Infomedia 18 Limited CMYK CMYK CMYK BOARD OF DIRECTORS DR. VIJAYPAT SINGHANIA, Chairman Emeritus GAUTAM HARI SINGHANIA, Chairman and Managing Director I. D. AGARWAL NABANKUR GUPTA P. K. BHANDARI SHAILESH V. HARIBHAKTI (w.e.f. 15.06.2009) PRADEEP GUHA (w.e.f. 15.06.2009) MANAGEMENT EXECUTIVES GAUTAM HARI SINGHANIA, Chairman and Managing Director ANIRUDDHA DESHMUKH, President – FMCG & Textiles (Sales & Marketing) HARSHAL JAYAVANT, President – Engineering Business H. SUNDER, President – Finance & Chief Financial Officer K.A. NARAYAN, President – HR RAKESH PANDEY, President – Retail & Business Development ROBERT LOBO, President (Operations) – Group Apparel SHREYAS JOSHI, President – Group Apparel S.K. SINGHAL, President – Textiles S.L. POKHARNA, President – Commercial DIRECTOR – SECRETARIAL & COMPANY SECRETARY THOMAS FERNANDES BANKERS BANK OF INDIA BANK OF MAHARASHTRA BANK OF AMERICA CENTRAL BANK OF INDIA CONTENTS Directors’ Report & Management Discussion and Analysis Pages CITIBANK N.A. HDFC BANK LIMITED IDBI BANK LIMITED 2-10 STATE BANK OF INDIA Corporate Governance Report 11-20 STANDARD CHARTERED BANK Shareholder Information 21-24 THE HONGKONG AND SHANGHAI BANKING CORPORATION LIMITED Auditors’ Report 25-27 Balance Sheet 28 Profit and Loss Account 29 Cash Flow Statement 30 AUDITORS DALAL & SHAH Chartered Accountants Schedules ‘1’ to ‘15’ 31-45 INTERNAL & OPERATIONAL AUDITORS Schedule ‘16’ – Notes Forming Part of the Accounts 46-61 MAHAJAN & AIBARA Annexure I - Statement of Significant Accounting Policies and Practices 62-63 REGISTERED OFFICE Research and Development Expenditure Account 63 Ten-Year Highlights 64 Consolidated Account Chartered Accountants 65-79 Details of Balance Sheet and Income and Expenditure of Subsidiary Companies 79 Balance Sheet Abstract and Company’s General Business Profile 80 PLOT NO.156/H.NO. 2, VILLAGE ZADGAON RATNAGIRI - 415 612, MAHARASHTRA REGISTRAR & SHARE TRANSFER AGENT LINK INTIME INDIA PRIVATE LIMITED C-13, PANNALAL SILK MILLS COMPOUND, L.B.S MARG, BHANDUP (WEST), MUMBAI – 400 078. 1 CMYK DIRECTORS’ REPORT & MANAGEMENT DISCUSSION AND ANALYSIS DEAR MEMBERS, Your Directors are pleased to present their 85th report on the business and operations of your Company together with the Audited Statement of Accounts for the year ended March 31, 2010. 1. CORPORATE OVERVIEW Raymond Limited is India’s leading multi-product conglomerate with interests in textiles, garmenting, apparel, retail, lifestyle brands and engineering (files, tools and auto components) having its corporate headquarters in Mumbai. The Company prepares its financial statements in compliance with the requirements of the Companies Act, 1956, and the Generally Accepted Accounting Principles (GAAP) in India. Overall the financial statements have been prepared on the historical cost basis. 2. FINANCIAL HIGHLIGHTS In the backdrop of the financial crisis witnessed in the previous financial year and the subsequent fallout, FY 2010 was an extremely challenging year for your Company. However, the resilience and inherent strengths of your Company’s brands, quality manufacturing and deep network relationships enabled your Company to weather the downturn and achieve better performance in FY 2010. Your Company continues to be the market leader in its core business. A number of rationalisation and restructuring initiatives were taken during the year under review to further consolidate its strengths and position itself to take advantage of the upturn. During FY 2010, your Company completed the restructuring exercise of the Files & Tools business by transferring it as a goingconcern on a slump sale basis to its wholly owned subsidiary JK Files (India) Limited (formerly known as Hindustan Files Limited) effective October 1, 2009. This restructuring brings together different entities of your Company’s Files & Tools businesses into a single legal structure and leverage synergies. In view of this restructuring, the standalone performance of the Company is strictly not comparable with that of the previous year. The Company closed down the operations at its high cost Thane unit in December 2009. A section of the workers accepted the voluntary retirement scheme and negotiations are on with the balance workers for an amicable settlement. During the year under review, the adverse changes in European market conditions coupled with the bankruptcy of a major customer rendered the operations of the Company’s wholly-owned subsidiary-Regency Texteis Portuguesa Limitada (Regency), Portugal, unviable and as a consequence, Regency filed for insolvency. The Company has made a provision of Rs.12.14 crores for diminution in the value of its exposures in Regency. For the Financial Year ended March 31, 2010, the gross turnover of your Company was Rs.1339.37 crores as compared to Rs.1393.26 crores in the previous year. Profit before tax and exceptional items was Rs.18.88 crores as against a loss of Rs.58.75 crores in the previous year. The net profit, after exceptional items, prior year adjustments and provision for taxes was Rs.25.06 crores as against a net loss of Rs.271.54 crores last year. In order to conserve the resources of the Company and taking into account the prevailing economic situation, the need of resources for growth, the Board of Directors of the Company have decided not to recommend dividend for the financial year ended March 31, 2010. Your Company continues with its task to build businesses with long-term goals based on its intrinsic strengths in terms of its powerful brands, quality manufacturing prowess, distribution strengths and customer relationships. To accelerate further value creation, your Company continues to evaluate new areas of growth. The initiatives aimed at rationalising and streamlining operations, to bring about efficiencies and reducing costs, remain top priority. 3. OVERVIEW OF THE ECONOMY The global economy is showing signs of a turnaround with Asian economies experiencing a relatively stronger rebound. The global economic performance improved during the latter half of the calendar year 2009, prompting the IMF to reduce the projected rate of economic contraction in 2009 from 1.1 per cent to 0.8 per cent in January 2010. Consequently, the IMF also revised the projection of global growth for 2010 from 3.1 per cent to 3.9 per cent. However, significant risks remain: (1) in many economies, the recovery is largely driven by government spending whilst consumer sentiments remain fragile; (2) high levels of global liquidity have led to steep increases in commodity prices; (3) emerging markets are likely to face increased inflationary pressures and (4) developed economies are facing large budget deficits. There are concerns that the global recovery phase may be fragile, as economies of developed countries, particularly USA and Europe, continue to be beset with the problems of high unemployment, low consumer spending and depressed housing markets. Besides, the recent crisis in Portugal, Ireland, Spain and Greece indicate that there would be many pitfalls along the road to recovery and that normalcy is still some time away. India’s growth–inflation dynamics are in contrast to the overall global scenario. The Indian Economy is recovering steadily from the growth slowdown, but inflationary pressures, triggered by the supply side factors, have developed into a wider inflationary cycle. Although the growth momentum of the Indian economy was substantially impacted with the onset of the global economic slowdown, the severity of the impact was considerably less when compared to most developed economies. The fiscal and monetary policies implemented by the Government of India helped the economy to weather the downturn phase. The outlook of the Indian economy turned positive towards the end of 2009, driven by the uptrend in industrial production and recuperating consumption and investment demand. The Reserve Bank of India has projected the final real GDP growth for 2009-10 in the range of 7.2 per cent to 7.5 per cent with a forecast of 8.0 per cent for 2010-11. 2 CMYK 4. A. SEGMENT ANALYSIS AND REVIEW TEXTILE DIVISION Industry Conditions The Indian Textile Industry is one of the leading textile industries in the world. The textiles and apparels sector is a major contributor to the Indian economy in terms of gross domestic product (GDP), industrial production and the country’s total export earnings. India earns about 27 per cent of its total foreign exchange through textile exports. Besides, the Indian Textile industry contributes 14 per cent of the total industrial production of the Country. This sector provides employment to over 35 million people and it is expected that the textile industry will generate new jobs during the ensuing years. The industry went through a challenging FY 2010, with the global meltdown ravaging economies. The collapse in consumer sentiments, weak exports, noteworthy drop in discretionary spending in textiles/apparels and down trading by the consumers put immense pressure on both the top-line and the bottom-line of textile companies. Opportunities and Challenges The present global economic scenario throws up opportunities for fundamentally strong companies such as your Company. The inherent strengths, in the form of strong domain expertise, powerful brand positioning and strength and resilience of the brands, fully integrated state-of-the-art production facilities, cutting-edge technology and unparalleled product innovation capabilities combined with the deep retail market penetration, growth potential of the Tier 3, 4 and 5 towns; provide a highly potent platform to seize opportunities in the form of newer markets, new segments of customers, new channels of distribution, etc. On the other hand, value buying by consumers, sharp increase in raw material prices, continued weakness in developed geographies, prospect of higher domestic inflation and interest rates are some of the challenges facing the textile industry at large. Overview The Company is the market leader in high quality suiting fabrics and is a preferred supplier to leading international and Indian brands. The Company has a powerful brand ‘Raymond’, state-of-the-art manufacturing facilities and a strong Pan-India retail presence in the form of ‘The Raymond Shop’ (‘TRS’). The Company is on the path to becoming a lifestyle solution for discerning customers with an offering of a range of fabrics, garments and accessories in a premium shopping environment. The Company continues its growth of its retail network of ‘TRS’ in tier 3, 4 and 5 towns. Performance Highlights The performance of the Company improved during the second-half of FY 2010 as demand picked up significantly vis-à-vis the first-half of FY 2010. In spite of the challenging business environment the Company’s net sales from the textile division was Rs.1222.93 crores compared to Rs.1137.85 crores in the previous year. Market Share and Retail Network The Company is the market leader in India and is considered as one of the most formidable players in the global markets for high-quality suitings. In FY 2010 the Textile Division domestic sales were Rs.1089.29 crores as against Rs.1027.32 crores in FY 2009. During FY 2010 the Company opened 89 new retails stotes. The Company continues to be judicious in its selection of store locations. Export Export to the USA improved during FY 2010 vis-à-vis FY 2009. The Textile exports for the FY 2010 were Rs.133.64 crores, as against Rs.110.65 crores in the previous year. Quality, design, new products, higher levels of service to mid-premium and premium customers have resulted in stability of customers internationally and new customers being attracted for an integrated offering. Raw Material Wool prices were stable during the year under review as compared to the previous year. However, the Australian Dollar appreciated against the Indian Rupee. Your Company in its pursuit to de-risk dependence on traditional wool sources has developed alternate vendors in other countries. The Polyester fibre prices were generally stable. B. FILES & TOOLS DIVISION The Division manufactures and markets Steel Files, HSS Cutting Tools (mainly drills) and merchandising activities mainly in Hand Tools. During the year, the Division further consolidated its position in Cutting Tools and Hand Tools segments. Industry Outlook Globally, the Steel Files business registered marginal organic growth in demand. The domestic market for the Company’s products improved over the previous year with the Company registering good growth. Although the Company witnessed signs of revival in the world economies for Files and Tools, the markets in Europe and USA, continued to be sluggish. Performance and Review of Operations (for 6 months ended September 2009) The Division continues to remain the market leader in the files segment in the domestic market and is amongst the largest producers of Steel Files in the world. The Export Sales of the Division was Rs.39.26 crores, lower by 27 per cent over the corresponding period in the previous year due to sluggish markets in Europe and USA. The Division reported net sales of Rs.96.52 crores for the six months ended September 2009 (Previous Year: Rs.111.51 crores for the six months ended September 2008). 5. FINANCE AND ACCOUNTS The observations made by the Auditors in their Report have been clarified in the relevant notes forming part of the Accounts, which are self explanatory. 3 CMYK 6. PERFORMANCE OF SUBSIDIARY COMPANIES Domestic Raymond Apparel Limited Although the gross turnover of the Company was lower by 5 per cent at Rs.401.56 crores (Previous Year: Rs.421.02 crores), the Profit after tax for the FY 2010 was Rs.5.57 crores (Previous Year: Rs.4.67 crores), registering a year-on-year growth of 19 per cent over the previous year. The adverse consumer sentiments made the FY 2010 very challenging due to poor retail off take and extended end-of-season sales. Though the Company’s top-line performance was impacted, the strength of its brands and several initiatives taken to rationalise stores, reduce operating costs, enhance efficiencies in raw material and packing material usage helped to improve profitability. The Company also successfully implemented Enterprise Resource Planning (ERP) to streamline operations. Going forward this Company is geared to consolidate and retain the leadership position of its power brands and improve profitability, through continued focus on product innovation, appropriate product-price matrix and operating efficiencies, especially in retail. In order to optimise operational efficiencies, rationalise cost, etc., this Company and another subsidiary of your Company namely Solitaire Fashions Limited (formerly known as Gas Apparel Limited) is seeking the approvals of the High Court, Bombay and High Court, Madras, respectively under Section 391 – 394 of the Companies Act, 1956 for amalgamation of this Company with Solitaire Fashions Limited. The appointed date of this amalgamation is April 1, 2009. The legal process for the said amalgamation is expected to be completed shortly. This Company shall stand dissolved without winding up, upon completion of the amalgamation. In view of the Petitions pending before the respective High Courts the financial statements of this Company have been prepared and audited for the purpose of enabling your Company to prepare its consolidated financial statements for the FY 2010. Colorplus Fashions Limited The Company’s turnover for the year ended March 2010 was marginally higher at Rs.154.28 crores (Previous Year: Rs.148.32 crores). The net loss for the year after taxes, was at Rs.3.40 crores (Previous Year; Net loss after taxes and exceptional items Rs.15.05 crores). The performance of the Company was affected by the adverse consumer sentiments resulting in consumer down trading. In spite of this, the Company continues to be the market leader in the premium casual wear segment. During the year this Company exited from the women’s wear and the kids wear segments, as a part of its rationalising initiatives. With a view to consolidate this subsidiary’s market leadership in the premium casual segment, various structural and strategic initiatives are under implementation. The Company is confident that these strategic measures will enable this subsidiary to report improved performance going forward. Silver Spark Apparel Limited The gross turnover of the Company was marginally lower at Rs.83.82 crores as compared to the previous year Rs.86.83 crores. The Company had a Profit after tax of Rs.3.06 crores (Previous Year: Rs.1.81 crores). The Company was successful in retaining its customers in the domestic and export markets and continues its endeavour to attract new customers. The Company continues to meet the ever increasing quality standards set by reputed national and international brands. Celebrations Apparel Limited The gross turnover of the Company was Rs.17.42 crores (Previous Year: Rs.14.29 crores). The Company earned a Profit after tax of Rs.2.09 crores (Previous Year: loss after tax Rs.0.05 crores). Everblue Apparel Limited The Company earned a Profit after tax of Rs 2.15 crores (Previous Year: Rs 1.32 crores). Raymond Woollen Outerwear Limited The gross turnover of the Company, net of returns and discounts was Rs.46.17 crores (Previous Year: Rs.45.72 crores). The Company recorded a loss after tax of Rs.1.71 crores (Previous Year: loss after tax Rs.1.59 crores). With focus on product and design development and exploring opportunities in new markets and customers, the Company expects to improve performance. Solitaire Fashions Limited [formerly known as Gas Apparel Limited] During the year under review this Company became a subsidiary of your Company with the erstwhile Joint Venture partner Grotto S. p. A., divesting its 50 per cent stake. The gross income of the Company for the current Financial Year March 31, 2010 is Rs.27.90 crores, as against the income of the previous year ended March 31, 2009 which was at Rs.11.99 crores. The Profit after taxation was Rs.16.67 crores as against Loss Rs.50.44 crores in the previous year ended March 31, 2009. This Company and Raymond Apparel Limited as stated above is seeking the Approvals of the High Court, Madras and High Court, Bombay, respectively under Section 391 – 394 of the Companies Act, 1956. The appointed date of this amalgamation is April 1, 2009. The legal process for the said amalgamation is expected to be completed shortly. Raymond Apparel Limited shall be merged into this Company upon completion of the amalgamation. In view of the petitions pending before the aforesaid Courts the financial statements of this Company have been prepared and audited for the purpose of enabling your Company to prepare its consolidated financial statements for the FY 2010. JK Files (India) Limited [formerly known as Hindustan Files Limited] This Company is now the market leader in the files segment in the domestic market and is amongst the largest producer of Steel Files in the world. 4 CMYK The Export Sales of the Company is at Rs.45.72 crores compared to Rs.4.50 crores in the corresponding previous year. The Company reported gross turnover of Rs.138.66 crores for the year under review (Previous Year: Rs.45.79 crores). The Company recorded a Profit after tax of Rs.4.58 crores (Previous Year: Rs.1.31 crores). In spite of global recession and general inflationary trend, the Company registered good performance during FY 2010. Improvements in processes and yields, control over rejections, improvements in through put, control on costs; tight working capital management and focused marketing are the factors, which enabled the Company to boost performance for the year under review. JK Talabot Limited The Company manufactures files and rasps at its plant located at Chiplun in Ratnagiri District, in the State of Maharashtra. During the year gross turnover of the Company was at Rs.17.44 crores (Previous Year: Rs.18.85 crores). The Company recorded Profit after tax of Rs.0.83 crores (Previous Year: Rs.2.74 crores) during the FY 2010. The weak export markets affected the performance of the Company. Scissors Engineering Products Limited The Company incurred a loss of Rs.34,631 (Previous Year: loss of Rs.25,735) during the year under review. Ring Plus Aqua Limited The gross turnover of the Company was at Rs.81.48 crores (Previous Year: Rs.84.56 crores). Profit after tax was at Rs.5.08 crores (Previous Year: Rs.2.94 crores). Gear sales during the year were Rs.46.30 crores as compared to Rs.54.74 crores in the previous year. The gear sales were lower mainly due to fall in export sale. The Company continued its efforts in developing new markets, making major in-roads into Asian and Latin American markets during the year. In the domestic market the Company was successful in securing orders from new customers. The performance of the Shaft Bearings Divison showed significant growth during the year under review. The Bearings sales were higher by 39 per cent at Rs.25.73 crores as against Rs.18.56 crores in the previous year. USA continues to be the major market for bearing exports. During the year the Company received quality certification from a top international quality car maker. Pashmina Holdings Limited The Company made a loss of Rs 0.05 crores in the FY 2010 as compared to a loss of Rs.0.08 crores in the previous year. Overseas Companies Jaykayorg AG incurred a loss of CHF 743,667 (equivalent to Rs.3.34 crores) [Previous Year: loss CHF 883,975 (equivalent to Rs.3.70 crores)] for the year ended December 31, 2009. Raymond (Europe) Limited [formerly known as J. K. (England) Limited] recorded a loss of Pound Sterling 111,804 (equivalent to Rs.0.84 crores) [Previous Year: profit Pound Sterling 4,084 (equivalent to Rs.0.03 crores)] for the year ended December 31, 2009. R & A Logistics INC, USA, a subsidiary of Ring Plus Aqua Limited set up in USA to provide better service to US based customers, earned a profit of US $ 7,239 (equivalent to Rs.0.03 crores) [Previous Year: profit US $ 1,430 (equivalent to Rs.0.01crores)] for the year ended March 31, 2010. 