 1621.86 1669.43

Milk Products (Bulk) Tonnes - - - 5152.05 4075.58

Milk Products (others) Tonnes - - 35493.55 28939.34

Milk Powder Tonnes 5475.00 5475.00 1724.37 1722.71

Ice Creams In Ltrs 2190000.00 2190000.00 882325.00 702833.00

II. Power

Division

Kw 37668000 21900000 2244195 2818600

Notes: The installed capacity is as certified by the Management and not verified by

the auditors, being a technical matter.

16. Consumption of imported and indigenous raw materials, packing materials and

Stores and spares.



March 31, 2016 March 31, 2015

% Value % Value


Indigenous 100 69554.91 100 69284.42

---------------------------------------------------------------------------------------------------------------------

17. Purchase Value of Imported and Indigenous Raw Materials, Packing Materials,




March 31, 2016 March 31, 2015

% Value % Value

Raw Materials


Indigenous 100 64909.20 100 64524.07

Packing Materials


Indigenous 100 2956.17 100 2937.72



Indigenous 100 532.09 100 685.45

18. Outstanding dues to Small Scale Industrial Undertakings is Rs. 97.20 lakhs (Previous

year Rs. 217.38 lakhs) in respect of 10 units as at 31st March 2016. The amounts

outstanding to these parties as on 31st March, 2016 is mainly due to the amounts not

falling due contractually. The list of SSI Undertakings were determined by the company

on the basis of information available with the company and relied upon by the auditors.

19. Details of Corporate Social Responsibility (CSR) Expenditure:

a) Gross amount required to be spent by the company during the year: Rs.55.50 Lakhs

b) Amount spent during the year:Rs.20.71 Lakhs.

(Rs. in Lakhs)

Incurred To be incurred Total

i. Construction / acquisition of any

asset

Nil Nil Nil

ii. On purposes other than (i) above 20.71 34.79 55.50

20. The Financial statements for the year ended March 31, 2016 are prepared as per Schedule

III of the Companies Act, 2013 and in or form as near as thereto.

21. Previous year figures are regrouped/reclassified and rearranged wherever necessary.

22. The amounts in the Financial statements are presented in Indian Rupees..

SIGNATURES TO SCHEDULES 2 TO 21

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

Sd/- Sd/-

For S.B.S. Manian& Co K. Bhasker Reddy M. Gangadhar

Chartered Accountants Managing Director Executive Director Firm No.008165S

Sd/- Sd/- Sd/-

CA.S.B.S. Manian D.Chandra Shekher Reddy C. BalrajGoud

Partner Executive Director ExecutiveDirector

Membership.No.26586

Sd/- Sd/-

P.Gopala Krishnan Kapil Sood


Sd/-

S.Raghava Reddy

Company Secretary

Place: Hyderabad

Date. -12.05.2016

REPORT OF THE BOARD OF DIRECTORS OF...

Documents

Transcript of REPORT OF THE BOARD OF DIRECTORS OF...