7. PERFORMANCE OF JOINT VENTURES Raymond UCO Denim Private Limited The Indian operations of the Company continued to be robust and has established its place as a leading denim manufacturer catering to both the domestic overses markets. The Company recorded a loss after tax of Rs.3.03 crores (Previous Year: loss after tax: Rs.410.54 crores). The manufacturing facilities at Romania operated below its full capacity due to the recessionary pressures in Europe and working capital constraints. As you are aware the Company has closed its operations in USA and Belgium and the legal process is still on. As a result of the above restructuring, the pressures on the bottom line eased during the year under review. 8. During the year, the consolidated sales (including services and export incentives) were Rs.522.05 crores, as compared to Rs.713.07 crores for the previous year. The loss for the year after tax and exceptional items was Rs.114.26 crores as compared to Rs.331.29 crores for the previous year ended March 31, 2009. The financial statements have been prepared by this joint venture company for the purpose of enabling your Company in preparing its consolidated financial statements for the FY 2010. Raymond Zambaiti Limited The gross turnover of the Company was Rs.163.20 crores (Previous Year: Rs.131.15 crores). The Company had a Profit after tax of Rs.11.12 crores (Previous Year: Rs.8.61 crores) during the year ended March 2010. The Company has established itself as a preferred premium high value shirting supplier to top domestic brands through its continuous design and product innovation and strong emphasis on consumer service. The weak European economy affected its exports. QUALITY & ACCOLADES Your Company continues to win awards year-on-year, some notable awards during the year are: Raymond emerged as the top franchise brand in India (amongst 100 brands) – announced at the Inaugural Annual India • Franchise Rankings-2010 (awarded by MFV, India); • The Chhindwara Textile Unit was awarded ‘The National Safety Award -2009’; • The Chhindwara Textile Unit was also awarded ‘The Certificate of Excellence for National Energy Conservation Award-2009’; 5 CMYK • • • • • 9. The Thane Textile Unit has been certified OHSAS 18001 and declared as ISO-14001 & ISO-9001; JK Files & Tools was awarded All India Export Excellence in the category of ‘Star Performer Award Trophy in Hand Tools in the large enterprise category’ at the prestigious All India Export Excellence Award (2007-2008); Raymond Woollen Outerwear Limited was awarded the First Prize for Energy Conservation in the Textile Sector for the year 2009 by the Union Ministry of Power; Raymond Zambaiti Limited, Kolhapur Plant has been declared as an ISO-14001 and certified OHSAS 18001:2007; Silver Spark Apparel Limited was selected as one of ‘India’s Best Companies to Work for Women Employees-2009’ by a study conducted by Great Place to Work Institute in partnership with The Economic Times. CONSOLIDATED ACCOUNTS In accordance with the requirements of Accounting Standard AS-21 prescribed by The Institute of Chartered Accountants of India, the Consolidated Accounts of the Company and its Subsidiaries (including the Joint Ventures) is annexed to this Report. 10. CORPORATE GOVERNANCE Your Company continues to be committed to good Corporate Governance aligned with the good practices. Your Company is in compliance with the standards set out by Clause 49 of the Listing Agreement with the Stock Exchanges. A separate Report on Corporate Governance along with the Auditors’ certificate on compliance with the Corporate Governance as stipulated in Clause 49 is set out in this Annual Report and forms part of this Report. 11. DIRECTORS Shri U. V. Rao resigned from the Board of Directors of the Company with effect from May 15, 2009. The Board places on record the great zeal and dedication with which Shri Rao served the Company during his long association since September 1994. The Board is deeply grateful for the mature and professional advice and guidance of Shri Rao, from which the Company had immensely benefited and gratefully acknowledges the role of Shri U. V. Rao in building up the Raymond Group to its present enviable stature. The Shareholders have approved on August 17, 2009 by Postal Ballot the appointment of Shri Gautam Hari Singhania as Chairman and Managing Director and his remuneration, for period of 5 years and 3 years respectively with effect from July 1, 2009. Shri Shailesh V. Haribhakti and Shri Pradeep Guha, Independent Directors were appointed as Additional Directors of the Company with effect from June 15, 2009. Shri Desh Deepak Khetrapal was appointed as Wholetime Director of the Company with effect from June 20, 2009. Shri Khetrapal tendered his resignation as Wholetime Director of the Company and the Board accepted the resignation of Shri Khetrapal at its meeting held on April 27, 2010. The Board wishes to place on record its appreciation for the contributions made by Shri Khetrapal during his association with the Company. In accordance with the provisions of the Companies Act, 1956 and the Company’s Articles of Association, Shri P. K. Bhandari and Shri I. D. Agarwal, Directors, retire by rotation at the forthcoming Annual General Meeting and being eligible offer themselves for re-appointment. 12. DIRECTORS’ RESPONSIBILITY STATEMENT Pursuant to sub-section (2AA) of Section 217 of the Companies Act, 1956, the Board of Directors of the Company hereby state and confirm that: (i) in the preparation of the Annual Accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures; (ii) the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for that period; (iii) the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; (iv) the Directors have prepared the annual accounts on a going concern basis. 13. AUDIT M/s. Dalal & Shah, Chartered Accountants, who are Statutory Auditors of the Company hold office up to the forthcoming Annual General Meeting and are recommended for re-appointment to audit the accounts of the Company for the Financial Year 2010-11. As required under the provisions of the Section 224(1B) of the Companies Act, 1956, the Company has obtained written confirmation from M/s. Dalal & Shah that their appointment if made would be in conformity with the limits specified in the Section. As per the requirement of Central Government and pursuant to Section 233B of the Companies Act, 1956 your Company carries out an audit of cost records relating to textile division every year. Subject to the approval of the Central Government, the Company has appointed M/s. Nanabhoy & Co., Cost Accountants, as Cost Auditors to audit the cost accounts of the Company for the Financial Year 2010-11. 14. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY Your Company believes in formulating adequate and effective internal control systems and implementing the same strictly to ensure that assets and interests of the Company are safeguarded and reliability of accounting data and accuracy are ensured 6 CMYK with proper checks and balances. The Internal control system is improved and modified continuously to meet the changes in business conditions, statutory and accounting requirements. The Audit Committee of the Board of Directors, Statutory Auditors and the Business Heads are periodically apprised of the internal audit findings and corrective actions taken. The Audit Committee of the Board of Directors actively reviews the adequacy and effectiveness of internal controls systems and suggests improvements for strengthening them. The Company has a robust Management Information System which is an integral part of the control mechanism. 15. RISK MANAGEMENT The Company is exposed to risks from market fluctuations of foreign exchange, interest rates, commodity prices, business risk, compliance risks and people risks. Foreign Exchange Risk The Company’s policy is to actively manage its long term foreign exchange risk within the framework laid down by the Company’s forex policy. Interest rate risk Given the interest rate fluctuations, the Company has adopted a prudent and conservative risk mitigating strategy to minimise the interest costs. Commodity Price Risk The Company is exposed to the risk of price fluctuation on raw materials as well as finished goods in all its products. The Company proactively manages these risks in inputs through forward booking, inventory management, proactive management of vendor development and relationships. The Company’s strong reputation for quality, product differentiation and service, the existence of a powerful brand image and a robust marketing network mitigates the impact of price risk on finished goods. Risk Element in Individual Businesses Apart from the risks on account of interest rate, foreign exchange and regulatory changes, various businesses of the Company are exposed to certain operating business risks, which are managed by regular monitoring and corrective actions. Compliance Risks The Company is exposed to risks attached to various statutes and regulations including the Competition Act. The Company is mitigating these risks through regular reviews of legal compliances, through internal as well as external compliance audits. People Risks Retaining the existing talent pool and attracting new manpower are major risks. The Company has initiated various measures such as rollout of strategic talent management system; training and integration of learning activities. The Company has also established ‘Raymond Leadership Academy’, which helps identify, nurture and groom managerial talent within the Raymond Group to prepare them as future business leaders. 16. CORPORATE SOCIAL RESPONSIBILITY (CSR) The Company has an innate desire and zeal to contribute towards the welfare and social upliftment of the community. The Company continues to support the following CSR initiatives: • Smt. Sulochanadevi Singhania School at Thane, Maharashtra and the Kailashpat Singhania High School in Chhindwara, M.P., having overall strength of around 6000 students, provide quality education not only to the Raymond employees’ children, but also to the children of the local populace; • Raymond Embryo Research Centre for cattle is a centre set up at Gopalnagar, Bilaspur, Chhattisgarh and its ceaseless efforts and endeavours have made several significant achievements in Embryo transfer. Raymond was the first organisation in India to introduce Embryo Transfer in Sheep; • J. K. Trust Gram Vikas Yojana (JKTGVY) launched in 1997 helps transfer of the technical expertise gained over three decades to the grass-root level. The mission of this initiative is to significantly improve the quality of life in India’s rural areas through a “Cattle Breed Improvement Programme”. This initiative operates in a network of over 700 Integrated Livestock Development Centre in Chhattisgarh, Madhya Pradesh, Uttarakhand and Andhra Pradesh; and • Raymond Rehabilitation Centre has been set-up for the welfare of under-privileged children at Jekegram, Thane. This initiative enables less fortunate children to be self-sufficient in life. The centre provides free vocational training workshops to young boys over the age of 16. The three-month vocational courses comprise of basic training in electrical, air-conditioning & refrigeration, plumbing, etc. 17. ENVIRONMENT AND SAFETY The Company is conscious of the importance of environmentally clean and safe operations. The Company’s policy requires the conduct of all operations in such manner so as to ensure safety of all concerned, compliance of statutory and industrial requirements for environment protection and conservation of natural resources to the extent possible. 18. HUMAN RESOURCES AND INDUSTRIAL RELATIONS The Company takes pride in the commitment, competence and dedication shown by its employees in all areas of business. Various HR initiatives are taken to align the HR Policies to the growing requirements of the business. 7 CMYK The Company has a structured induction process at all locations and management development programmes to upgrade skills of managers. Objective appraisal systems based on Key Results Areas (KRAs) are in place for senior management staff. Technical and safety training programmes are given periodically to workers. Industrial relations remained generally cordial. 19. STATUTORY INFORMATION Information pursuant to sub-section 1 (e) of Section 217 of the Companies Act, 1956, read with the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988 is given in Annexure 1 to this Report. During the FY 2010, 38 employees employed throughout the year, were in receipt of remuneration of Rs.24 lakhs per annum or more amounting to Rs.2316.08 lakhs and 130 employees employed for part of the FY 2010, were in receipt of remuneration of Rs.2 lakhs per month or more amounting to Rs.1873.83 lakhs. The particulars of employees, as required under Section 217 (2A) of the Companies Act, 1956, are given in a separate Annexure to this Report. This Annexure is not being sent along with this Report to the members of the Company in line with the provisions of Section 219 (1) (b) (iv) of the said Act. Members who are interested in obtaining these particulars may write to the Company Secretary at the Registered Office of the Company. The aforesaid Annexure is also available at the Registered Office of the Company for inspection of members 21 days before the 85th Annual General Meeting. None of the employees listed in the said Annexure is a relative of any Director of the Company. None of the employees hold (by himself or along with his spouse and dependent children) more than two percent of the equity shares of the Company. As per Section 212 of the Companies Act, 1956, the Company is required to attach the Directors’ Report, Balance Sheet, and Profit and Loss account of our subsidiaries. The Company had applied to the Central Government of India for an exemption from such attachment as the Company presents the audited consolidated financial statements in the Annual Report. The Central Government has granted the Company exemption from complying with Section 212 of the Companies Act, 1956. Accordingly, this Annual Report does not contain the financial statements of these subsidiaries. The Company will make available the audited annual accounts and related information of our subsidiaries, where applicable, upon request by any of its shareholders. The annual accounts of the subsidiary companies will also be kept for inspection by any member at the Registered Offices of the Company and its subsidiary companies. Fixed Deposits amounting to Rs.95,000 (Rupees Ninety Five Thousand only) from 9 depositors, which remained unclaimed by the depositors as on March 31, 2010 and have remained unclaimed upto the date of this Report. 20. CAUTIONARY STATEMENT Statement in this Directors’ Report & Management Discussion and Analysis describing the Company’s objectives, projections, estimates, expectations or predictions may be “forward-looking statements” within the meaning of applicable securities laws and regulations. Actual results could differ materially from those expressed or implied. Important factors that could make a difference to the Company’s operations include raw material availability and prices, cyclical demand and pricing in the Company’s principal markets, changes in Government regulations, tax regimes, economic developments within India and the countries in which the Company conducts business and other incidental factors. 21. APPRECIATION Your Directors wish to place on record their appreciation for the contribution made by employees at all levels but for whose hard work, solidarity, and support your Company’s achievements would not have been possible. Your Directors also wish to thank our customers, dealers, agents, suppliers, joint venture partners, investors and bankers for their continued support and faith in the Company. We also thank the Central Government, the concerned State Governments and other Government authorities for their support and cooperation. for and on behalf of the Board Gautam Hari Singhania Chairman and Managing Director Mumbai, April 27, 2010 8 CMYK Annexure (1) to the Directors’ Report Information pursuant to Section 217(1)(e) of the Companies Act, 1956 read with Companies ( Disclosures of Particulars in the Report of Board of Directors) Rules, 1988. A. Conservation of Energy Energy conservation continued to have high prominence as in previous years. Some of the initiatives taken in the FY 2010 were as follows: In Textile Division At Thane Unit: 1) Installation of geared motor for plaiter of Osthoff Singeing machine in place of existing hydraulic system for energy saving. 2) Installation of inverter for 10T boiler FD fan for speed regulation. 3) Installation of energy efficient light fittings. 4) Rain water harvesting. At Chhindwara Unit: 1) Conversion from DC to AC drive in Zonco (EOLO) machine in Finishing. 2) Installation of new energy saving machines e.g. Thermopac, Ugolini Dyeing Machine. 3) Installation of energy efficient light fittings. At Jalgaon Unit: 1) Installation of energy efficient light fittings. 2) Automation of Air-conditioning plant compressors by installation of microprocessor based PLC units. 3) Use of renewable energy resources by installation of turbo ventilators & solar water heaters. At Vapi Unit: 1) Installation of Inverter at Air washer Tower to take advantage of the outside weather conditions. 2) Installation of Timer Switches for Warehouse racks lighting. In Files & Tools Division • Wind Ventilators installed at Ratnagiri , Chiplun & Pithampur for conservation of power. • Halide lamps installed at Ratnagiri for conservation of power. B. Technology Absorption (a) Research and Development (R&D) Textile Division The R&D Department of Textile Division strives to develop and provide exclusive and innovative products under its brand. Some of the products developed and introduced during the year under review were: 1) Adoration – Finest wool rich fabric in the world, made from super 200s wool. 2) La Futuro – An innovative fabric in Viscose rich blend with special features like sustainability and comfort. A patented technology will also provide exclusivity for this product in the market. 3) Benito – Range of fabrics developed using Ceramica polyester with properties like superior comfort and good crease recovery. 4) Credence – Fine fabric especially developed from extra fine cotton, fine wool and polyester blended fabric for Generation Next. 5) Emplaza - Special product with soft and pliable handle in polyester, wool and cellulose blend. In Files & Tools Division New Product Development : In order to maintain the leadership of JKFT in files business, 5 new SKU’s have been developed for the Export market for customer specific engineering and agro applications. The details of expenditure on Research and Development is given in Page No. 63 of this Report. The Company has incurred an expenditure of Rs.12.09 lacs towards Research and Development which is 0.01 per cent of the total turnover of the Company for the FY 2010. (b) Technology Absorption, Adaptation and Innovation Textile Division The Textile Division undertook the following measures towards Technology absorption, Adaptation and Innovation: 1) Implementation of BARCO Optispin system in spinning department for online monitoring of Production parameters and report generation. 2) Implementation of Automatic Humidification system for on line monitoring, control and report generation. 3) Installation of Condensate Heat recovery pumps at various locations. 4) Implementation of Nature Switch in Street lights for switching on the lights automatically when it is dark. 5) Quick style change in weaving department to reduce the Beam gaiting time. In Files & Tools Division Process Improvement: • Slurry pump on scouring machines for quality improvement • Elimination of wooden packaging for domestic dispatches by corrugated box packing. • Automatic Taping & Strapping machines in warehouses for better productivity. • Tang Tempering by Induction heating to eliminate the use of Lead. • Introduction of File finishing Lines for single piece flow. • Introduction of DWX-32 antirust oil for better shelf life of files C. Foreign Exchange Earnings and Outgo: Despite adverse conditions in the global markets and stiff competition impacting average realization, Textile Division recorded a substantial increase of 21 per cent in exports, in comparison with the previous year, to Rs.133.64 Crores. This has been achieved through focused effort on enhancing customer base and providing value added products. 9 CMYK Form ‘A’ [Forming part of Annexure (1)] DISCLOSURE OF PARTICULARS WITH RESPECT TO CONSERVATION OF ENERGY A. POWER AND FUEL CONSUMPTION Purchased Current Year 1. 2. 3. 4. 5. 6. B. Previous Year Own generation (through Diesel Generator/Steam Turbine) Current Year Electricity a) Total units (KWH in thousands) Textiles * 68512 63736 67145 Files & Tools 5882 14665 18.91 b) Total Amount (Rupees in lacs) Textiles 3762 3198 2462 Files & Tools 335.91 708.37 2.60 c) Units/per Liter of Diesel Oil Textiles 3.44 Files & Tools 5.71 d) Units/per Kg. of Coal Textile 0.78 e) Units/per Cubic mtr of Gas Textile 3.46 f) Cost per unit (Rs.) Textiles 5.49 5.02 3.67 Files & Tools 5.71 4.83 13.75 * 605.71 lac KWH units generated through steam turbine (Previous year 595.46 lac KWH units) Total Total Cost Quantity Rs. Lacs Coal (M.T.) a) Textile Division** Current Year 85126 1804 Previous Year 74998 1473 Furnace Oil (Lac Liters) a) Textile Division Current Year 26.24 686 Previous Year 52.65 1557 b) Files & Tools Division Current Year 1.74 38.86 Previous Year 3.83 105.92 Diesel Oil (Lac Liters) a) Textile Division Current Year 5 184 Previous Year 3 124 b) Files & Tools Division Current Year 0.10 3.47 Previous Year 0.50 17.78 LPG (Kgs.) a) Textile Division Current Year 71737 29 Previous Year 91412 49 b) Files & Tools Division Current Year 41186 15.58 Previous Year 79160 37.58 Natural Gas (Lacs Cubic Mtr.) a) Textile Division Current Year 77 1263 Previous Year 55 695 ** 77481 MT used for CPP (Previous year 66153 MT) Previous Year 69124 41.72 2123 5.65 2.79 4.83 0.90 3.78 3.07 13.55 Average Rate per Unit (Rs.) 2119 1964 26.14 29.57 22.33 27.65 36.55 40.13 36.02 35.75 40.56 53.60 37.84 47.48 16.43 12.64 CONSUMPTION PER UNIT OF PRODUCTION Unit Standard (if any) Current Year Previous Year Electricity a) Fabrics KWH/Metre 4.88 4.67 b) Files & Tools Division KWH/Piece 0.22 0.22 Note: Effective October 1, 2009, Files & Tools Division has been transferred on a slump-sale basis to the Company’s wholly-owned subsidiary. Therefore, the figures of previous year are not comparable. 10 CMYK CORPORATE GOVERNANCE REPORT At Raymond, the Corporate Governance philosophy stems from our belief that good corporate governance practices are sine qua non for sustainable business that aims at generating long-term value to its stakeholders. Raymond, being a value-driven organisation realizes the pivotal role of sound governance. A transparent, ethical, and robust governance framework helps enhance efficiency, which is an important catalyst in driving business growth across parameters and boosts Investors confidence in the Business entity. The detailed report on implementation by the Company, of the Corporate Governance Code as incorporated in Clause 49 of the Listing Agreement with the Stock Exchanges, is set out below: 1. COMPANY’S PHILOSOPHY ON CODE OF GOVERNANCE: Raymond’s Corporate Governance principles have a strong pedigree of fairness, transparency, ethical processes and good practices. The Core values of the organisation include Quality, Trust, Leadership and Excellence. At Raymond, Governance has been a journey and we are continuously benchmarking our governance standards to global practices. These efforts gives us the confidence of having put in place the right building blocks for future growth in a prudent and sustained manner. This emanates from our strong belief that sound governance is integral to creating value on a sustainable basis. Raymond complies with the requirements as laid down in Clause 49 of the Listing Agreement with the Stock Exchanges. 1.1 GOVERNANCE STRUCTURE: Raymond’s Corporate Governance Structure is as under: i. The Board of Directors - The Members of the Raymond Board are free to bring up any matter for discussions at the Board Meetings and the functioning is democratic. The Board plays a key role in framing policies for ensuring and enhancing good governance. Besides its primary role of setting corporate strategies and goals and monitoring corporate performance, the Board directs and guides the activities of the Management towards achieving corporate goals, seeks accountability with a view to achieve sustained and consistent growth aimed at adding value for its stakeholders. ii. The Committee of Directors – The Board has constituted the following committees viz; Audit Committee, Remuneration and Nomination Committee, Committee of Directors (which also acts as the Shareholder’s/Investors’ Grievance Committee). Each of the Committee has been mandated to operate within a given framework. 2. BOARD OF DIRECTORS: COMPOSITION AND CATEGORY The Board of Directors consists of professionals drawn from diverse fields, who bring in a wide range of skills and experience to the Board. The Board is broad-based and consists of eminent individuals drawn from management, technical, financial and marketing fields. The Company is managed by the Board of Directors in coordination with the senior management team. The day-to-day operations of the Company are conducted by the Chairman and Managing Director, subject to the supervision and control of the Board of Directors. The Non-Executives including the Independent Directors bring external and wider perception and independence in the decision making. The composition of the Board of Directors, meets with the requirements of Clause 49 (I) (A) of the Listing Agreement. None of the Directors on the Board is a member of more than ten Committees and Chairman of more than five Committees (as specified in Clause 49), across all companies in which they are Directors. BRIEF PROFILE : 1. DR. VIJAYPAT SINGHANIA – CHAIRMAN EMERITUS Dr. Vijaypat Singhania is a reputed industrialist who started his business career at an early age of 20. He ran the JK Group’s cotton mill in Bombay as his first venture into business, and later on managed its fertiliser & chemicals factories. On the untimely demise of Raymond’s Chairman Shri G.K. Singhania on 3rd January 1980, Dr. V.P. Singhania took over as CMD of Raymond and its affiliate Companies. During his tenure the Company diversified/expanded its activities into men’s suits, ready-made garments, cement, steel, polyester filament yarn, denims, cosmetics and prophylactics. He expanded the files plant in Indonesia and the woollen plant in Kenya & made them into very respected and profitable ventures in those countries. During the 20 years of his management: Raymond’s sales grew by 30 times (from Rs. 49.82 cr in 1979-80 to Rs. 1472.79 cr in 2000-01), PAT grew by 137 times (from Rs. 2.42 cr in 1979-80 to Rs. 333.41 cr in 2000-01 – including net capital gain), & Net Worth increased by 61 times (from Rs. 14.40 cr in 1979-80 to Rs. 873.90 cr in 2000-01). On retiring from active management in September 2000, he handed over his responsibility of Raymond’s management to his son Shri Gautam Hari. In token of his meritorious services to the Company, the Board of Directors appointed him Chairman Emeritus & Advisor of the Company effective September 6, 2000. After 15 years of business experience, he went through the Advanced Management Programme (AMP) at the Harvard Business School, Boston in 1974. He was a member of the FICCI trade delegation to Russia & Australia, and the delegation of the Government of India to France. Dr. Singhania was conferred an Hony. Ph.D. by The London Institute of Technology and Research in October 2003. The Ministry of HRD appointed him a member of the prestigious Board of Governors of the Indian Institute of Management, Ahmedabad from 1994-99, and in 2007, as Chairman of the IIM-A Board for the period 2007 to 2012. He was the Sherriff of Mumbai in 2005-06. Dr. Singhania has a great passion for flying having trained as a Pilot in the October of 1959. He got his first entry into the Guinness Book of World Records for his solo flight in the fastest time between UK and India in 1988, in recognition of which President of India Hon’ble R. Venkatraman bestowed on him the rank of an (Hon) Air Commodore of the Indian Air Force. He won the first ‘Round the World Air Race’ in 1994 and earned with it the most coveted trophy in aviation – an FAI Gold medal (Federation Aeronautique Internationale, Paris), so far the only one ever won by an Indian. Dr. Singhania also accomplished a New High Altitude Indian Record in a Hot Air Balloon by climbing to 29,044 ft. above sea level on 13 th June 2005. On November 26, 2005, he established a New High Altitude World Record by climbing in a Hot Air Balloon to an altitude of 69,852 ft. above sea level. Dr. Singhania broke the previously held record since 1988 by world renowned balloonist Per Lindstrand. Apex body for aviation sports, the FAI, formally recognised the new record. This feat has earned Dr. Singhania yet another entry into the Guinness Book of World Records and a Gold Medal form the Royal Aero Club of U.K., yet another first for an Indian. The Limca Book of Records has bestowed on him “People of the Year Award 2006”. Dr. Singhania was conferred the Padma Bhushan Award 11 CMYK by the President of India Hon’ble Dr. APJ Abdul Kalam on 26th January 2006. Prime Minister Atal Behari Vajpayee conferred on him the “Tenzing Norgay National Adventure Award” for 2001 and the Chhatrapati Shivaji Maharaj Smarak Samiti Mumbai presented him the “Chhatrapati Shivaji Maharaj Smarak Award” for his achievements in the field of Aviation. The 7th Air Squadron of the IAF comprising of the Mirage 2000 aircraft based at Gwalior, honoured him by naming him as the first and only civilian member of the Squadron of “The Battle Axes”. Dr. Singhania has recently taken up Deep Sea “Scuba Diving”. PADI has certified him qualified to meet EN 14153-2: Autonomous Diver standards on 16th February 2010. He is a keen photographer, ballroom dancer and snooker player, having won national awards in all of them. He still cherishes his days teaching final year MMS students at the Jamnalal Bajaj Institute of Management Studies. VPS, as he is fondly called, now leads a retired life generally overseeing Raymond’s operations and guiding its policies, philosophies and values. 2. SHRI GAUTAM HARI SINGHANIA - CHAIRMAN AND MANAGING DIRECTOR Shri Gautam Hari Singhania took over the reins of the Company as Chairman and Managing Director in September 2000. Since then, he has steered the destiny of Raymond Limited with a single-minded focus of being the best brand in India. He has been responsible for the strategic decision of the restructuring of the Group, initiating the divestment of the Synthetics, Steel and Cement Divisions. Post divestment, the Group has consolidated its position with a better bottom line and more focussed and market oriented approach. Shri Gautam Singhania joined the J. K. Group of Companies (Western Zone) in the year 1986. He was appointed as the Wholetime Director on the Board of Raymond Ltd. in 1990 and was elevated to the position of Managing Director in mid1999, in charge of all companies and subsidiaries of the Raymond Group in India and abroad. With a drive for creating new Brands, Shri Singhania has taken active interest in the launch of new services and products. He was instrumental in the successful launch of the brand ‘KamaSutra’ in 1991. In the year 1996, he launched a new division called ‘Million Air’, providing quality air-taxi charter services. It was under his leadership that the fashion casual wear brand ‘Parx’ and premium men’s wear brand ‘Manzoni’ were launched in the year 1999 and 2000 respectively. In the year 2001, Shri Gautam Hari Singhania introduced the concept of corporatisation of designer wear in India. He was also instrumental in Raymond’s acquisition of ColorPlus, a leading menswear brand. Under his leadership, the Raymond Group has become an internationally reputed premium fibre to fashion player with immense strength in worsted suitings, high value cotton shirting, denim, garmenting, owning market leading brands with a deep distribution network across the country and a premium international client base. His personal vision for the group is to take the Raymond Brand from being amongst the most respected Indian brands to be amongst the best in the global market. Shri Gautam Hari Singhania aged 44 years, is a commerce graduate from the University of Mumbai and has nearly 25 years of experience in the field of industry, business and corporate management. 3. SHRI SHAILESH V. HARIBHAKTI – INDEPENDENT DIRECTOR Shri Shailesh V. Haribhakti, aged 54, who joined the Board as an Additional Director on June 15, 2009, is the Managing Partner of M/s. Haribhakti & Co., Chartered Accountants and Chairman of BDO Consulting Pvt. Ltd. He is a Committee member of Futures & Options segment of National Stock Exchange of India and is a member of the SEBI Committee on Disclosures and Accounting Standards. He serves as member of managing committees of ASSOCHAM and IMC and Corporate Governance Committees of ASSOCHAM and CII and is Chairman of the ‘Combating Global Warming Committee’ of IMC. He is on the Board of several listed companies. 4. SHRI I.D.AGARWAL – INDEPENDENT DIRECTOR Shri I.D. Agarwal, aged 69 years, is an Independent Director. Shri Agarwal was earlier a Nominee Director of Unit Trust of India on the Board of the Company from October, 2001 to February, 2006. Shri Agarwal, M.Com., D.S.M., C.A.I.I.B., who has over 40 years of rich experience in Banking, Finance & Currency, has undergone professional training with Bank of England (U.K.), Midland Bank (U.K.), Bundesbank, (Germany) and Dresdnerbank (Germany). Shri Agarwal, is the former Executive Director, Reserve Bank of India and was an Advisor to the United Nations. He also served as Director of Union Bank of India, Unit Trust of India, Small Industries Development Bank of India (SIDBI) and a few other reputed Financial Institutions and Corporates. 5. SHRI NABANKUR GUPTA – INDEPENDENT DIRECTOR Shri Nabankur Gupta, aged 61 years, a graduate from IIT, Delhi in Electrical & Electronics Engineering, joined the Company as Group President on August 1, 2000 and was co-opted on the Board of Directors of the Company as Wholetime Director and Group President effective January 15, 2001. Shri Gupta relinquished his position as Wholetime Director and Group President of the Company with effect from April 1, 2005, from which date he continues to be on the Board of the Company in his capacity as Non-Executive Director. Shri Gupta possesses vast, rich and varied experience of over three decades in project management, marketing and Sales, General Management and Business Stratagy. Shri Gupta pioneered the concept of sub-branding and subsequently, multi-branding in the area of consumer durable for the first time in India. Shri Gupta was the first Indian to receive recognition by the Advertising Age International, New York, in 1995 with the title of ‘Marketing Superstar’. Prior to his tenure with Raymond, he was an Executive Director with Videocon. Presently he is the Co-Founder and Chairman of Blue Ocean Capital & Advisory Services and the Founder CEO of Nobby Brand Architects. He is on several boards as an independent director. 6. SHRI PRADEEP GUHA – INDEPENDENT DIRECTOR Shri Pradeep Guha, aged 57 years, was the CEO of India’s largest satellite broadcasting network, Zee Entertainment Enterprises Ltd. , for over three years. Shri Guha joined the Board as an Additional Director on June 15, 2009. Shri Guha had been associated with the print media for 29 years and was President of The Times of India Group, as well as on its Board of Directors. Shri Pradeep Guha is associated with many bodies in the field of advertising, marketing and media. Shri Guha is fascinated by cinema and has a production house of his own by the name of Culture Company. 7. SHRI P.K.BHANDARI - NON EXECUTIVE DIRECTOR Shri P. K. Bhandari, aged 52 years is a commerce and law graduate from the University of Kolkata and a Fellow Member of the Institute of Chartered Accountants of India and an Associate Member of the Institute of Company Secretaries of India and has over 28 years of experience in the field of project finance, industry, business and corporate management. Shri P. K. Bhandari, who joined the Group in the year 1989 played a key role in strategising and implementing the Company’s restructuring program, which included hiving off its non-core businesses in steel, cement and synthetics and consolidating its core - textile, garment and files businesses through merger and acquisitions. 12 CMYK Shri Bhandari joined the Board of Directors of the Company as Wholetime Director on April 24, 2003. Shri P. K. Bhandari was Group President of the Company from April 1, 2005 to January 30, 2008. Shri Bhandari was honoured with a ‘Special Commendation’ for his outstanding performance in the mergers and acquisitions category of the “CFO of the Year” award instituted by ‘The Economist’ in association with American Express. 8. SHRI DESH DEEPAK KHETRAPAL – WHOLETIME DIRECTOR (Resignation accepted by the Board of Directors on April 27, 2010). Shri Desh Deepak Khetrapal, aged 54 years, is a Honors Graduate in Business and Economics from Shri Ram College of Commerce, Delhi (University of Delhi) and also holds Honors in Masters of Business Administration, (FMS, University of Delhi). Shri Khetrapal has over 33 years of experience in managing businesses in diverse industries. Shri Khetrapal started his career with State Bank Group as a Probationary Officer in 1976. Shri Khetrapal was associated with reputed companies like Turner Morrison, Steelage Industries Ltd., Gunnebo AB in leadership positions. ATTENDANCE OF EACH DIRECTOR AT THE BOARD MEETINGS AND THE LAST ANNUAL GENERAL MEETING Seven Board Meetings were held during the financial year 2009-10 on the following dates: April 24, 2009; June 15, 2009; June 20, 2009; July 30, 2009; September 17, 2009; October 22, 2009 and January 20, 2010. The gap between two Board Meetings did not exceed four months. During the Financial year 2009-10 one Circular Resolution was passed on May 11, 2009. The details in regard to attendance of Directors at Board Meetings/Shareholders Meetings, the number of Directorship(s) held in Indian public limited companies and the position of Membership/Chairmanship of Audit Committee and Shareholders/Investors’ Grievance Committee in such Indian public limited companies are given below: Name of the Director Dr. Vijaypat Singhania, Chairman Emeritus DIN : 00020063 Shri Gautam Hari Singhania, Chairman and Managing Director DIN :00020088 Shri U.V. Rao (upto May 15, 2009) DIN:00012490 Shri Nana Chudasama (upto June 10, 2009) DIN :00019768 Shri B. V. Bhargava (upto June 10, 2009) DIN:00001823 Shri I. D. Agarwal DIN :00293784 Shri Nabankur Gupta DIN: 00020125 Shri P. K. Bhandari DIN:00021923 Shri Shailesh V. Haribhakti (w.e.f June 15, 2009) DIN:00007347 Shri Pradeep Guha (w.e.f June 15, 2009) DIN 00180427 Shri Desh Deepak Khetrapal, Wholetime Director (w.e.f June 20, 2009) (Resignation accepted on April 27, 2010). DIN :02362633 Category of Directorship No. of Attendance Directorship Board at the held in Meetings AGM held on other Indian attended June 10, 2009 public limited out of 7 companies Meetings (excluding held Raymond Limited) No. of Board Committees (other than Raymond Limited) in which Chairman/ Member Chairman Member Nil 1 Relationship interse Directors Promoter, Non-Executive 6 Yes 6 Related to Shri Gautam Hari Singhania Related to Dr. Vijaypat Singhania Promoter, Executive 7 Yes 8 Nil 2 Independent, Non-Executive Nil out of 1 Not Applicable 5 2 2 — Independent, Non-Executive Nil out of 1 No 4 Nil Nil — Independent, Non-Executive 1 out of 1 No 10 5 4 — 7 Yes 1 1 1 — 7 Yes 9 1 3 — Independent, Non-Executive Independent, Non-Executive Non-Independent, Non-Executive Independent, Non-Executive 7 Yes 11 2 3 — 6 out of 6 Not Applicable 14 4 5 — Independent, Non-Executive 5 out of 6 Not Applicable 6 Nil Nil — Executive, Non-Promoter 5 out of 5 Not applicable 4 Nil 1 — 13 CMYK BOARD PROCEDURE The Board generally meets once in a quarter to review the quarterly business and financial performance of the Company and its subsidiaries. These Meetings are scheduled well in advance and the notice of each Board Meeting is given in writing to each Director. All the items on the Agenda are accompanied by notes giving comprehensive information on the related subject and in certain matters such as financial/business plans, financial results and the same are tabled at the meeting. The Agenda and the relevant notes are sent in advance separately to each Director and only in exceptional cases, the same is tabled at the meeting. The Minutes of the Board Meetings are also circulated in advance to all Directors and confirmed at subsequent Meeting. The Board reviews the performance of the Company every quarter vis-à-vis the targets set by them and helps in the major strategic decisions and policy formulations. The Members of the Board are also free to recommend the inclusion of any matter for discussion in consultation with the Chairman. The Board members are briefed at every Board Meeting, on the overall performance of the Company, with presentations by Business Heads and Senior Management. The performance vis-à-vis budgets are also presented to the Members of the Board. The information as specified in Annexure (I) (A) to Clause 49 of the Listing Agreement is regularly made available to the Board. The Minutes of Audit Committee and other Committees of the Board are circulated in advance to all Directors, regularly placed before the Board and noted by the Board. 3. AUDIT COMMITTEE: BROAD TERMS OF REFERENCE The composition, quorum, powers, role, review of information, scope, etc., of the audit committee is in accordance with the Section 292A of the Companies Act, 1956 and the provisions of Clause 49 II. (A), (B), (C), (D) and (E) of the Listing Agreement. The Audit Committee acts as a link between the Statutory and Internal Auditors and the Board of Directors. The Audit Committee inter-alia provides assurance to the Board on the adequacy of the internal control systems and financial disclosures. The Terms of Reference of the Audit Committee are as per the provisions and requirements of the Listing Agreement with the Stock Exchanges and in accordance with Section 292A of the Companies Act, 1956. These broadly include approval of Annual Internal Audit Plan, review of financial reporting system, internal controls system, discussion on quarterly, half-yearly annual financial results, interaction with Statutory and Internal Auditors, In-camera meeting with Statutory and Internal Auditors, recommendation for the appointment of Statutory and Cost Auditors and fixing their remuneration, appointment and remuneration of Internal Auditors, Review of Business Risk Management Plan, Management Discussions & Analysis, Review of Internal Audit Reports, significant related party transactions. The Company has framed the Audit Committee Charter for the purpose of effective compliance of Clause 49 of the Listing Agreement. In fulfilling the above role, the Audit Committee has powers to investigate any activity within its terms of reference, to seek information from employees and to obtain outside legal and professional advice. Additionally, the following terms of reference were issued to the Audit Committee by the Board of Directors: a) to consider and recommend to the Board the following: (i) investment guidelines for treasury operations; (ii) capital expenditure for enhancement of production capacity (excluding capital expenditure for normal maintenance/ repairs/replacements); b) to review the Annual Budget; c) to take note of the significant decisions taken, or important developments; considered at the Management Committee/ Working Board Meetings; and d) to carry out any other duties that may be delegated to the Audit Committee by the Board of Directors from time-to-time. The Audit Committee, while reviewing the Annual Financial Statements also reviewed the applicability of various Accounting Standards (AS) referred to in sub-section (3C) of Section 211 of the Companies Act, 1956. Compliance of the Accounting Standards as applicable to the Company has been ensured in the preparation of the Financial Statements for the year ended March 31, 2010. The Company has appointed a firm of Chartered Accountants as Internal Auditors to review the internal control systems of the Company and to report thereon. The report of the Internal Auditors is reviewed by the Audit Committee. The Members of the Audit Committee comprised of the following: Name of the Director Shri Shailesh V. Haribhakti, Chairman (w.e.f June 15, 2009) Shri Nabankur Gupta (Chairman upto June 15, 2009 Member thereafter) Dr. Vijaypat Singhania Shri I.D. Agarwal (w.e.f June 15, 2009) Shri B. V. Bhargava (Upto June 10, 2009) Shri U. V. Rao (Upto May 15, 2009) Category Independent, Non-Executive Independent, Non-Executive Promoter, Non-Executive Independent, Non-Executive Independent, Non-Executive Independent, Non-Executive 14 Qualifications required to be a member Has the requisite accounting and financial management expertise Has the requisite accounting and financial management expertise Has the requisite accounting and financial management expertise Has the requisite accounting and financial management expertise Had the requisite accounting and financial management expertise Had the requisite accounting and financial management expertise CMYK The Chairman and Managing Director, Wholetime Director & Chief Operating Officer, President-Finance and Chief Financial Officer, Business Heads of the Company’s Divisions, the representatives of the Statutory Auditors and the Internal Auditors are permanent invitees to the Audit Committee Meetings. The representatives of the Cost Auditor attend such meetings of the Audit Committee where matters relating to the Cost Audit Report are discussed. Shri Nabankur Gupta (Chairman of the Audit Committee on the date of the 84th Annual General Meeting) was present at the last Annual General Meeting. The Company Secretary acts as Secretary to the Audit Committee. The Minutes of the Audit Committee Meetings are noted by the Board of Directors at the subsequent Board Meeting. MEETINGS AND ATTENDANCE: The Audit Committee held five meetings during the financial year ended March 31, 2010 and the gap between two meetings did not exceed four months. The Audit Committee Meetings were held on April 23, 2009; July 30, 2009; October 22, 2009; December 23, 2009 and January 20, 2010. The attendance of the Members at the Audit Committee Meetings are as under: Name of the Director 4. No. of meetings held during tenure No. of meetings attended during tenure Leave of absence sought Shri Shailesh V. Haribhakti (w.e.f June 15, 2009) 4 4 Nil Shri Nabankur Gupta 5 5 Nil Dr. Vijaypat Singhania 5 5 Nil Shri I.D. Agarwal (w.e.f June 15, 2009) 4 4 Nil Shri B. V. Bhargava (Upto June 10, 2009) 1 1 Nil Shri U. V. Rao (Upto May 15, 2009) 1 Nil 1 REMUNERATION AND NOMINATION COMMITTEE: TERMS OF REFERENCE • Reviewing the overall compensation policy, service agreements, ESOP Schemes and other employment conditions of Managing/Wholetime Directors and Senior Management (one level below the Board of Directors); • Reviewing the performance of the Managing/Wholetime Directors/Senior Management and recommending to the Board, the quantum of annual increments and annual commission; • The Committee has the mandate to recommend the size and composition (including functional specialist) of the Board, establish procedures for the nomination process, and recommend candidates for selection to the Board/nominate Wholetime Directors; and • Structure and design a suitable succession planning policy for Board and Senior Management team of the Company. The Remuneration and Nomination Committee presently comprises of the following: Name of the Director Position Category Shri I.D. Agarwal (w.e.f June 15, 2009) Chairman Independent, Non-Executive Dr. Vijaypat Singhania Member Promoter, Non-Executive Shri Nabankur Gupta Member Independent, Non-Executive Shri Pradeep Guha (w.e.f June 15, 2009) Member Independent, Non-Executive Shri Gautam Hari Singhania (w.e.f. October 22, 2009) Member Promoter, Executive Shri Shailesh V. Haribhakti (w.e.f. October 22, 2009) Member Independent, Non Executive Shri. B. V. Bhargava (Upto June 10, 2009) Chairman Independent, Non-Executive Shri Nana Chudasama (Upto June 10, 2009) Member Independent, Non-Executive MEETING AND ATTENDANCE The Remuneration Committee held three meetings during the financial year ended March 31, 2010. The Meetings were held on April 23, 2009, June 20, 2009 and January 13, 2010. 15 CMYK The attendance of the Members at the Remuneration and Nomination Committee Meetings are as under: Name of the Director No. of meetings held during tenure No. of meetings attended during tenure Leave of absence sought Shri I.D. Agarwal 2 2 Nil Dr. Vijaypat Singhania 3 2 1 Shri Nabankur Gupta 3 3 Nil Shri Pradeep Guha 2 2 Nil Shri Gautam Hari Singhania 1 1 Nil Shri Shailesh V. Haribhakti 1 1 Nil Shri B. V. Bhargava 1 1 Nil Nil 1 Shri Nana Chudasama 1 REMUNERATION POLICY A. Remuneration to Non-Executive Directors The Non-Executive Directors are paid remuneration by way of Commission and Sitting Fees. In the 83rd Annual General Meeting the shareholders’ have approved payment of commission of a sum not exceeding 1% of the annual net profit of the Company subject to the overall ceiling limit of Rs.25 lakhs to the Non-Executive Directors of the Company. The Non-Executive Directors are paid sitting fees for each meeting of the Board or Committee of Directors attended by them. During the financial year 2009-10 (with effect from August 1, 2009), the sitting fees paid to Non-Executive Directors has been revised from Rs. 10,000/- to Rs. 20,000/- for each meeting of the Board or Committee of Directors attended by them. The total amount of sitting fees paid during the financial year 2009-10 was Rs.14.70 Lakhs. None of the Non-Executive Directors have any material pecuniary relationship or transactions with the Company. Dr. Vijaypat Singhania, Chairman Emeritus, belongs to the Promoter group. B. Remuneration to Chairman and Managing Director and Wholetime Director The appointment of Chairman and Managing Director and Wholetime Director is governed by resolutions passed by the Board of Directors and shareholders of the Company, which covers the terms of such appointment and remuneration, read with the service rules of the Company. Payment of remuneration to Chairman and Managing Director and Wholetime Director is governed by the respective Agreements executed between them and the Company. Remuneration paid to Chairman and Managing Director and Wholetime Director is recommended by the Remuneration Committee, approved by the Board and is within the limits set by the shareholders. The remuneration package of Chairman and Managing Director and Wholetime Director comprises of salary, perquisites and allowances, commission and contributions to Provident and other Retirement Benefit Funds as approved by the shareholders. Annual increments are linked to performance and are decided by the Remuneration Committee and recommended to the Board for approval thereof. The remuneration policy is directed towards rewarding performance, based on review of achievements. It is aimed at attracting and retaining high caliber talent. There is no separate provision for payment of severance fees under the resolutions governing the appointment of Chairman and Managing Director and Wholetime Director. Presently, the Company does not have a scheme for grant of stock options or performance linked incentives for its Directors. At the 84th Annual General Meeting of the Company, the shareholders of the Company had subject to the approval of the Central Government approved by special resolution, the payment of excess remuneration to Shri Gautam Hari Singhania, Chairman and Managing Director, for the period from April 1, 2008 to March 31, 2009, and Shri P.K. Bhandari, Wholetime Director for the period from April 1, 2008 to April 23, 2008 in view of loss suffered by the Company. The Company has received the approval from the Central Government under Section 309(5B) for the payment of Rs.3,20,41,242/- as managerial remuneration to Shri Gautam Hari Singhania, Chairman and Managing Director for the period from April 1, 2008 to March 31, 2009. The Central Government also approved the waiver of recovery of excess managerial remuneration of Rs.6,26,512/- from Shri P. K. Bhandari for the period from April 1, 2008 to April 23, 2008. By Postal Ballot dated June 20, 2009 the shareholders approved the re-appointment of Shri Gautam Hari Singhania, as Chairman and Managing Director for a period of five years w.e.f July 1, 2009 and subject to the approval of the Central Government the payment of managerial remuneration to Shri Gautam Hari Singhania, as Chairman and Managing Director as minimum remuneration for a period of three years. The Company has accordingly received the approval of the Central Government for the appointment of Shri Gautam Hari Singhania as Chairman and Managing Director for a period of two years w.e.f. July 1, 2009 to June 30, 2011 and the payment of remuneration of Rs. 3,20,41,242/- per annum for the period July 1, 2009 to June 30, 2011. The Company is awaiting the approval of the Central Government for the period April 1, 2009 to June 30, 2009. Similarly by Postal Ballot dated June 20, 2009 the shareholders approved the appointment of Shri Desh Deepak Khetrapal, as Wholetime Director for a period of five years w.e.f June 20, 2009 and subject to the approval of the Central Government the payment of managerial remuneration to Shri Khetrapal, as minimum remuneration for a period of three years. The Company has accordingly applied to the Central Government for the payment of remuneration of Rs. 1,43,00,000/- to the Wholetime Director for the period from June 20, 2009 to March 31, 2010. The Company has received the approval of the Central Government against which certain clarification has been sought. 16 CMYK DETAILS OF REMUNERATION PAID TO ALL THE DIRECTORS FOR THE YEAR ENDED MARCH 31, 2010 (a) NON-WHOLETIME DIRECTORS Name of the Director Sitting Fees (Rs.) No. of Shares held 2,00,000 56,247 Shri U.V.Rao (upto June 15, 2009) 10,000 Nil Shri Nana Chudasama (upto June 10, 2009) 40,000 663 Shri B. V. Bhargava (upto June 10, 2009) 40,000 Nil Shri I. D. Agarwal 2,00,000 Nil Shri Nabankur Gupta 3,90,000 Nil Shri P. K. Bhandari 3,30,000 303 Shri Shailesh V. Haribhakti (w.e.f June 15, 2009) 1,70,000 Nil 90,000 Nil Dr. Vijaypat Singhania, Chairman Emeritus Shri Pradeep Guha (w.e.f June 15, 2009) No commission is payable to Non-Executive Directors for the financial year 2009-10 due to absence/inadequate profits. (b) MANAGING AND WHOLETIME DIRECTOR 5. Name of the Director Shri Gautam Hari Singhania, Chairman and Managing Director Salary (Rs.) 1,80,00,000 Benefits (Rs.) 1,63,01,242 Shri Desh Deepak Khetrapal, Wholetime Director (w.e.f June 20, 2009) 58,83,672 80,95,193 Remarks Appointment for a period 5 years from July 1, 2009 to June 30, 2014 and remuneration for a period of 3 years. Resignation accepted by the Board of Directors on April 27, 2010. SHAREHOLDERS’ / INVESTORS’ GRIEVANCE COMMITTEE: The Board of Raymond Limited has constituted a Committee of Directors, which inter-alia also functions as “Shareholders’/ Investors’ Grievance Committee”, consisting of three members, chaired by a Non-Executive, Independent Director. The Committee meets once a month and inter-alia, deals with various matters relating to: • approval of transfer of shares/debentures and issue of duplicate/split/consolidation/sub-division of share/debenture certificates; • opening/modification of operation and closing of bank accounts; • grant of special/general Power of Attorney in favour of employees of the Company from time to time in connection with the conduct of the business of the Company particularly with Government and Quasi-Government Institutions; • to fix record date/book closure of share/debenture transfer book of the Company from time to time; • to appoint representatives to attend the General Meeting of other companies in which the Company is holding shares; • to change the signatories for availment of various facility from Banks/Financial Institution; • to grant authority to execute and sign foreign exchange contracts and derivative transactions; • to carry out any other duties that may be delegated to the Committee by the Board of Directors from time-to-time. The Secretarial Department of the Company and the Registrar and Share Transfer Agent, Link Intime India Private Limited attend to all grievances of the shareholders and investors received directly or through SEBI, Stock Exchanges, Ministry of Corporate Affairs, Registrar of Companies etc. The Minutes of the Shareholders’/Investors’ Grievances Committee are circulated to the Board and noted by the Board of Directors at the Board Meetings. Continuous efforts are made to ensure that grievances are more expeditiously redressed to the complete satisfaction of the investors. Shareholders are requested to furnish their telephone numbers and e-mail addresses to facilitate prompt action. During the financial year 2009-10, the Company also sent reminder letters to the shareholders whose names appeared in the unclaimed dividend list of 2002-03 and subsequent years, to enable them to claim such unclaimed dividend. 17 CMYK The composition of the Committee of Directors and the attendance during 2009-10 are as under: Name of the Director Category No of meeting No of meetings held during attended during tenure tenure 6. Shri Nabankur Gupta Chairman (w.e.f. June 20, 2009) Independent, Non-Executive 9 9 Shri Gautam Hari Singhania Promoter, Executive 13 13 Shri P. K. Bhandari Non-promoter, Non-Executive 13 13 Shri Nana Chudasama (Acted as Chairman upto June 10, 2009) Independent, Non-Executive 4 4 COMPLIANCE OFFICER The Board has designated Shri Thomas Fernandes, Director – Secretarial & Company Secretary as the Compliance Officer. DETAILS OF SHAREHOLDERS’ COMPLAINTS RECEIVED, NOT SOLVED AND PENDING SHARE TRANSFERS The total number of complaints received and replied to the satisfaction of the shareholders during the year ended March 31, 2010 was 87. There were no complaints outstanding as on March 31, 2010. The number of pending share transfers and pending requests for dematerialization as on March 31, 2010 were Nil. Shareholders’/Investors’ complaints and other correspondence are normally attended to within seven working days except where constrained by disputes or legal impediments. No investor grievances remained unattended/pending for more than thirty days as on March 31, 2010. GENERAL BODY MEETINGS: a. Location and time, where last three Annual General Meetings were held are given below : Financial Year b. Date Location of the Meeting Time 2006-2007 June 18, 2007 Registered Office of the Company at Ratnagiri 11.00 A.M. 2007-2008 June 18, 2008 Registered Office of the Company at Ratnagiri 11.00 A.M. 2008-2009 June 10, 2009 Registered Office of the Company at Ratnagiri 11.00 A.M. c. Special Resolutions passed at last three Annual General Meetings : (i) The payment of commission to Non-Executive Directors for the financial year 2006-2007 and 2007-2008 was passed at the 82nd Annual General Meeting of the Company held on June 18, 2007, which was put to vote by show of hands and was passed unanimously. (ii) In the 83rd Annual General Meeting held on June 18, 2008, the shareholders’ have approved payment of commission of a sum not exceeding 1% of the annual net profit of the Company subject to the overall ceiling limit of Rs.25 lakhs to the Non-Executive Directors of the Company, by passing a special resolution for a period of three financial years commencing from April 1, 2008 to March 31, 2011. (iii) At the 84th Annual General Meeting of the Company, the shareholders of the Company had subject to the approval of the Central Government passed as special resolutions, the payment of minimum remuneration in the absence or inadequacy of profits to Shri Gautam Hari Singhania, Chairman and Managing Director, for the period from April 1, 2008 to June 30, 2009, and Shri P.K. Bhandari, Wholetime Director for the period from April 1, 2008 to April 23, 2008 in view of inadequacy of profit. Passing of resolutions by Postal Ballot: During the financial year 2009-10, three postal ballots were conducted. The details of which are as follows: i. Notice dated June 20, 2009 was issued for seeking the approval of the shareholders by a Special Resolution for re-appointment of Shri Gautam Hari Singhania, as Chairman and Managing Director w.e.f. July 1, 2009 for a period of five years and fixing remuneration including minimum remuneration for a period of three years and for the appointment of Shri Desh Deepak Khetrapal as Wholetime Director w.e.f. June 20, 2009 for a period of five years and fixing remuneration including minimum remuneration for a period of three years, result of this postal ballot was declared on August 17, 2009. ii. Notice dated July 30, 2009 was issued for seeking the approval of the shareholders for reorganization of the Company’s files business by transfer of Files & Tools division of the Company to its wholly owned subsidiary, JK Files (India) Limited (formerly known as Hindustan Files Limited) as a going concern on slump sale basis and for alteration of object Clause of the Memorandum of Association of the Company by adding Clause for development of realty business, result of this postal ballot was declared on September 30, 2009. iii. Notice dated October 1, 2009 was issued for seeking the approval of the shareholders for commencement of Real Estate business, result of this postal ballot was declared on November 10, 2009. d. Extraordinary General Meeting: No Extraordinary general meeting was held by the Company during the financial year ended March 31, 2010. 7. SUBSIDIARIES : The Company does not have any material non-listed Indian subsidiary whose turnover or net worth (i.e. paid-up capital and free reserves) exceeds 20% of the consolidated turnover or net worth respectively, of the listed holding company and its subsidiaries in the immediately preceding accounting year. 18 CMYK 8. 9. CODE OF CONDUCT : The Board of Directors have adopted the Code of Business Conduct and Ethics for Directors and Senior Management. The said Code has been communicated to the Directors and members of the Senior Management. The Code has also been displayed on the Company’s website – www.raymond.in. INSIDER TRADING : Code of Conduct for Prevention of Insider Trading The Securities and Exchange Board of India (SEBI) has over the years introduced various amendments to the Insider Trading Regulations of 1992 which ordain new action steps by corporates and other market intermediaries for the purposes of prevention of Insider Trading. Pursuant to the above requirements of SEBI (Prohibition of Insider Trading) Regulations, 1992 as amended, the Company has adopted a ‘Code of Conduct for Prevention of Insider Trading’ (The Code) with effect from October 1, 2002. The Code of conduct for prevention of Insider Trading is amended from time to time reflecting the changes brought in by SEBI in the Insider Trading regulations. The Code is applicable to all Directors and such Designated Employees who are expected to have access to unpublished price sensitive information relating to the Company. The Company Secretary has been appointed as the Compliance Officer for monitoring adherence to the said Regulations. 10. DISCLOSURES : a. b. c. Disclosure on materially significant related party transactions that may have potential conflict with the interests of the Company at large. There are no materially significant related party transactions made by the Company with its Promoters, Directors or Management, their subsidiaries or relatives, etc., that may have potential conflict with the interests of the Company at large. Transactions with related parties as per requirements of Accounting Standard (AS-18 ) – ‘Related Party Disclosures’ are disclosed in Note No. 19 of Schedule 16 to the Accounts in the Annual Report. Disclosure of Accounting Treatment In the preparation of the financial statements, the Company has followed the Accounting Standards referred to in Section 211 (3) (c) of the Companies Act, 1956. The significant accounting policies which are consistently applied are set out in the Annexure to Notes to the Accounts. Risk Management Business risk evaluation and management is an ongoing process within the Company. During the year under review, a detailed exercise on ‘Risk Assessment and Management’ was carried out covering the entire gamut of business operations and the Board was informed of the same. d. Details of non-compliance by the Company, penalties, strictures imposed on the Company by Stock Exchanges or SEBI or any statutory authority, on any matter related to capital markets, during the last three years. The Company has complied with all requirements of the Listing Agreements entered into with the Stock Exchanges as well as the regulations and guidelines of SEBI. Consequently, there were no strictures or penalties imposed by either SEBI or the Stock Exchanges or any statutory authority for non-compliance of any matter related to the capital markets during the last three years. e. Non-mandatory requirements Adoption of non-mandatory requirements of Clause 49 of the Listing Agreement are being reviewed by the Board from time to time. 11. MEANS OF COMMUNICATION: (i) The Board of Directors of the Company approves the quarterly, half yearly and yearly financial results in the Proforma prescribed by Clause 41 of the Listing Agreement within one month of the close of the respective period. (ii) The approved financial results are forthwith sent to the Listed Stock Exchanges and are published in a national English newspaper. In addition, the same are published in local language (Marathi) newspaper, within forty-eight hours of approval thereof. Presently the same are not sent to the shareholders separately. (iii) Pursuant to Clause 51 of the Listing Agreement, all data related to quarterly financial results, shareholding pattern, etc., are hosted on the Electronic Data Information Filing and Retrieval (EDIFAR) website www.sebiedifar.nic.in maintained by SEBI in association with the National Informatics Centre, within the time frame prescribed in this regard. EDIFAR has been discontinued by SEBI with effect from April 1, 2010. (iv) The Company’s financial results and official news releases are displayed on the Company’s Website www.raymond.in. (v) Any presentation made to the institutional investors and analysts are also posted on the Company’s website. (vi) Management Discussion and Analysis forms part of the Annual Report, which is sent to the shareholders of the Company. 12. GENERAL SHAREHOLDER INFORMATION: Detailed information in this regard is provided in the section ‘Shareholder Information’ which forms part of this Annual Report. 13. COMPLIANCE CERTIFICATE OF THE AUDITORS: The Statutory Auditors have certified that the Company has complied with the conditions of Corporate Governance as stipulated in Clause 49 of the Listing Agreement with the Stock Exchanges and the same is annexed to the Directors’ Report and Management Discussion and Analysis. The Certificate from the Statutory Auditors will be sent to the Listed Stock Exchanges along with the Annual Reports of the Company. 19 CMYK DECLARATIONS Compliance with the Code of Business Conduct and Ethics As provided under Clause 49 of the Listing Agreement with the Stock Exchanges, all Board members and Senior Management Personnel have affirmed compliance with Raymond Limited Code of Business Conduct and Ethics for the year ended March 31, 2010. For Raymond Limited Gautam Hari Singhania Chairman and Managing Director Mumbai: April 27, 2010 CEO / CFO Certification As required by sub clause V of Clause 49 of the Listing Agreement with the Stock Exchanges, we have certified to the Board that for the financial year ended March 31, 2010, the Company has complied with the requirements of the said sub clause. For Raymond Limited For Raymond Limited Gautam Hari Singhania Chairman and Managing Director H. Sunder President-Finance and Chief Financial Officer Mumbai: April 27, 2010 AUDITORS’ CERTIFICATE REGARDING COMPLIANCE OF CONDITIONS OF CORPORATE GOVERNANCE To the Members of Raymond Limited We have examined the compliance of conditions of Corporate Governance by Raymond Limited, for the year ended 31st March 2010, as stipulated in Clause 49 of the Listing Agreement(s) of the said Company with stock exchanges in India. The compliance of conditions of Corporate Governance is the responsibility of the Company’s management. Our examination was carried out in accordance with the Guidance Note on Certification of Corporate Governance (as stipulated in Clause 49 of the Listing Agreement), issued by the Institute of Chartered Accountants of India and was limited to procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company. We certify that the Company has complied with the conditions of Corporate Governance as stipulated in the above mentioned Listing Agreements. We state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness with which the management has conducted the affairs of the Company. For Dalal & Shah Firm Registration Number: 102021W Chartered Accountants Shishir Dalal Partner Membership Number: 037310 Mumbai: April 27, 2010 20 CMYK SHAREHOLDER INFORMATION Registered Office : Plot No. 156 / H. No.2, Village Zadgaon, Ratnagiri 415 612, Maharashtra Phone : 95-2352-232514; Fax : 95-2352- 232513; Website : www.raymond.in Annual General Meeting : Day, Date and Time : Tuesday, June 15, 2010 at 11.00 A.M. Venue : Registered Office of the Company : Plot No. 156/ H. No. 2, Village Zadgaon, Ratnagiri 415 612, Maharashtra. Financial Calendar : • Financial reporting for the quarter ending June 30, 2010 • Financial reporting for the half year ending September 30, 2010 – End July 2010 – End October 2010 • Financial reporting for the quarter ending December 31, 2010 • Financial reporting for the year ending March 31, 2011 – End January 2011 – End April 2011 Date of Book Closure : May 29, 2010 to June 15, 2010 (both days inclusive), for the purpose of Annual General Meeting. Listing on Stock Exchanges: The Equity Shares of the Company are listed on Bombay Stock Exchange Limited (BSE) and National Stock Exchange of India Limited (NSE). Annual Listing Fees as prescribed have been paid to both the Stock Exchanges for the year 2010 - 2011. Global Depository Receipts are listed on Luxembourg Stock Exchange and Annual Listing Fees as prescribed has been paid to the said Stock Exchange for the calendar year 2010. Stock Code : Bombay Stock Exchange Limited – 500330 National Stock Exchange of India Limited – Raymond EQ Demat ISIN No. for NSDL and CDSL – INE301A01014 Stock Market Data : The monthly high and low quotations and volume of shares traded on BSE and NSE during the year were as follows : MONTH BSE NSE HIGH (Rs.) LOW (Rs.) VOLUME (Nos.) HIGH (Rs.) LOW (Rs.) VOLUME (Nos.) APRIL 2009 98.05 75.25 1045742 98.70 75.70 1907346 MAY 2009 152.65 87.50 1130904 153.65 87.15 2074337 JUNE 2009 189.40 142.25 1532188 188.55 142.00 2630473 JULY 2009 194.50 152.60 1807997 194.90 153.50 2367538 AUGUST 2009 189.60 157.60 768217 190.45 156.00 1521876 SEPTEMBER 2009 234.40 172.10 4912591 233.50 168.00 8847258 OCTOBER 2009 212.50 179.15 1934633 217.00 179.10 4260993 NOVEMBER 2009 206.60 175.05 1401231 206.50 170.05 2597893 DECEMBER 2009 203.55 186.30 955538 203.40 182.20 1693429 JANUARY 2010 271.75 194.00 7865518 271.95 193.50 13734673 FEBRUARY 2010 249.70 199.00 4210784 249.40 210.00 6590623 MARCH 2010 259.65 215.50 6844141 259.90 216.00 12702250 BSE NSE 34409484 60928689 Highest Share Price (Rs.) 271.75 271.95 Lowest Share Price (Rs.) 75.25 75.70 239.60 239.35 147069 146915 No. of Shares traded Closing share price as on March 31, 2010 (Rs.) Market Capitalisation as on March 31, 2010 (Rs. in lakhs) 21 CMYK 250 10000 200 7500 150 5000 100 2500 50 Jan-10 Nov-09 Sep-09 Jul-09 May-09 0 SHARE PRICE ON BSE 12500 Mar-10 300 Feb-10 15000 Dec-09 350 Oct-09 17500 Aug-09 400 Jun-09 20000 Apr-09 BSE SENSEX Stock Performance (Indexed) : The performance of the Company’s shares relative to BSE Sensex is given in the chart below : 0 April 2009 to March 2010 BSE Sensex Low BSE Sensex High Share Price High Share PriceLow Registrar and Share Transfer Agent : LINK INTIME INDIA PRIVATE LIMITED C-13, Pannalal Silk Mills Compound, L.B.S Marg, Bhandup (West), Mumbai – 400 078. Maharastra, (India) Tel : 022-25963838 ; Fax : 022-25946969 e-mail : mahadevan.iyer@linkintime.co.in; sujata.poojary@linkintime.co.in e-mail : Exclusive for redressal of Investor Complaints is mumbai@linkintime.co.in Time : 10.00 a. m. to 1.00 p. m. and 2.00 p. m. to 4.00 p. m. (Monday to Friday) Share Transfer System: The transfer of shares in physical form is processed and completed by Registrar & Transfer Agent within a period of seven days from the date of receipt thereof provided all the documents are in order. In case of shares in electronic form, the transfers are processed by NSDL/CDSL through respective Depository Participants. In compliance with the Listing Agreement with the Stock Exchanges, a Practising Company Secretary carries out audit of the System of Transfer and a certificate to that effect is issued. Distribution of shareholding as on March 31, 2010: No. of equityshares Upto 500 No. of shareholders % of shareholders No. of shares held % of shareholding 122222 96.64 8873383 14.46 501 to 1000 2522 1.99 1868328 3.04 1001 to 2000 959 0.76 1384465 2.26 2001 to 3000 254 0.20 647210 1.05 3001 to 4000 128 0.10 455871 0.74 4001 to 5000 96 0.08 450057 0.73 5001 to 10000 135 0.11 986316 1.61 10001 and above 154 0.12 46715223 76.11 126470 100 61380853 100 GRAND TOTAL 22 CMYK Shareholding Pattern as on March 31, 2010: Category (A) 1 (a) (b) 2 (B) 1 (a) (b) (c) (d) (e) 2 (a) (b) i ii (c) (C) Shareholding of Promoter and Promoter Group Indian Individuals/Hindu Undivided Family Bodies Corporate Sub Total(A)(1) Foreign Sub Total(A)(2) Total Shareholding of Promoter and Promoter Group (A)= (A)(1)+(A)(2) Public shareholding Institutions Mutual Funds/UTI Financial Institutions/Banks Venture Capital Funds Insurance Companies Foreign Institutional Investors Sub-Total (B)(1) Non-institutions Bodies Corporate Individuals Individual shareholders holding nominal share capital up to Rs.1 lakh Individual shareholders holding nominal share capital in excess of Rs.1 lakh Any Other (specify) Trusts Sub-Total (B)(2) Total Public Shareholding (B)= (B)(1)+(B)(2) TOTAL (A)+(B) Shares held by Custodians and against which Depository Receipts have been issued GRAND TOTAL (A)+(B)+(C) No. of shares held Percentage of shareholding 866428 23039234 23905662 23905662 1.41 37.53 38.94 38.94 1779803 36185 11928352 4902589 18646929 2.90 0.06 19.43 7.99 30.38 3416459 5.57 13396807 1129391 21.83 1.84 1093 17943750 36590679 60496341 884512 61380853 0.00 29.23 59.61 98.56 1.44 100 Dematerialisation of shares and liquidity: 94.64 % of the equity shares of the Company have been dematerialised as on March 31, 2010. The Company has entered into agreements with both National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) whereby shareholders have an option to dematerialise their shares with either of the depositories. Status of Dematerialisation as on March 31, 2010 : PARTICULARS NO. OF SHARES % TO TOTAL CAPITAL NO. OF ACCOUNTS 57912636 94.35 62230 178527 0.29 15587 58091163 94.64 77817 3289690 5.36 48653 61380853 100 126470 National Securities Depository Limited Central Depository Services (India) Limited TOTAL DEMATERIALISED PHYSICAL GRAND TOTAL Outstanding GDRs/ Warrants and Convertible Bonds, conversion date and likely impact on equity : Outstanding number of GDRs represent 884512 equity shares (1.44%) of the total share capital as on March 31, 2010. Each GDR represents 2 underlying equity shares. Since the underlying equity shares represented by GDRs have been allotted in full, the outstanding GDRs have no impact on the equity of the Company. The Company during the financial year 2007 – 2008 had issued 61,38,085 warrants on a preferential basis to one of the promoters, J.K.Investors (Bombay) Limited, as per the SEBI (Disclosure and Investor Protection) Guidelines, 2000 entitling the warrant holders to apply for equivalent number of fully paid equity shares of Rs.10/- each at a price of Rs. 340/- per share. In terms of the special resolution, the said warrants had been issued upon payment of 10% of the amount. The balance 90% of the amount was payable on or before June 3, 2009. J.K.Investors (Bombay) Limited have not exercised their option and hence the warrants have lapsed. 23 CMYK Unclaimed Dividends : Pursuant to Section 205C of the Companies Act, 1956, dividends that are unpaid/unclaimed for a period of seven years from the date they became due for payment are required to be transferred by the Company to the Investor Education and Protection Fund (IEPF) administered by the Central Government. Given below are the dates of declaration of dividend and corresponding dates when unpaid/unclaimed dividends are due for transfer to IEPF: Financial Year Date of declaration of Dividend 2002-2003 June 11, 2003 Due Date for transfer to IEPF July 17, 2010 2003-2004 June 30, 2004 August 6, 2011 2004-2005 June 16, 2005 July 22, 2012 2005-2006 June 23, 2006 July 29, 2013 2006-2007 June 18, 2007 July 24, 2014 2007-2008 June 18, 2008 July 24, 2015 2008-2009 No Dividend declared — Members who have so far not encashed their dividend warrants are requested to write to the Company/Registrar to claim the same, to avoid transfer to IEPF. Members are advised that no claims shall lie against the said Fund or the Company for the amounts of dividend so transferred to the said Fund. During the financial year under review, the Company has transferred Rs. 28,33,193 to Investors Education and Protection Fund towards Unclaimed Dividend, Fixed Deposits, Interest on Fixed Deposits, Debentures and Interest on Debentures. Nomination: Individual shareholders holding shares singly or jointly in physical form can nominate a person in whose name the shares shall be transferable in case of death of the registered shareholder(s). Nomination facility in respect of shares held in electronic form is also available with the depository participants as per the bye-laws and business rules applicable to NSDL and CDSL. Nomination forms can be obtained from the Company’s Registrar and Share Transfer Agent. Electronic Clearing Service: The Securities and Exchange Board of India has made it mandatory for all companies to use the bank account details furnished by the depositories and shareholders for crediting dividends through Electronic Clearing Services (ECS) to the investors wherever ECS and bank details are available. In the absence of ECS facility, the Company is required to print the bank account details on the dividend warrants. This ensures that the dividend warrants, even if lost or stolen, cannot be used for any purpose other than for depositing the money in the accounts specified on the dividend warrants and ensures safety for the investors. The Company complies with the SEBI requirement. Plant Locations: The Company has the following manufacturing and operating Divisions : Textile Division : Thane Jekegram, Thane, Maharashtra - 400 606; (upto December, 2009); Jalgaon No. E/1, MIDC Area, Phase II, Ajanta Road, Jalgaon, Maharashtra - 425 003; Chhindwara B 1, A.K.V.N., Boregaon Industrial Growth Centre, Kailash Nagar, Tehsil Sauser, Dist. Chhindwara, Madhya Pradesh - 480 001; Vapi N. H. No.8, Khadki - Udwada, Taluka Pardi, District Valsad, Gujarat - 396 185; Bangalore No.4/2A, 2B, 5/3A, 3B, Gundapura, Gowribidanur, Taluk Chikkaballapura, Bangalore, Karnataka – 561208. Aviation Division : Old Apperal Building, Jekegram, Pokhran Road No. 1, Thane (West) - 400 606. Address for Correspondence: PHYSICAL SHARES DEMAT SHARES DEBENTURES AND FIXED DEPOSITS LINK INTIME INDIA PRIVATE LIMITED C-13, Pannalal Silk Mills Compound, L.B.S Marg, Bhandup (West), Mumbai – 400 078 Tel : 022-25963838, Fax : 022-25946969 e-mail : mahadevan.iyer@linkintime.co.in sujata.poojary@linkintime.co.in Respective Depository Participants of the shareholders Raymond Limited, Share Department, Pokhran Road No.1, Jekegram, Thane (W) - 400 606. Phone : 022-4036 8687/8619 Fax : 022-2538 2912, 022-25412805 e-mail : bhaskar.acharya@raymond.in SECRETARIAL AUDIT FOR RECONCILIATION OF CAPITAL: As stipulated by SEBI, a qualified Practising Company Secretary carries out Secretarial Audit to reconcile the total admitted capital with National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) and the total issued and listed capital. This audit is carried out every quarter and the report thereon is submitted to the Listed Stock Exchanges. The audit confirms that the total Listed and Paid-up Capital is in agreement with the aggregate of the total number of shares in dematerialised form (held with NSDL and CDSL) and total number of shares in physical form. 24 CMYK AUDITORS’ REPORT TO THE MEMBERS OF RAYMOND LIMITED 1. We have audited the attached Balance Sheet of Raymond Limited as at 31st March, 2010, and the related Profit and Loss Account and Cash Flow Statement for the year ended on that date annexed thereto, which we have signed under reference to this report. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit. 2. We conducted our audit in accordance with the auditing standards generally accepted in India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. 3. As required by the Companies (Auditor’s Report) Order, 2003, as amended by the Companies (Auditor’s Report) (Amendment) Order, 2004 (together the “Order”), issued by the Central Government of India in terms of sub-section (4A) of Section 227 of ‘The Companies Act, 1956’ of India (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 4 and 5 of the Order. 4. Further to our comments in the Annexure referred to in paragraph 3 above, we report that: (a) We have obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the purposes of our audit; (b) In our opinion, proper books of account as required by law have been kept by the Company so far as appears from our examination of those books; (c) The Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report are in agreement with the books of account; (d) In our opinion, the Balance Sheet, Profit and Loss Account and Cash Flow Statement dealt with by this report comply with the accounting standards referred to in sub-section (3C) of Section 211 of the Act; (e) On the basis of written representations received from the directors, as on 31st March, 2010 and taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2010 from being appointed as a director in terms of clause (g) of sub-section (1) of Section 274 of the Act; (f) Without qualifying our opinion, we draw attention to Note 3B(a) in Schedule 16 to the financial statements, regarding the carrying value of exposures in Raymond UCO Denim Private Limited, which may need adjustment if the outcome of the Management’s estimates of profits and realisable value of assets, which are subject to inherent uncertainties, is substantially different. (g) In our opinion and to the best of our information and according to the explanations given to us, the said financial statements together with the notes thereon and attached thereto give, in the prescribed manner, the information required by the Act and give a true and fair view in conformity with the accounting principles generally accepted in India: (i) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March 2010; (ii) in the case of the Profit and Loss Account, of the profit for the year ended on that date; and (iii) in the case of the Cash Flow Statement, of the cash flows for the year ended on that date. For Dalal & Shah Firm Registration Number: 102021W Chartered Accountants Shishir Dalal Partner Membership Number: 037310 Mumbai 27th April, 2010 25 CMYK ANNEXURE TO AUDITORS’ REPORT Referred to in paragraph 3 of the Auditors’ Report of even date to the members of Raymond Limited on the financial statements for the year ended 31st March, 2010 1. (a) The Company is maintaining proper records showing full particulars including quantitative details and situation of fixed assets. (b) The fixed assets are physically verified by the management according to a phased programme designed to cover all the items over a period of three years, which in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the programme, a portion of the fixed assets has been physically verified by the management during the year and no material discrepancies between the book records and the physical inventory has been noticed. (c) In our opinion and according to the information and explanations given to us, a substantial part of fixed assets has not been disposed of by the Company during the year. 2. 3. 4. 5. 6. 7. 8. 9. (a) The inventory has been physically verified by the management during the year. In our opinion, the frequency of verification is reasonable. Inventories lying with outside parties have been confirmed by them at the close of the year. (b) In our opinion, 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) On the basis of our examination of the inventory records, in our opinion, the Company is maintaining proper records of inventory. The discrepancies noticed on physical verification of inventory as compared to book records were not material. The Company has not granted / taken any loans, secured or unsecured, to / from companies, firms or other parties covered in the register maintained under Section 301 of the Act. In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business for the purchase of inventory, fixed assets and for the sale of goods and services. Further, on the basis of our examination of the books and records of the Company, and according to the information and explanations given to us, we have neither come across nor have been informed of any continuing failure to correct major weaknesses in the aforesaid internal control system. (a) In our opinion and according to the information and explanations given to us, the particulars of contracts or arrangements referred to in Section 301 of the Act have been entered in the register required to be maintained under that section. (b) In our opinion and according to the information and explanations given to us, the transactions made in pursuance of such contracts or arrangements and exceeding the value of rupees five lacs in respect of any party during the year have been made at prices which are reasonable having regard to the prevailing market prices at the relevant time. The Company has not accepted any deposits from the public within the meaning of Sections 58A and 58AA of the Act and the rules framed there under. In our opinion, the Company has an internal audit system commensurate with its size and nature of its business. 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 prescribed under clause (d) of subsection (1) of Section 209 of the Act and are of the opinion that prima facie, the prescribed accounts and records have been made and maintained. We have not, however, made a detailed examination of the records with a view to determine whether they are accurate or complete. (a) According to the information and explanations given to us and the records of the Company examined by us, in our opinion, the Company is generally regular in depositing the undisputed statutory dues including provident fund, investor education and protection fund, employees’ state insurance, income-tax, sales-tax, wealth tax, service tax, customs duty, excise duty, cess and other material statutory dues as applicable with the appropriate authorities. (b) According to the information and explanations given to us and the records of the Company examined by us, the particulars of dues of income-tax, sales-tax, wealth tax, service tax, customs duty, excise duty and cess as at 31st March, 2010 which have not been deposited on account of disputes are as follows: Nature of dues Central Sales Tax and Local Sales Amount (Rs. in lacs) 41.43 Period to which the amount relates Forum where the dispute is pending 1990-91 and 1997 to 2001 High Court Tax (including Value Added Tax, Entry Tax, etc) Excise Duty 18.76 1999-2000 Appellate Tribunal 92.13 1986-87, 1994 to 1997, 1999-2000, 2004-2007 1998 and 2004 to 2009 Departmental Authorities 1997 to 2000, 2003 and 2010 Departmental Authorities 1982 to 2001 High Court 840.24 70.31 Cess on Royalty Amount not ascertainable 26 Appellate Tribunal CMYK 10. The Company has no accumulated losses as at 31st March 2010 and it has not incurred any cash losses in the financial year ended on that date or in the immediately preceding financial year. 11. According to the records of the Company examined by us and the information and explanation given to us, the Company has not defaulted in repayment of dues to any financial institution or bank or debenture holder during the year. 12. The Company has not granted any loans and advances on the basis of security by way of pledge of shares, debentures and other securities. 13. In respect of shares, securities, debentures and other investments dealt or traded by the Company, proper records have been maintained in respect of the transactions and contracts and timely entries have been made therein. All the investments are held by the Company in its own name 14. According to the information and explanations given to us, and the representations made by the management, the Company has given guarantee for loans taken by its subsidiaries from Banks aggregating Rs.12707.79 lacs. In our opinion, the terms and conditions of these guarantees given by the Company, for loans taken by others from banks or financial institutions during the year, are not prejudicial to the interest of the Company. 15. In our opinion, and according to the information and explanations given to us, on an overall basis, the term loans have been applied for the purposes for which they were obtained. 16. On the basis of an overall examination of the balance sheet of the Company, in our opinion and according to the information and explanations given to us, there are no funds raised on a short-term basis which have been used for long-term investment. 17. The Company has not made any preferential allotment of shares to parties and companies covered in the register maintained under Section 301 of the Act during the year. 18. On the basis of the records and documents examined by us, the Company has, during the year, issued short term privately placed secured debentures with daily put/call option, aggregating Rs.3700 lacs, which have been repaid prior to the creation of any security in favour of the debentures holders. 19. The Company has not raised any money by public issues during the year. 20. During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of fraud on or by the Company, noticed or reported during the year, nor have we been informed of such case by the management. 21. The other clauses, (iii)(b), (iii)(c), (iii)(d), (iii)(f), (iii)(g) and (xiii) of paragraph 4 of the Companies (Auditor’s Report) Order, 2003 as amended by the Companies (Auditor’s Report) Order, 2004, are not applicable in the case of the Company for the current year, since in our opinion there is no matter which arises to be reported in the aforesaid order. For Dalal & Shah Firm Registration Number: 102021W Chartered Accountants Shishir Dalal Partner Membership Number: 037310 Mumbai 27th April, 2010 27 CMYK BALANCE SHEET AS AT 31ST MARCH, 2010 Schedule No. SOURCES OF FUNDS: Shareholders’ Funds: Share Capital Share Warrants Reserves and Surplus 1 1A 2 31st March, 2010 (Rs. in lacs) 6138.08 111152.99 31st March, 2009 (Rs. in lacs) 6138.08 2086.95 106560.29 117291.07 Loan Funds: Secured Loans Unsecured Loans 75695.61 49575.24 Deferred Tax Liability (Net) (Refer Note18) TOTAL APPLICATION OF FUNDS: Fixed Assets: Gross Block Less: Depreciation and Amortisation Investments 5 Current Assets, Loans and Advances: Inventories Sundry Debtors Cash and Bank Balances Other Current Assets Loans and Advances 6 Less: Current Liabilities and Provisions: Current Liabilities Provisions 86884.81 47621.85 125270.85 134506.66 2105.03 2837.20 244666.95 252129.18 4 Net Block Capital work-in-progress 171339.35 77297.50 170064.13 70159.58 94041.85 4164.28 99904.55 6210.69 98206.13 89178.56 106115.24 88859.46 28450.38 29694.35 2656.16 4332.30 27827.63 34040.36 30447.61 4679.94 5066.34 23931.08 92960.82 98165.33 30367.14 5311.42 35044.23 5966.62 35678.56 41010.85 7 Net Current Assets TOTAL Notes forming part of the Accounts 114785.32 3 57282.26 57154.48 244666.95 252129.18 16 As per our Report of even date For DALAL & SHAH Firm Registration Number 102021W Chartered Accountants H. SUNDER President-Finance and Chief Financial Officer GAUTAM HARI SINGHANIA Chairman and Managing Director Shishir Dalal Partner Membership No. 037310 THOMAS FERNANDES Director-Secretarial & Company Secretary P. K. BHANDARI Director Mumbai, 27th April, 2010 Mumbai, 27th April, 2010 28 CMYK PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31ST MARCH, 2010 Year ended 31st March, 2010 (Rs. in lacs) Schedule No. INCOME Sales, Services and Export Incentives Less:Excise Duties 8 Other Income 9 EXPENDITURE Material Costs Manufacturing and Operating Costs (Increase)/Decrease in finished and process stock Employment Costs Administrative, Selling and General expenses Finance Charges Loss/(Gain) on Variation In Foreign Exchange Rates (Net) Depreciation and Amortisation 10 11 12 13 14 15 Finished and process stock transferred on divestment of Business PROFIT/(LOSS) FOR THE YEAR BEFORE EXCEPTIONAL ITEMS: EXCEPTIONAL ITEMS (Refer Note 17) Surplus on divestment of Files and Tools business Others PROFIT/(LOSS) FOR THE YEAR BEFORE TAX Provision for Income Tax : Current Tax Less: MAT Credit Deferred Tax charge/(credit) Fringe Benefit Tax Provision for Wealth Tax PROFIT/(LOSS) FOR THE YEAR AFTER TAX Prior period adjustments (Net) (Refer Note 16) Tax in respect of earlier years (Net) Balance brought forward Balance carried to Balance Sheet Disclosure for discontinued operations -Pre tax profit from ordinary activity -Less: Tax thereon Weighted average number of Equity Shares outstanding during the year Basic and diluted earnings per share, including exceptional items (in Rs.) Basic and diluted earnings per share, excluding exceptional items (net of tax) (in Rs.) Notes forming part of the Accounts 16 Year ended 31st March, 2009 (Rs. in lacs) 133936.91 (439.50) 133497.41 9209.07 139325.37 (1405.99) 137919.38 9860.40 142706.48 147779.78 39125.88 24649.24 5545.62 25453.53 27801.07 9803.10 44290.85 27030.47 (2904.95) 26100.26 32845.78 8500.86 (897.36) 11130.65 8910.27 8881.35 142611.73 153654.89 (1793.07) 140818.66 153654.89 1887.82 (5875.11) 4450.82 (4334.30) (23879.95) 2004.34 (29755.06) 250.00 (250.00) (732.17) 100.00 2636.51 (130.76) 5519.41 8025.16 (3130.38) 315.00 100.00 (27039.68) (65.41) (50.04) 32674.54 5519.41 206.71 43.54 163.17 1043.55 145.88 897.67 61380853 61380853 4.08 (44.24) 2.74 (5.94) As per our Report of even date For DALAL & SHAH Firm Registration Number 102021W Chartered Accountants H. SUNDER President-Finance and Chief Financial Officer GAUTAM HARI SINGHANIA Chairman and Managing Director Shishir Dalal Partner Membership No. 037310 THOMAS FERNANDES Director-Secretarial & Company Secretary P. K. BHANDARI Director Mumbai, 27th April, 2010 Mumbai, 27th April, 2010 29 CMYK CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2010 A. Year Ended 31st March, 2010 (Rs. in lacs) Cash Flow arising from Operating Activities: Net Profit/(Loss) before Tax and Exceptional Items as per Profit and Loss Account Add/(Deduct): a) Bad Debts, Advances and Claims written off b) Provision no longer required c) Credit balance appropriated d) Provision for Diminution in value of Investments e) Depreciation and Amortisation Charge f) Finance Charges and Gain/Loss on variation in Foreign Exchange rates g) Loss on sale of Assets ( Net) h) Interest Income i) Dividend Income j) Surplus on sale of Investments 1887.82 753.92 (2443.03) (16.58) — 11130.65 117.73 (607.45) (146.17) 1313.56 8881.35 6791.70 140.92 (2836.46) (160.46) (1795.36) 20806.45 45.49 (4136.00) (1949.28) (1721.52) 119.87 (4715.12) 2749.79 Cash Flow from Operations Add : Direct Taxes (Net) Cash Flow before Prior Period Adjustments Add/(Deduct) : Prior Period adjustments Net Cash Inflow in the course of Operating Activities Deduct: Voluntary Retirement Compensation and other termination cost Net Cash Inflow in the course of Operating Activities after Exceptional Items Cash Flow arising from Investing Activities: Inflow: a) Sale of Fixed Assets b) Interest Received c) Dividend Received d) Sale of Long Term Investments e) Capital Subsidy Received 22604.16 16729.05 7544.03 (9431.10) (1066.18) (1845.46) 11607.66 (2953.25) 13775.80 (865.76) 10741.90 (133.38) 10608.52 (1343.77) 12432.03 (65.62) 12366.41 3094.85 312.54 7513.67 12053.87 130.98 2633.41 160.46 10503.98 — 194.52 4195.62 1949.28 12729.61 25.00 13428.83 Outflow: a) Acquisition of Fixed Assets b) Investment in Subsidiaries/Joint Ventures c) Investment in other Long Term Investments d) Purchase of Current Investments (Net) e) Increase in Loans to Companies (Net) 4765.82 620.86 1008.39 4644.06 — 19094.03 41925.52 1293.58 752.10 14307.41 (3071.45) 11039.13 2389.70 Net Cash Inflow/(Outflow) in the course of Investing Activities C. (5875.11) 11565.30 13453.12 Operating Cash Profit before Working Capital Changes Add/(Deduct): a) Increase/(Decrease) in Trade Payable b) Decrease/ (Increase) in Trade and Other Receivables c) Decrease/(Increase) in Inventories B. Year Ended 31st March, 2009 (Rs. in lacs) Cash Flow arising from Financing Activities: Inflow: a) Proceeds from Term Loans b) Proceeds from other Borrowings (Net) 16344.56 — Outflow: a) Repayment of Term Loans b) Proceeds from other Borrowings (Net) c) Finance Charges (Net) d) Dividend Paid e) Tax on dividend 13750.56 7750.37 6770.78 — — 55207.16 (36113.13) 46329.33 500.95 16344.56 Net Cash Inflow/(Outflow) in the course of Financing Activities Net Increase/(Decrease) in Cash/Cash Equivalents (A+B+C) Add: Balance at the beginning of the year Cash and Cash Equivalents at the close of the year 46830.28 — — 18471.12 1541.65 260.79 28271.71 (11927.15) 20273.56 26556.72 (2023.78) 4679.94 2656.16 2497.46 2182.48 4679.94 As per our Report of even date For DALAL & SHAH Firm Registration Number 102021W Chartered Accountants H. SUNDER President-Finance and Chief Financial Officer GAUTAM HARI SINGHANIA Chairman and Managing Director Shishir Dalal Partner Membership No. 037310 THOMAS FERNANDES Director-Secretarial & Company Secretary P. K. BHANDARI Director Mumbai, 27th April, 2010 Mumbai, 27th April, 2010 30 CMYK SCHEDULES ‘1’ TO ‘16’ ANNEXED TO AND FORMING PART OF THE BALANCE SHEET AS AT AND THE PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31ST MARCH, 2010. 31st March, 2010 (Rs. in lacs) 31st March, 2009 (Rs. in lacs) SCHEDULE 1 - SHARE CAPITAL Authorised: 10,00,00,000 Equity Shares of Rs.10 each Issued and Subscribed : * 6,13,80,853 Equity Shares of Rs.10 each, fully paid-up Per Balance Sheet 10000.00 10000.00 10000.00 10000.00 6138.08 6138.08 6138.08 6138.08 3,50,000 Equity Shares were allotted as fully paid-up pursuant to contracts without payments being received in cash and 4,25,28,312 Equity Shares were allotted as fully paid-up Bonus Shares by way of capitalisation of Securities Premium Account and Reserves. * includes 8,84,512 Equity Shares represented by Global Depository Receipts SCHEDULE 1A - SHARE WARRANTS 61,38,085 warrants of Rs. 34/- each (Refer Note 4) Per Balance Sheet — 2086.95 — 2086.95 14778.55 14778.55 1371.01 1371.01 SCHEDULE 2 - RESERVES AND SURPLUS (a) Securities Premium Account: Balance as per last account (b) Capital Redemption Reserve: Balance as per last account (c) Capital Reserve: Balance as per last account Add: Share warrants forfeited (Refer Note 4) Add: Capital Subsidy received 25.00 — 2086.95 — — 25.00 (d) General Reserve: Balance as per last account (e) Profit and Loss Account Total Reserves and Surplus - Per Balance Sheet 31 2111.95 25.00 84866.32 84866.32 8025.16 5519.41 111152.99 106560.29 CMYK SCHEDULE 3 - LOAN FUNDS (a) 31st March, 2010 (Rs. in lacs) Secured Loans: Term Loans from Banks (including foreign currency loan from banks during the year Rs. Nil ; Previous year Rs. 4330.75 lacs) [Refer Note 1(a)(i)] Term Loan from a Bank (Partly Secured) [Refer Note 1(a)(ii)] 57669.27 15000.00 67665.12 15000.00 1888.61 650.50 1137.73 3569.19 75695.61 86884.81 22951.00 15000.00 29208.00 — Short Term Borrowings from Bank: Under Buyer’s Credit Arrangements [Refer Note 1(b)] Working Capital Loans from Banks (including foreign currency loan from banks Rs. 1.16 lacs; Previous year Rs. 3057.00 lacs) [Refer Note 1(b)] Total - Secured Loans (b) Unsecured Loans: Foreign Currency Loans from Banks Long Term Borrowings from a Bank Short Term Borrowings from Banks: Foreign Currency Loans Under Buyer’s Credit Arrangements Others 31st March, 2009 (Rs. in lacs) — 1624.24 2500.00 690.60 — — By issue of Commercial Papers (Maximum balance during the year Rs. 20000 lacs; Previous year Rs.19000 lacs) Sales Tax Deferment Loans Total - Unsecured Loans Total Loan Funds - Per Balance Sheet 4124.24 690.60 7500.00 — 17500.00 223.25 49575.24 47621.85 125270.85 134506.66 SCHEDULE 4 - FIXED ASSETS (Refer Note 2) (Rs. in lacs) GROSS BLOCK - AT COST (unless otherwise specified) Balance Additions/ as at Adjust01-Apr-09 ments A. Assets Land Freehold Leasehold Buildings* Plant and Machinery, Electrical Installations and Equipments* Furniture, Fixtures and Office Equipment Livestock (at book value) Vehicles Aircraft Boats and Water Equipments Software Per Balance Sheet 2599.55 246.25 22582.28 — — 766.70 118430.99 5000.97 8.29 2217.77 9853.00 7336.72 1788.31 170064.13 Deducttions/Adjustments 0.06 34.15 866.86 DEPRECIATION / AMORTISATION Balance Upto as at 31-Mar-09 31-Mar-10 For the year Deducttions/Adjustments NET BLOCK Upto 31-Mar-10 As at 31-Mar-10 As at 31-Mar-09 2599.49 212.10 22482.12 — 22.98 5648.95 — 2.41 842.06 — 7.66 443.85 — 17.73 6047.16 2599.49 194.37 16434.96 2599.55 223.27 16933.33 5665.06 3962.89 120133.16 54712.25 7883.77 3038.04 59557.98 60575.18 63718.74 324.01 — 59.08 — — — 6814.85 249.12 5075.86 1.69 6.60 416.86 1859.99 — 9853.00 8.00 7328.72 — 1788.31 5539.63 171339.35 3046.61 — 1444.66 1889.33 2107.56 1287.24 70159.58 382.07 156.08 — — 198.52 340.32 552.60 — 768.15 6.78 501.07 — 11130.65 @ 3992.73 3272.60 — 1302.86 2441.93 2868.93 1788.31 77297.50 1803.26 6.60 557.13 7411.07 4459.79 — 94041.85 1954.36 8.29 773.11 7963.67 5229.16 501.07 99904.55 Previous year’s Total 134540.27 37073.19 1549.33 170064.13 62587.76 * includes assets retired from active use. (Refer Note 3B (c) 11972.67 @ Net after adjustments on account of Excess provision for depreciation/amortisation Rs. 2.62 lacs relating to earlier years (Previous year Rs. 0.21 lac). B. Capital work-in-progress 8881.35 @ 1309.53 70159.58 10714.04 99904.55 1258.63 32 4164.28 6210.69 CMYK SCHEDULE 5 - INVESTMENTS (AT COST/BOOK VALUE) (fully paid up unless otherwise specified) I. A B 31st March, 2010 Nos. (Rs. in lacs) 31st March, 2009 (Rs. in lacs) Nos. 0.06 0.06 0.06 0.06 LONG TERM INVESTMENTS Investments in Government Securities : National Saving Certificates (deposited with Government Department as Security) Investments in Shares of Subsidiary Companies (Unquoted): 1. Raymond Apparel Limited - Equity Shares of Rs.10 each - 6% Cumulative Redeemable Preference Shares of Rs.100 each 2. Raymond (Europe) Limited (Formerly J.K. (England) Limited) (Equity Shares of £.1 each) 3. Jaykayorg AG (Equity Shares of Swiss Francs 100 each) 4. Pashmina Holdings Limited (Equity Shares of Rs.10 each) 5. Everblue Apparel Limited [ Refer Note 3A(a)] - Equity Shares of Rs.10 each - 6% Optionally Convertible Preference Shares of Rs.100 each 6. Regency Texteis Portuguesa, Limitada: - Equity Shares - Preference Shares 2000000 3430000 191.51 3430.00 2000000 3430000 191.51 3430.00 1,000 500 740000 0.03 0.98 724.00 1,000 500 740000 0.03 0.98 724.00 5000000 1000000 500.00 1000.00 5000000 1000000 500.00 1000.00 Less:Provision for diminution in value of Investments [Refer Note 3B(b)] 7. 8. 9. 10. 11. 12. 13. 14. 15. C. Colorplus Fashions Limited - 0.01% Non Cumulative Preference Shares of Rs.100 each Silver Spark Apparel Limited: - Equity Shares of Rs.10 each -7% Non Cumulative Preference Shares of Rs.100 each Celebrations Apparel Limited (Equity Shares of Rs.10 each) Scissors Engineering Products Limited: - Equity Shares of Rs.10 each - 6% Cumulative Optionally Convertible Preference Shares of Rs.100 each JK Talabot Limited (Equity Shares of Rs. 10 each) Raymond Europe SRL Less:Provision for diminution in value of Investments Raymond Woollen Outerwear Limited (Equity Shares of Rs.10 each) [Refer Note 3A(b)] J K Files (India) Limited (Formerly known as Hidustan Files Limited) - Equity Shares of Rs.10 each - 6% Cumulative Redeemable Preference Shares of Rs.100 each Solitaire Fashions Limited [Formerly known as Gas Apparel Limited] - Equity Shares of Rs.10 each Preference Shares of Rs.10 each Investments in Joint Ventures * (unquoted) 1. Raymond Zambaiti Limited [Formely known as Raymond Zambaiti Private Limited ] (Equity Shares of Rs.10 each) 2. Raymond UCO Denim Private Limited (Refer Note 3B(a)) - Equity Shares of Rs.10 each - 0.1% Preference Shares of Rs.10 each 1148.91 355.24 1148.91 355.24 1504.15 1504.15 (1504.15) (512.00) — 992.15 398000 398.00 398000 398.00 7000000 1000000 2710000 700.00 1000.00 271.00 7000000 1000000 2710000 700.00 1000.00 271.00 6907450 690.75 6907450 690.75 2052305 2052.31 — 41.58 (41.58) 2052305 7248936 2052.31 724.89 41.58 (41.58) 9690000 969.00 9690000 969.00 8740658 2200000 1222.01 2200.00 3770070 377.01 — 9250000 9250000 Re.1.00 Re.1.00 — — 15349.59 14021.63 41000000 4100.00 41000000 4100.00 10644250 10000000 16088.69 8700.00 10644250 10000000 16088.69 8700.00 24788.69 (16400.00) Less:Provision for diminution in value of Investments 24788.69 (16400.00) 8388.69 8388.69 12488.69 12488.69 * The Company has agreed with the lenders (Banks) of some of these Companies for not disposing off these investments without their prior consent 33 CMYK 31st March, 2010 Nos. (Rs. in lacs) 31st March, 2009 Nos. (Rs. in lacs) SCHEDULE 5 - INVESTMENTS (AT COST/BOOK VALUE) Contd... (fully paid up unless otherwise specified) D. Non-Trade Investments: Shares (Unquoted): 1. Gujarat Sheep & Wool Development Corporation Limited (Equity Shares of Rs.100 each) Less:Provision for diminution in value of Investments 2. P.T. Jaykay Files Indonesia - Associate Company (Equity Shares of Indon.Rp.4,150 = US$ 10 each) 3. Bengal & Assam Company Limited (Equity Shares of Rs.100 each) Less:Provision for diminution in value of Investments 4. Impex (India) Limited (Equity Shares of Rs.10 each) 5. R.R. Investments & Estates Private Limited (Equity Shares of Rs.100 each) 6. Seven Seas Transportation Limited (Equity Shares of Rs.10 each) Less:Provision for diminution in value of Investments 7. J.K. Cotton Spg. & Wvg. Mills Company Limited (Equity Shares of Rs.10 each) Less:Provision for diminution in value of Investments 8. Radha Krshna Films Limited - Associate Company (Equity Shares of Rs.10 each) Less:Provision for diminution in value of Investments 9. J.K. Investo Trade (India) Limited - Associate Company (Equity Shares of Rs.10 each) 102 0.10 (0.10) 102 0.10 (0.10) 24000 1150 23.99 1.00 (1.00) 0.80 24000 1150 23.99 1.00 (1.00) 0.80 225 205000 5.19 27.94 (27.94) 225 205000 5.19 27.94 (27.94) 10510 2.49 (2.49) 10510 2.49 (2.49) 2500000 250.00 (250.00) 2500000 250.00 (250.00) 3489878 326.12 3489878 326.12 8000 8000 356.10 E. Non-Trade Investments: Bonds (Quoted): 6.60% UTI Units Tax Free Bonds of Rs.100 each — 356.10 2000000 — F. G. Non-Trade Investments: Unquoted Debentures: 1. R.R. Investments & Estates Private Limited (Unsecured Debentures of Rs.10,000 each) [Residual value after redemption Rs.7,800 each (Net of redemption Rs.0.06 lac and proportionate acquisition cost written off Rs.1.56 lacs)] 2. Raymond Apparel Limited (a subsidiary) (Fully Convertible Unsecured Debentures of Rs.100 each) 3 Raymond UCO Denim Private Limited (a Joint Venture) (Non- Convertible Unsecured Debentures of Rs.100 each bearing interest linked to one year Government Security with annual reset) Less:Provision for diminution in value of Investments [Refer Note 3B (a)] 19 42.19 19 42.19 2850000 2850.00 2850000 2850.00 3344450 3344.46 2850000 2850.00 (2948.60) Others: 5.50% NHAI Capital Gains Bonds Issue - of Rs.100000 each (2850.00) 395.86 — 3288.05 2892.19 — 75000 — H. Investments in Venture Capital Funds 1 India Growth Fund (Units of Rs.1000 each, Paid up value per Unit of Rs.950 each, Previous year Rs.920 each) 2 HDFC India Real Estate Fund (Units of Rs.1000 each) Total - Long Term Investments 34 2000.00 2000.00 50000 248169 475.00 2481.69 7500.00 7500.00 50000 248294 460.00 2482.94 2956.69 2942.94 34439.17 42201.61 CMYK 31st March, 2010 Nos. (Rs. in lacs) 31st March, 2009 Nos. (Rs. in lacs) SCHEDULE 5 - INVESTMENTS (AT COST/BOOK VALUE) Contd... (fully paid up unless otherwise specified) II. CURRENT INVESTMENTS A. Dividend Option (Units of Rs.10 each, unless otherwise specified): 1 UTI Balanced Fund (Income - Reinvestment) (NAV Previous year Rs.35.26 lacs) 2 Tata Floater Fund - Daily Dividend (NAV Previous year Rs.3037.18 Lacs) 3. HDFC Cash Management Treasury Advantage Plan- Weekly Dividend (NAV Rs.266.75 Lacs, Previous year Rs.262.95 lacs) 2660701.82 4. UTI Liquid Cash Plan Institutional - Daily Income Option Re-Investment (NAV Previous year Rs. 4860.85 Lacs) (Units of Rs.1000 each) 5. SBI Magnum Insta Cash Fund - Daily Dividend Option (NAV Previous year Rs. 5929.60 Lacs) 6. Kotak Liquid (Institutional Premium) Daily Dividend (NAV Previous year Rs.5546.82 Lacs) 7. ICICI Prudential Floating Rate Plan D - Daily Dividend Reinvest Dividend (NAV Previous year Rs. 5137.20 Lacs) 8. Birla Sun Life Short Term Fund - Institutional Daily Dividend (NAV Previous year Rs. 5744.28 Lacs) 9. DSP BlackRock Strategic Bond Fund - Regular Plan Weekly Dividend (NAV Previous year Rs. 717.56 Lacs) (Units of Rs.1000 each) 10. Tata Liquid Super High Investment Fund - Daily Dividend (NAV Previous year Rs. 3024.85 Lacs) (Units of Rs.1000 each) 11. HDFC Cash Management Fund - Treasury Advantage Plan Retail-Weekly Dividend Option (NAV Rs. 282.21 Lacs) 2814859.34 B. Growth Option (Units of Rs.10 each, unless otherwise specified): 1. Morgan Stanley Growth Fund (NAV Rs.59.02 lacs, Previous year Rs. 31.01 lacs) 100000.00 2. Kotak Floater Long Term - Growth (NAV Rs. 674.61 Lacs, Previous year Rs.1724.78 Lacs) 4616668.99 3. UTI Liquid Cash Plan Institutional - Growth Option (NAV Previous year Rs. 1509.96 Lacs) (Units of Rs. 1000 each) 4. Tata Floater Fund - Growth (NAV Previous year Rs. 30.79 lacs) 5. HDFC Cash Management - Growth (NAV Previous year Rs.4.93 Lacs) 6. HDFC Liquid Fund - Premium Plus Plan - Growth (NAV Previous year Rs. 6401.38 Lacs) 7. Reliance Medium Term Fund - Retail Plan Growth Plan - Growth Option (NAV Rs. 3982.24 Lacs) 20868977.22 8. Birla Sun Life Savings Fund Institutional - Growth (NAV Rs. 4034.06 Lacs) 23077221.07 9. Fortis Money Plus Institutional - Growth (NAV Rs. 4003.51 Lacs) 28817333.25 10. Kotak Floater Long Term - Growth (NAV Rs. 4003.29 Lacs) 27396551.87 11. Templeton India Ultra Short Bond Fund Super Institutional Plan - Growth (NAV Rs. 4004.18 Lacs) 33797424.77 12. UTI Treasury Advantage Fund - Institutional Plan Growth Option (NAV Rs. 425.13 Lacs) (Units of Rs. 1000 each) 34370.76 13. JM Money Manager Fund Super Plus Plan - Growth (172) (NAV of Rs. 4003.33 Lacs) 30831874.55 14. UTI Floating Rate Fund - Short Term Plan Institutional Growth Option (NAV Rs. 2336.86 Lacs) (Units of Rs. 1000 each) 225849.58 15. IDFC Money Manager Fund - Treasury Plan Super Institutional Planc C - Growth (NAV Rs. 4003.54 Lacs) 36667856.33 C/F 35 — 246925.30 27.98 — 30264074.85 3037.18 267.10 2624753.16 262.96 — 476813.47 4860.85 — 35399964.91 5929.60 — 45361269.08 5546.82 — 51361246.74 5137.20 — 57411238.76 5744.29 — 71534.55 718.35 — 271403.67 3024.85 282.15 — 549.25 34290.08 63.47 100000.00 63.47 642.38 12412399.92 1700.55 — — 104416.49 235528.19 1499.93 30.64 — 26791.85 4.93 — 36239269.78 6400.00 3980.82 — 4030.58 — 4000.48 4000.47 — — 4000.43 — 425.05 — 4000.53 — 2335.31 — 4000.54 — 31480.06 9699.52 CMYK 31st March, 2010 Nos. (Rs. in lacs) 31st March, 2009 Nos. (Rs. in lacs) 31480.06 9699.52 32385463.56 4000.28 — 12475257.41 1500.00 — 8316838.27 1000.00 — 38747469.12 4000.48 — 8340590.50 1000.15 — 16105004.63 2000.00 — 5000000.00 500.00 — 17397140.07 2725.29 — 161454.64 1665.00 — SCHEDULE 5 - INVESTMENTS (AT COST/BOOK VALUE) Contd... (fully paid up unless otherwise specified) B/F 16. LICMF Income Plus Fund - Growth Plan (NAV Rs. 4004.14 Lacs) 17. UTI Fixed Income Interval Fund Monthly Interval Plan Series-I Institutional Growth Plan (NAV Rs. 1501.37 Lacs) 18. Kotak Quarterly Interval Plan Series 1 - Growth (NAV Rs.1001.83 Lacs) 19. ICICI Prudential Ultra Short Term Plan Super Premium - Growth (NAV Rs.4003.89 Lacs) 20. SBI-SHF Ultra Short Term Fund - Institutional Plan - Growth (NAV Rs. 1000.45 Lacs) 21. Reliance Monthly Interval Fund - Series II - Institutional Growth Plan (NAV Rs. 2000.68 Lacs) 22. BSL Interval Income Fund - Institutional Quarterly - Series 1 - Growth (NAV Rs. 502.86 Lacs) 23. HDFC Floating Rate Income Fund - Short Term Plan Wholesale Option - Growth (NAV Rs.2728.72 Lacs) 24. UTI Money Market Mutual Fund - Institutional Growth Plan (NAV Rs. 1665.24 Lacs) (Units of Rs.1000 each) 25. HDFC Cash Management Savings Plan - Growth (NAV Rs.535.07 Lacs) C. Equity Shares (Quoted)(Shares of Rs.10 each, unless otherwise specified): 1. Oil & Natural Gas Corporation Limited 2. ITC Limited(Equity Shares of Re.1 each) 3. Tata Motors Limited 4. GAIL India Limited 5. ICICI Bank Limited 6. Bharat Earth Movers Limited 7. State Bank of India 8. Grasim Industries Limited 9. Bharat Heavy Electricals Limited 10. Larsen & Toubro Limited (Equity Shares of Rs.2 each) 11. BGR Energy Systems Limited 12. Biocon Limited (Equity Shares of Rs.5 each) 13. Indian Hotels Company Limited (Equity Shares of Re.1 each) 14. Mahindra & Mahindra Limited (Equity Shares of Rs.5 each) # 15. Maruti Suzuki India Limited (Equity Shares of Rs.5 each) 16. Tata Power Company Limited 17. HDFC Limited 18. HDFC Bank Limited 19. Century Textiles & Industries Limited 20. Hindustan Petroleum Corporation Limited 21. Housing Development & Infrastructure Limited 22. Cholamandalam DBS Finance Limited 23. Cadila Healthcare Limited (Equity Shares of Rs.5 each) 24. Tata Consultancy Services Limited (Equity Shares of Re.1 each) 25. Texmaco Limited (Equity Shares of Re.1 each) 26. Transformers & Rectifiers India Limited 27. Bharti Airtel Limited (Equity Shares of Rs. 5 each) # 28. Financial Technologies Limited (Equity Shares of Rs.2 each) 29. Godrej Industries Limited(Equity Shares of Re.1 each) 30. Gammon India Limited (Equity Shares of Rs.2 each) 31. Infrastructure Development Finance Company Limited 32. Infosys Technologies Limited (Equity Shares of Rs. 5 each) 33. National Thermal Power Corporation Limited C/F 2779957.29 17000 70000 8000 10000 14000 7800 1500 5000 8480 15000 38746 54000 18600 7000 5550 8000 10000 81935 10000 10000 86980 14000 32800 1800 30000 60000 7500 20000 535.00 — 50406.26 9699.52 182.77 122.92 50.05 41.28 114.62 — 80.58 25.33 89.30 117.86 76.30 81.21 40.72 18000 80000 8000 — 16000 5000 9800 3000 8000 22746 15000 38746 54000 193.52 140.48 51.39 — 131.48 48.47 101.24 50.66 142.88 307.70 76.30 81.21 40.72 56.29 — 76.73 116.54 101.09 — 38.99 — 113.36 32.82 15700 14000 7000 7730 8000 10000 — 19285 81935 20000 73.47 84.81 76.73 162.32 101.09 63.95 — 75.00 113.36 65.63 53.51 50.91 71.59 92.24 25.19 18.85 — 83.52 118.58 41.09 — 86980 14000 13,000 5000 30000 10000 110000 9500 — — 50.91 71.59 54.01 65.02 18.85 43.74 153.12 150.20 — 2114.24 36 2789.85 CMYK 31st March, 2010 Nos. (Rs. in lacs) 31st March, 2009 Nos. (Rs. in lacs) SCHEDULE 5 - INVESTMENTS (AT COST/BOOK VALUE) Contd... (fully paid up unless otherwise specified) 34. 35. 36. 37. 38. 39. 40. 41. 42. 43. 44. 45. 46. 47. 48. 49. 50. 51. 52. 53. 54. 55. 56. 57. 58. 59. 60. 61. 62. 63. 64. 65. 66. 67. 68. 69. 70. 71. 72. B/F Punjab National Bank Limited Reliance Industries Limited Reliance Communication Limited (Equity Shares of Rs.5 each) Suzlon Energy Limited (Equity Shares of Rs. 2 each) Tata Tea Limited DLF Limited (Equity Shares of Rs. 2 each) Divis Laboratories Limited (Equity Shares of Rs. 2 each) Power Grid Corporation of India Limited Sun Pharma Advanced Research Company Limited Great Eastern Shipping Company Limited Galaxy Entertainment Corporation limited Great Offshore Limited GMR Infrastructure Limited (Equity Shares of Re1 each) * Lupin Limited Mahindra Forgings Limited Punj Lloyd Limited (Equity Shares of Rs.2 each) Sun Pharmaceuticals Industries Limited (Equity Shares of Rs.5 each) Aptech Limited Glenmark Pharmaceuticals Ltd. (Equity Shares of Re. 1 each) Idea Cellular Limited Monsanto India Limited Piramal Healthcare Ltd. (Equity Shares of Rs.2 each) Ranbaxy Laboratories Limited (Equity Shares of Rs. 5 each) Shree Renuka Sugars Limited (Equity Shares of Re.1 each) Zydus Wellness Limited Aurobindo Pharma Limited (Equity Shares of Rs. 5 each) Axis Bank Limited Bajaj Auto Limited Dr. Reddy’s Laboratories Limited (Equity Shares of Rs.5 each) Essar Oil Limited Hindustan Unilever Limited (Equity Shares of Re.1 each) Jaiprakash Associates Limited (Equity Shares of Rs.2 each) Mcleod Russel India Limited (Equity Shares of Rs.5 each) Mundra Port and Special Economic Zone Limited Mid-Day Multimedia Limited NHPC Limited Patni Computer Systems Limited (Equity Shares of Rs. 2 each) Sterlite Industries (India) Limited (Equity Shares of Rs. 2 each) Union Bank of India 5000 10000 15000 70000 7400 20000 30000 2142 100000 7500 20000 14000 20000 1300 68000 5000 2000 3000 5000 25000 20000 45125 25000 8950 190173 54000 10000 3000 10000 2114.24 28.45 91.91 43.66 80.56 — — 55.96 18.49 20.00 — — 15.71 75.14 46.26 — 49.00 — — 63.78 22.03 24.82 — — 44.58 — 45.32 20.38 49.98 49.43 37.63 55.02 60.11 36.72 52.21 42.88 19.99 46.98 21.92 25.34 13000 7500 — 30000 12493 8000 3700 50000 30000 30000 25000 9000 77500 7500 20000 35000 9863 30000 8000 30000 1300 7500 5389 54390 5333 3358.50 D. Equity Shares (Unquoted) (Shares of Rs.10 each, unless otherwise specified): 1 Ansal Hi-Tech Townships Limited 2 Ananta Landmarks Private Limited 3 Nitesh Estate Private Limiteed 4 Total Envirnment Project I Private Limited 5 VBHDC Bangalore Value Homes Private Limited 6 BCC Infrastructure Private Limited 21187 10109 1438 769 307 290 18.70 1.01 5.13 0.08 0.03 0.03 Preference Shares (Unquoted) (Shares of Rs. 1000 each, unless otherwise specified): 1 Ananta Landmarks Private Limited 2 Neo Pharma Private Limited 3 BCC Infrastructure Private Limited (Shares of Rs.10 each) 4 Godrej Estate Developers Private Limited 5 Godrej Sea View Properties Private Limited 6 Runwal Homes Private Limited 2400 395 871 70 318 1118 24.00 3.95 0.09 12.85 7.14 16.07 64.10 37 95.05 59.25 48.56 33.05 24.82 28.13 27.83 71.31 0.48 — — — — — — — — — — — — — — 4177.84 21187 10109 24.98 E. 2789.85 73.96 137.86 — 45.20 87.34 61.57 55.96 46.21 20.00 104.75 42.73 66.00 116.47 46.26 9.44 85.76 18.70 1.01 — — — — 19.71 2400 395 24.00 3.95 — — — — 27.95 CMYK 31st March, 2010 Nos. (Rs. in lacs) 31st March, 2009 Nos. (Rs. in lacs) SCHEDULE 5 - INVESTMENTS (AT COST/BOOK VALUE) Contd... (fully paid up unless otherwise specified) F Unquoted Debentures: (of Rs. 100 each, unless otherwise specified): 1. Ansal Hi-Tech Townships Limited 2. Nilkanth Tech Park Private Limited 3. Atithi Building Commodities Private Limited (Debentures of Rs.1000 each) 4. Ariisto Realtors Private Limited (Debentures of Rs.1000 each) 5. Total Environment Projects Private Limited 6. Total Environment Building Private Limited 7. R.Mall Developers Private Limited 8. Nitesh Housing Developers Private Limited 9. ATS Apartments Private Limited 10. Nitesh Housing Developers Private Limited. Deb.IV 11. Kanakia Builders Private Limited 12. Nitesh Land Holding Private Limited 13. Runwal Homes Private Limited - Class A Debentures 14. Runwal Homes Private Limited - Class B Debentures 15. Aristo Realtors Private Limited - III (Debentures of Rs.1000 each) 16. Atithi Building Commodities Private Limited - II (Debentures of Rs.1000 each) 17. VBHDC Bangalore Value Homes Private Limited - Debentures. I 18. Total Environment Projects Private Limited - Debentures. II 19. BCC Infrastructure Private Limited 20. ATS Apartments Private Limited 37399 39545 37.40 39.55 3321 2888 17775 28882 13832 14239 7002 3420 12042 5696 38919 3807 617 33.21 28.88 17.77 28.88 13.83 14.24 7.00 3.42 12.04 5.70 38.92 3.81 6.17 — — — — — — — — — — — — — 467 6880 587 8646 7452 4.67 6.88 0.59 8.64 7.45 — — — — — 319.05 76.95 54722.14 (207.74) 48292.05 (1634.21) Total - Current Investments 54514.40 46657.84 Total - Investments 88953.56 88859.46 225.00 — 98.60 (98.60) 89178.56 88859.46 Less:Provision for diminution in value of Current Investments III. Notes: Split Shares # The Shares have been split (FV from Rs.10 to Rs.5) * The Shares have been split (FV from Rs.2 to Re.1) APPLICATION MONEY PENDING ALLOTMENT Debenture Application Money Raymond UCO Denim Private Limited Less : Provision for Diminution [ Refer Note 3B(a)] Per Balance Sheet Acquired and Sold during the year A. Dividend Option (Units of Rs.10 each, unless otherwise specified): 1. TATA Floater Fund - Daily Dividend 2. TATA Liquid Super High Investment Fund Daily Dividend (Units of Rs.1000 each) 3. UTI Liquid Cash Plan Institutional Daily Income Option - Re-Investment (Units of Rs.1000 each) SBI - Magnum Insta Cash Fund - Daily Dividend Option 4. 5. 6. 7. 8. Kotak Liquid (Institutional Premium) Daily Dividend ICICI Prudential Floating Rate Plan D Daily Dividend - Reinvest Dividend Birla Sun Life Short Term Fund - Institutional Daily Dividend UTI Liquid Cash Plan Institutional Daily Income Option - Re-Investment (Units of Rs.1000 each) 38 Nos. Acquisition Cost (Rs. in lacs) 105419.31 10.58 644.61 7.18 1177.31 80649.57 12.00 13.51 108944.01 13.32 132598.13 158813.46 13.26 15.89 203335.53 2072.90 37399 39545 37.40 39.55 CMYK SCHEDULE 5 - INVESTMENTS (AT COST/BOOK VALUE) Contd... (fully paid up unless otherwise specified) HDFC Cash Management Fund Treasury Advantage Plan - Wholesale - Daily Dividend 10. HDFC Cash Management Fund Saving Plus Plan - Retail - Weekly Dividend 11. IDFC Money Manager Fund - Treasury Plan Weekly Dividend 12. DSP BlackRock Strategic Bond Fund - Regular Plan Weekly Dividend (Units of Rs.1000 each) Nos. Acquisition Cost (Rs. in lacs) 6714862.09 673.60 6595174.57 661.01 1443517.47 144.98 9. B. 13. HDFC CM Treasury Advantage Plan - Weekly Dividend 14. UTI Balance Fund - (Income - Re-investment) Growth Option (Units of Rs.10 each, unless otherwise specified): 1. 2. 3. 4. 5. 6. Birla Sun Life Short Term Fund - Institutional Growth UTI Liquid Cash Plan Institutional - Growth Option (Units of Rs.1000 each) TATA Floater Fund - Growth TATA Liquid Super High Inv. Fund - Appreciation (Units of Rs.1000 each) SBI - Magnum Insta Cash Fund - Cash Option Kotak Liquid (Institutional Premium) - Growth 7. ICICI Prudential Institutional Liquid Plan Super Institutional Growth 8. 9. ICICI Prudential Floating Rate Plan D - Growth UTI Liquid Cash Plan Institutional - Growth Option (Units of Rs.1000 each) 10. Reliance Medium Term Fund-Retail Plan Growth Plan - Growth Option 11. Reliance Liquid Fund - Treasury Plan Institutional Option Growth Option - Growth Plan 12. Reliance Liquidity Fund - Growth Option 13. Fidelity Cash Fund (Super Institutional) - Growth 14. Fidelity Ultra Short Debt Fund Super Institutional - Growth 15. Reliance Money Manager Fund - Institutional Option Growth Plan (Units of Rs.1000 each) 16. Birla Sun Life Savings Fund Instl. - Growth 17. Birla Sun Life Cash Plus - Instl.Prem. - Growth 18. Fortis Overnight Institutional Plus - Growth 19. Fortis Money Plus Institutional Growth 20. HDFC Floating Rate Income Fund - Short Term Plan Wholesale Option - Growth 21. HDFC Liquid Fund - Premium Plus Plan - Growth 22. Kotak Floater Long Term - Growth 23. Templeton India Treasury Management Account Super Institutional Plan - Growth (Units of Rs.1000 each) 24. Templeton India Ultra Short Bond Fund Super Institutional Plan - Growth 25. ICICI Prudential Flexible Income Plan Premium - Growth 26. UTI Treasury Advantage Fund - Institutional Plan Growth Option (Units of Rs.1000 each) 39 1233.31 12.37 895256.14 11728.06 90.31 1.71 55008084.56 5760.17 287458.72 72486950.35 4236.90 9663.77 583080.09 30161178.24 117373118.02 9647.03 5943.11 21430.70 38705658.50 5116.00 42668721.27 5566.84 1133832.62 16739.86 38525318.09 7231.50 22221140.47 144203422.52 4897.91 19680.00 43245634.43 45825760.44 5300.00 5301.02 1122599.01 52566104.60 67208390.66 13803.89 9054.95 9770.50 168430037.67 106219290.35 18500.00 14553.46 82653870.34 101517418.04 12721.85 18464.30 79400406.79 11429.55 1850282.86 24913.53 98419927.83 11460.23 28275322.36 4700.60 1199754.70 14609.46 CMYK SCHEDULE 5 - INVESTMENTS (AT COST/BOOK VALUE) Contd... (fully paid up unless otherwise specified) 27. JM High Liquidity Fund - Super Institutional Plan Growth(94) 28. JM Money Manager Fund Super Plus Plan - Growth(172) 29. LICMF Liquid Fund - Growth Paln 30. LICMF Savings Plus Fund - Growth Paln 31. Reliance Floating Rate Fund - Growth Plan Growth Option 32. Templeton India Treasury Management Account Regular Plan - Growth (Units of Rs.2000 each) 33. Templeton India Ultra Short Bond Fund Retail Plan - Growth 34. UTI Floating Rate Fund - Short Term Plan Institutional Growth Option (Units of Rs.1000 each) Nos. Acquisition Cost (Rs. in lacs) 83772720.63 62229298.43 164829181.70 11955.00 7995.13 27445.49 96885440.31 13899.57 37330614.75 5276.00 541.37 12.00 105046.30 12.01 796473.87 8128.35 62902801.05 7800.00 53348302.84 62944316.56 93322443.52 10590.86 7801.23 10320.00 39. IDFC Money Manager Fund - Treasury Plan Super Inst Plan C - Growth 40. Birla Sun Life Cash Manager - Institutional Plan - Growth 59161502.24 32740171.54 6371.96 4962.00 41. Sundaram BNPP Money Fund Super Inst. Growth 42. Sundaram BNPP Ultra ST Fund Super Inst. Growth 43. LICMF Income Plus Fund - Growth Plan 16816261.33 26335134.79 62355043.96 3200.00 3200.40 7636.10 7392970.72 12525.35 1830.14 34504449.66 27.00 4070.00 35029746.35 25988190.28 4070.39 3050.00 58781794.86 25835011.75 7299.16 3050.68 10197429.32 13803.00 304526.49 4000.00 302507.66 4000.46 226553.89 2335.00 6915629.32 33470896.83 1000.00 6145.00 66803.18 3364265.89 1100.00 600.00 456147.38 6060.00 35. Religare Liquid Fund - Super Institutional Growth 36. HDFC Cash Management Fund Treasury Advantage Plan - Wholesale - Growth 37. Religare Ultra Short Term Fund - Institutional Growth 38. IDFC Cash Fund - Super Inst Plan C - Growth 44. ICICI Prudential Flexible Income Plan Premium Growth (Units of Rs.100 each) 45. UTI - Floating Rate Fund - Short Term Plan Growth Option (Units of Rs.1000 each) 46. DWS Insta Cash Plus Fund - Super Institutional Plan Growth 47. DWS Cash Opprtunities Fund - Institutional Plan Growth 48. JPMORGAN India Liquid Fund - Super Inst.Growth Plan 49. Templeton Floating Rate Income Fund Long Term Plan Super Institutional Option - Growth 50. JPMORGAN India Treasury Fund - Super Inst.Growth Plan 51. ICICI Prudential Liquid - Super Institutional Plan Growth (Units of Rs.100 each) 52. DSP BlackRock Liquidity Fund - Institutional Plan Growth (Units of Rs.1000 each) 53. DSP BlackRock Floating Rate Fund - Institutional Plan Growth (Units of Rs.1000 each) 54. UTI Money Market Mutual Fund Institutional Growth Plan (Units of Rs.1000 each) 55. SBI Premier Liquid Fund - Super Institutional - Growth 56. HDFC Liquid Fund - Premium Plus Plan - Growth 57. TATA Liquid Super High Fund - Appreciation (Units of Rs.1000 each) 58. Kotak Liquid (Institutional Premium) - Growth 59. Templeton India Treasury Management Account Super Institutional Plan - Growth (Units of Rs. 1000 each) 40 CMYK SCHEDULE 5 - INVESTMENTS (AT COST/BOOK VALUE) Contd... (fully paid up unless otherwise specified) Nos. Acquisition Cost (Rs. in lacs) 4248990.87 245138885.04 1668344.28 600.00 37280.23 300.00 9916609.86 45539547.75 13395.00 7908.07 65. Birla Sun Life Cash Plus- Instl.Prem. - Growth 66. ICICI Prudential Flexible Income Plan - Premium - Growth (Units of Rs.100 each) 67. LICMF Liquid Fund - Growth Plan 68. Religare Liquid Fund - Super Institutional Growth 99584933.74 14609.99 2122842.83 1995510.49 65061965.03 3625.57 335.00 8207.70 69. Religare Ultra Short Term Fund - Institutional Growth 70. Reliance Liquidity Fund - Growth Option 71. Reliance Medium Term Fund Retail Plan Growth Plan - Growth Option 72. UTI Money Market Mutual Fund - Institutional Growth Plan (Units of Rs.1000 each) 73. UTI Treasury Advantage Fund Institutional Plan Growth Plan (Units of Rs.1000 each) 32477567.48 59324090.20 4100.39 8206.67 21553496.24 4100.44 194091.19 2000.71 161868.08 2000.23 19642871.47 14039101.50 3076.21 2700.30 76. Kotak Floater Long Term - Growth 5324656.11 77. HDFC Cash Management Fund - Growth 1636284.13 Equity Shares (Quoted)(Shares of Rs.10 each, unless otherwise specified): 748.87 312.82 60. Reliance Floating Rate Fund - Growth Plan Growth Option 61. Birla Sun Life Cash Manager - Institutional Plan - Growth 62. HDFC Liquid Fund - Growth 63. ICICI Prudential Institutional Liquid - Super Institutional Plan Growth (Units of Rs.100 each) 64. Birla Sun Life Savings Fund Instl. - Growth 74. HDFC Floating Rate Income Fund - Short Term Plan Wholesale Option - Growth 75. HDFC Cash Management Fund - Savings Plan - Growth C. 1. 2. 3. Balrampur Chini Mills Limited Bajaj Hindusthan Limited Mcleod Russel India Limited (Equity Shares of Rs.5 each) 20000 14000 27000 24.56 30.08 32.40 4. 5. 6. Mundra Port and Special Economic Zone Limited Orchid Chemicals & Pharmacuticals Limited Ranbaxy Laboratories Limited (Equity Shares of Rs. 5 each) 1950 20000 7611 11.28 24.82 14.51 Book Value Aggregate of Quoted Investments Aggregate of Unquoted Investments 41 Market Value 31st March,2010 (Rs. in lacs) 31st March,2009 (Rs. in lacs) 31st March,2010 (Rs. in lacs) 31st March,2009 (Rs. in lacs) 3155.20 85798.36 4576.35 84283.11 4115.08 4662.43 88953.56 88859.46 CMYK 31st March, 2010 (Rs. in lacs) 31st March, 2009 (Rs. in lacs) SCHEDULE 6 - CURRENT ASSETS, LOANS AND ADVANCES (a) Inventories: (i) Loose Tools (ii) Stores and Spare Parts (iii) Stock-in-Trade: 103.58 1745.59 103.58 1710.30 Raw Materials Goods-in-Process Finished Goods 2947.72 10348.23 8427.64 2864.80 9073.06 15272.34 2740.36 2137.26 3750.00 1266.28 (iv) Merchanting Goods (v) Goods-in-Transit 28450.38 (b) Sundry Debtors : (Refer Note 3) (i) Debts outstanding for a period exceeding six months Secured (considered good) Unsecured Considered good (including Rs. 245.21 lacs outstanding from subsidiaries; Previous year Rs 1252.81 lacs) 169.66 34040.36 171.91 2722.21 3438.51 2891.87 Considered doubtful Less: Provision 447.43 (447.43) 3610.42 360.28 (360.28) — (ii) (c) Other Debts : Secured (considered good) Unsecured Considered good (including Rs. 570.64 lacs outstanding from subsidiaries; Previous year Rs.583.46 lacs) 3036.04 — 2584.58 23766.44 24252.61 26802.48 26837.19 29694.35 30447.61 Cash and Bank Balances: (i) Cash on hand (including cheques on hand Rs. 35.47 lacs; Previous year Rs. 128.49 lacs) (ii) Balances with Scheduled Banks: In Current Accounts In Deposit Account [includes Rs. 0.53 lac deposit receipt endorsed in favour of Government authorities as security (Previous year Rs.0.53 lac)] (iii) Balances with Non-Scheduled Banks: In Current Accounts: The Municipal Co-operative Bank Limited [Maximum balance during the year Rs. 6.79 lacs (Previous year Rs.8.48 lacs)] The Hongkong & Shanghai Banking Corporation, Shanghai [Maximum balance during the year Rs. 23.05 lacs (Previous year Rs.17.44 lacs)] In Deposit Accounts: The Municipal Co-operative Bank Limited [Maximum balance during the year Rs.0.50 lac (Previous year Rs.0.50 lac)] 79.46 197.53 1680.31 3381.27 888.96 1100.47 3.03 — 3.90 0.17 0.50 0.50 2656.16 42 4679.94 CMYK 31st March, 2010 (Rs. in lacs) 31st March, 2009 (Rs. in lacs) SCHEDULE 6 - CURRENT ASSETS, LOANS AND ADVANCES (Contd)... (d) Other Current Assets: (i) Export Incentives receivable (ii) Dividend, Interest Subsidy and Interest receivable (Interest accrued on Investments Rs. 8.57 lacs; Previous year Rs.478.50 lacs) Interest Receivable from a Joint Venture Company Less: Provision 572.43 695.43 2084.07 1881.02 — — 722.73 (722.73) — 892.08 783.72 (iii) MAT Credit Receivable (iv) Claims and Other receivables — 642.08 1847.81 4332.30 (e) Loans and Advances (Unsecured, considered good, unless otherwise specified): [Refer Notes 3 and 5] Subsidiary Companies: Loans and other dues Loans and Advances to companies and others: Considered good Considered doubtful: To a Joint Venture Company Others Less: Provision 5066.34 13729.68 7077.31 20.00 20.00 2942.50 — (2942.50) 2942.50 32.00 (2974.50) — 2209.41 Advance Tax (Net of provision for tax) Advances recoverable in cash or in kind or for value to be received : Considered good Considered doubtful Less: Provision — 1688.27 4710.23 8139.33 — — Balances with Customs, Excise, etc. Others (including with subsidiaries Rs. 160.33 lacs; Previous year Rs.248.77 lacs) 13.84 (13.84) — — 303.03 292.06 6855.28 6714.11 Per Balance Sheet 27827.63 23931.08 92960.82 98165.33 SCHEDULE 7 - CURRENT LIABILITIES AND PROVISIONS (a) Current Liabilities : Sundry Creditors [including Rs. 11.93 lacs remuneration to the Directors (Previous year Rs.75.00 lacs)] [Refer Note 15] Advances against Sales Due to Subsidiary Companies Deposits from Dealers and Agents Overdrawn Bank Balances Other Liabilities Interest accrued but not due 19295.30 418.45 1440.79 6115.76 640.94 1641.01 814.89 22005.18 581.75 558.62 5854.34 1363.69 3886.68 793.97 30367.14 (b) Provisions : For Fringe Benefit Tax (Net of Advance Tax) For Employee Benefits For Excise Duties 14.67 5296.75 — Per Balance Sheet 43 35044.23 9.28 5766.71 190.63 5311.42 5966.62 35678.56 41010.85 CMYK Year ended 31st March, 2010 (Rs. in lacs) SCHEDULE 8- SALES, SERVICES AND EXPORT INCENTIVES (1) Gross Turnover (net of usual trade discounts, allowances, etc.) (a) Manufactured Goods (inclusive of sale of semi-finished goods) (b) Merchanting Goods 122392.76 11199.55 Year ended 31st March, 2009 (Rs. in lacs) 125691.75 12953.75 133592.31 138645.50 Less: Sales Returns Other discounts and allowances (2) (3) (4) 174.03 2147.11 Income from Air Taxi Operations Gross Income from Services: (a) Income from Job Work (b) Income from other services Export Incentives, etc. Per Profit and Loss Account SCHEDULE 9 - OTHER INCOME Dividends: From Non-Trade Investments — Current Investments — Long Term Investments 317.18 2095.61 2321.14 2412.79 131271.17 759.38 136232.71 1246.77 474.32 436.86 995.18 76.85 562.99 1206.05 133936.91 139325.37 160.42 — 1949.18 0.06 160.42 0.04 From a Subsidiary company Interest Income (Tax deducted Rs. 481.70 lacs; Previous year Rs.536.44 lacs): — On Long Term Investments — Others (Including from subsidiaries Rs. 1145.86 lacs; Previous year Rs.373.03 lacs) 191.40 569.20 2645.06 3566.80 Profit on sale of Current Investments (Net) Profit on sale of Long-term Investments (Net) Rent and Compensation Credit Balances appropriated (Net) Provision no longer required Miscellaneous Income Per Profit and Loss Account SCHEDULE 10 - MATERIAL COSTS (1) Raw Materials consumed: Opening Stock Purchases 1949.24 0.04 2836.46 1786.02 9.34 236.80 16.58 2443.03 1720.38 4136.00 588.48 1133.04 148.72 146.17 607.45 1151.26 9209.07 9860.40 2864.80 32212.21 3150.22 34707.32 Less: - Sales - Transfer on divestment of Files and Tools Business 35077.01 586.80 724.73 37857.54 1353.61 — Less: 33765.48 2947.72 36503.93 2864.80 Closing Stock 30817.76 (2) Merchanting Goods (Cost of goods sold): Opening Stock Add: Purchases 33639.13 3750.00 7462.91 4038.42 10363.30 Less:- Transfer on divestment of Files and Tools Business 11212.91 164.43 14401.72 — Less:Closing Stock 11048.48 2740.36 14401.72 3750.00 Per Profit and Loss Account 44 8308.12 10651.72 39125.88 44290.85 CMYK Year ended 31st March, 2010 (Rs. in lacs) SCHEDULE 11 - MANUFACTURING AND OPERATING COSTS Stores and Spare Parts Power and Fuel Repairs to Buildings Repairs to Machinery Other Manufacturing and Operating Expenses Per Profit and Loss Account Year ended 31st March, 2009 (Rs. in lacs) 8300.58 8966.31 243.88 1310.42 5828.05 9401.92 8983.36 345.55 1269.90 7029.74 24649.24 27030.47 SCHEDULE 12 - (INCREASE)/DECREASE IN FINISHED AND PROCESS STOCK Opening Stock: Goods-in-Process 9073.06 Finished Goods 15272.34 11896.62 9549.89 24345.40 Closing Stock: Goods-in-Process Finished Goods 10348.23 8427.64 Add/(Less): Variation in excise duty on opening and closing stock of finished goods 21446.51 9073.06 15272.34 18775.87 24345.40 5569.53 (2898.89) (23.91) (6.06) 5545.62 (2904.95) 22888.12 1354.02 1211.39 23552.42 1358.83 1189.01 25453.53 26100.26 115.94 4246.35 14.14 149.05 6478.77 3975.50 857.44 753.92 2818.11 1271.93 6811.83 140.92 — 152.47 14.70 198.52 4389.83 19.26 88.09 7183.15 4291.13 1043.86 117.73 3372.64 1923.65 8829.65 45.49 1313.56 20.82 8.40 27801.07 32845.78 SCHEDULE 15 - FINANCE CHARGES Interest on Debentures and Fixed Loans (Net of Subsidy Rs. 2190.51 lacs; Previous Year Rs.1679.61 lacs) Interest - Others 6843.94 2928.16 4936.31 3948.70 Commitment and other charges on Loans 9772.10 31.00 8885.01 257.13 Less : Borrowing Costs Capitalised 9803.10 — 9142.14 (641.28) Per Profit and Loss Account 9803.10 8500.86 Per Profit and Loss Account SCHEDULE 13 - EMPLOYMENT COSTS Salaries, Wages, Bonus, etc, [including rent Rs. 127.87 lacs (Previous year Rs.82.22 lacs)] Contribution to Provident and Other Funds Workmen and Staff Welfare Expenses Per Profit and Loss Account SCHEDULE 14 - ADMINISTRATIVE, SELLING AND GENERAL EXPENSES Insurance (Net) Rent Lease Rentals Rates and Taxes Advertisement Commission to Selling Agents Freight, Octroi, etc. Bad Debts, Advances and Claims written off Legal and Professional charges Repair & Maintenance Others Miscellaneous Expenses Loss on sale/discardment of Fixed Assets (Net) Provision for diminution in value of Current Investments Contribution to Charitable Funds, etc. Directors’ Fees Per Profit and Loss Account 45 CMYK SCHEDULE 16 - NOTES FORMING PART OF THE ACCOUNTS 1. Loan Funds : (a) Term Loans from Banks: Amount Outstanding (Rs. in Lacs) From Banks: (i) 57669.27 (P.Y. 67665.12) Secured by Mortgage of Immovable properties at the Company’s Textile Division at Vapi (Gujarat) and Suit Plant at Gauribidanur (Karnataka). Also secured by hypothecation of specified machineries situated at the Company’s Textile Division at Vapi (Gujarat), Thane and Jalgaon (Maharashtra) and Chindwara (Madhya Pradesh) and at the Suit Plant at Gauribidanur (Karnataka). (ii) 15000.00 (P.Y. 15000.00) Secured by first charge on specific Plant & Machinery to the extent of minimum 15% of the loan. (b) Working Capital Loans (including Buyer’s Credit arrangement): Secured by hypothecation of stocks, book debts and other current assets of the Company’s Textile Division. 2. Fixed Assets : (a) In terms of the acquisition proceedings initiated by Thane Municipal Corporation, about 4,222 sq. metres of the Company’s land at Thane is acquired for the purpose of widening of municipal road. Necessary accounting effect for the same will be given in the year in which the matter is finally settled. (b) Buildings include Rs.10.48 lacs in respect of ownership flats/portions of buildings or Co-operative Housing Societies and Rs. 0.02 lac in respect of shares held in Co-operative Housing Societies. (c) Capital work-in-progress includes: (i) Advances for capital expenditure Rs. 2024.08 lacs (Previous Year Rs.1999.06 lacs); (ii) Machineries in transit Rs. 93.03 lacs (Previous year Rs. Nil). 3A. (a) The Company has an investment of Rs. 1500 lacs in the shares of Everblue Apparel Limited (EBAL), a wholly owned subsidiary of the Company. Further, the Company has loans, advances and other receivables amounting to Rs. 1839.84 lacs recoverable from EBAL. The net worth of EBAL has substantially eroded due to past operational losses. EBAL has entered into a conducting Agreement with Raymond UCO Denim Private Limited (RUDPL) to manufacture Denim Jeans, label, package and store as directed by RUDPL for a conducting fee in addition to reimbursement of certain costs and expenses incurred by EBAL in the manufacturing process. This arrangement has improved the performance of EBAL and EBAL has made profit during the current and past two years. Under the circumstances and on the basis of the estimates, no provision is considered necessary by the management at present, for any diminution in the value of investments and also in respect of losses that may arise in respect of loans to and other receivables from EBAL. (b) The Company has an investment of Rs. 969.00 lacs in the equity shares of Raymond Woollen Outerwear Limited (RWOL), a subsidiary of the Company. Further, the Company has loans, advances and receivables amounting to Rs. 3793.36 lacs recoverable from RWOL. The accumulated losses as on 31st March 2010 have substantially exceeded the net worth of the company due to operational losses. Various initiatives taken by RWOL has improved the performance and RWOL has made operational cash profit during the year and in the previous year. Under the circumstances and on the basis of the estimates, no provision is considered necessary by the management at present, for any diminution in the value of investments and also in respect of losses that may arise in respect of loans to and other receivables from RWOL. 3B. (a) The Company has an aggregate exposure net of provision of Rs. 9009.55 lacs, including investment during the year Rs. 620.86 lacs (gross Rs. 31300.65 lacs less provision for diminution Rs. 22291.10) lacs in Raymond UCO Denim Private Limited (RUDPL) a joint venture company. The Company has, at the close of the year, reassessed the carrying value of the exposures. Based on the valuation by expert, no further provision is considered necessary at present. The said valuation is based on the estimates of profits and realisable value of assets, which are subject to uncertainties.Considering the present financial position of RUDPL, the Company has agreed to waive the interest due on loans and debentures upto 31st March 2010, amounting to Rs. 1067.32 lacs. The Company has , along with its JV partner, pledged shareholding in RUDPL as security for a loan taken by a subsidiary of RUDPL to fund the employee separation cost. The Company, along with the Joint Venture Partner, had also undertaken to additionally fund RUDPL in case it fails to meet certain covenants of the Facility cum Hypothecation Agreement with Banks. (b) Regency Texteis Portugesa, Limitada (Regency), a wholly owned Subsidiary of the Company has been declared insolvent in a court of jurisdiction due to its operations becoming unviable and significant part of receivables turning bad owing to severe recession in Europe. The Company has made full provision for diminution in value of its investment and receivables in Regency amounting to Rs. 992.15 lacs and Rs. 222.30 lacs respectively as an exceptional item. 46 CMYK (c) The Company has, during the year, discontinued manufacturing operations at its textile plant at Thane. The Company has, at the close of the year, assessed carrying value of fixed assets retired from active use based on valuation by experts. On the basis of such valuations, there is no impairment on the carrying value of fixed assets. Certain workmen have accepted the voluntary retirement scheme offered by the Company. The Company is in discussion with balance workmen for an amicable settlement. 4. The promoters, during the year, did not exercise their right to convert 6138085 warrants into equity shares of the Company. Accordingly, an amount of Rs 2086.95 lacs, representing the initial amount paid on allotment of such warrants has been forfeited and credited to Capital Reserve. 5. (a) Loans and Advances in the nature of loans: (Rs. in lacs) Amount outstanding (i) Shares held by Loanee in the Company No. of Maximum Shares No.of outstanding Shares held at the year-end during the year Subsidiaries: Colorplus Fashions Limited 300.00 (300.00) 1,800.00 (300.00) (-) (-) Pashmina Holdings Limited 300.00 (300.00) 300.00 (300.00) (-) (-) 1675.00 (2012.75) 2012.75 (2012.75) (-) (-) 6085.00 (-) 6085.00 (-) (-) (-) (-) 5000.00 (-) (-) (-) 1507.96 (1507.96) 2507.96 (1556.96) (-) (-) Celebrations Apparel Limited 1021.08 (772.48) 1021.08 (1006.08) (-) (-) JK Talabot Limited (668.48) 696.57 (687.61) (-) (-) - (15.03) (-) (-) 2840.64 (1515.64) 2840.64 (1515.64) (-) (-) J.K. Investo Trade (India) Limited - (30.00) 20,11,325 (20,11,325) 20,11,325 (20,11,325) P T Jaykay Files Indonesia - (56.38) (-) (-) - (1123.64) (-) (-) * 2942.50 * (2942.50) 2,942.50 (2942.50) (-) (-) Everblue Apparel Limited JK Files (India) Limited (formerly Hindustan Files Limited) Raymond Apparel Limited Silver Spark Apparel Limited Ring Plus Aqua Limited Raymond Woollen Outerwear Limited (ii) Maximum balance during the year Associate Companies: (iii) Joint Ventures: Raymond Woollen Outerwear Limited (a subsidiary w.e.f. 9th August 2008) Raymond UCO Denim Private Limited (Repayable on or before 6th August, 2013) (Figures in bracket relate to previous year) * Refer Note 3B(a). Gross of provision of Rs. 2942.50 lacs. (b) Advances recoverable in cash or in kind or for value to be received, considered good, includes: (i) Due from Officers of the Company Rs. 29.40 lacs (Previous year Rs.49.20 lacs); Maximum balance during the year Rs. 49.20 lacs (Previous year Rs.69.18 lacs). (ii) Due from Subsidiary Companies Rs. 857.07 lacs (Previous year Rs.986.45 lacs). 47 CMYK 6. A. Contingent Liabilities not provided for : 31st March, 2010 (Rs. in lacs) 31st March, 2009 (Rs. in lacs) — 4.06 181.85 181.85 2201.94 2201.94 152.09 152.09 2535.88 2539.94 36.05 78.22 1518.98 1426.46 (a) Claims against the Company not acknowledged as debts in respect of past disputed liabilities of the Cement and Steel Divisions divested during the year 2000-2001, Carded Woollen business divested during the year 2005-06, Denim Division divested during 2006-07 (interest thereon not ascertainable at present). — Excise Matters — Sales Tax — Royalty on Limestone — Other matters (b) Claims against the Company not acknowledged as debts in respect of other divisions. — Sales Tax — Compensation for Premises — Stamp Duty 174.16 174.16 — Water Charges 105.11 95.68 — Other Matters 111.32 67.53 1945.62 1842.05 1853.67 5477.13 (d) On account of guarantees given and also on account of the indemnity issued by the Company to the Acquirer of shares of Recron Synthetics Limited pursuant to an Agreement. (c) Bills Discounted with the Company’s bankers — 342.70 (e) On account of corporate guarantee to the bankers/vendors on behalf of subsidiaries for facilities availed by them (amount outstanding at close of the year) 7371.85 8724.00 Disputed demands in respect of Income-tax, etc. (Interest thereon not ascertainable at present) 1991.46 755.16 (g) Bonds/Undertakings given by the Company under concessional duty/ exemption scheme to Government authorities (Net of obligations fulfilled) 8831.75 9155.49 (h) Disputed liability towards Excise duty on Post Removal of Goods from place of manufacture 2118.90 2118.90 1943.23 7257.12 (f) (i) Disputed Excise Duty Liability in respect of other matters (includes Rs 645.10 lacs, Previous Year Rs. 5750.83 lacs, on account of denial of excise exemption benefit) (j) Liability on account of jute packaging obligation upto 30th June, 1997, in respect of the Company’s erstwhile Cement Division, under the Jute Packaging Materials (Compulsory use in Packing Commodities) Act, 1987. Amount not determinable (k) Company’s liabilities/ obligations pertaining to the period upto the date of transfer of the Company’s erstwhile Steel, Cement, Carded Woollen Division and Denim Division in respect of which the Company has given undertakings to the acquirers Amount not determinable Note: Item 6A(a), (b), (f), (h) to (k) The Company has taken legal and other steps necessary to protect its position in respect of these claims, which, in its opinion, based on legal advice, are not expected to devolve. It is not possible to make any further determination of the liabilities which may arise or the amounts which may be refundable in respect of these claims. 48 CMYK B 31st March, 2010 (Rs. in lacs) 31st March, 2009 (Rs. in lacs) 4387.98 6432.95 Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances). C Disclosure in respect of derivative instruments : (a) Derivative instruments outstanding : Millions (i) Against Exports USD/INR GBP/USD Forward 9.01 0.22 (ii) Against Imports USD/INR AUD/USD 6.28 7.14 (3.00) (—) AUD/USD USD/INR - Principal USD/INR 4.00 (5.00) USD/INR - Interest rate JPY/USD — ( 21.25 ) (iii) (4.50) (—) Option USD/INR — Swap (8.00) — — (10.70) — (3.00) — Loans taken : 19.00 (32.50) JPY/INR 3476.10 JPY/USD — INR/USD 14.00 (3476.10) (1177.30) (25.00) JPY/JPY — JPY/INR 3476.10 USD/USD 20.00 (1177.30) (3476.10) (28.50) Note: ( ) Denotes previous year’s figures. (b) All the derivative instruments have been acquired for hedging purposes. (c) Foreign currency exposures that are not hedged by derivative instruments : Millions USD 7 EURO GBP JPY RMB i) ii) Debtors Creditors 09-10 — 0.14 08-09 — — 09-10 0.08 0.15 08-09 0.26 0.57 09-10 — — 08-09 0.15 — 09-10 0.64 — 08-09 — — 09-10 — — 08-09 — — iii) iv) v) Loans taken Cash & Bank balances Other Receivables & Advance 18.70 — — 28.63 — — — — — — — — — — — — — — — — — — — — — 0.06 — — 0.01 0.05 As per the terms of agreements dated 31st August 2009 and dated November 2009 with JK Files (India) Limited (JKFIL) (formerly Hindustan Files Limited), a wholly owned subsidiary of the Company, the Company during the year, divested its Files & Tools business on a going concern basis to JKFIL w.e.f. 1st October 2009, on the terms and conditions mentioned in the agreements. The financial statements of the year reflect the impact of the transactions. The surplus arising out of the transaction and the tax expenses thereon are as under. Rs in lacs Surplus on divesment of files business Tax expenses: Current Tax 4450.82 — Deferred Tax 329.49 329.49 4121.33 The disclosure with respect to discontinued operations are as under: Rs in lacs Particulars Revenue from ordinary activities 2009-10 9,652.37 2008-09 22,156.22 Expenses from ordinary activities 9,445.66 21,112.67 1,192.36 1,741.26 Net Cash Flow: Operating activity Investing activity Financing Activity 49 69.28 (133.07) (1,310.26) (1,291.39) CMYK 8. A. Managerial remuneration under Section 198 of the Companies Act, 1956, paid or payable during the financial year, to the Directors, as under : 2009-2010 (Rs. in lacs) 2008-2009 (Rs. in lacs) 394.83 363.14 37.31 46.53 432.14 409.67 50.66 18.11 482.80 427.78 Salary, Allowances and Gratuity paid Contribution to Provident and Other Funds Approximate money value of perquisites and benefits (a) The employee-wise break-up of liability on account of Retirement Benefit Schemes based on actuarial valuation is not ascertainable. The amounts relatable to the Directors is, therefore, disclosed in the year of payment. (b) (i) In absence of adequate profits during the year, the Company made an application to the Central Government for approval of remuneration of Chairman and Managing Director in terms of the shareholders’ approval. The Central Government has approved the remuneration for the period July 2009 to March 2010. For the period April 2009 to June 2009, approval from the Central Government is awaited. (ii) In respect of Whole Time Director appointed with effect from 20th June 2009, the Company made an application for approval of appointment and remuneration in terms of the shareholders’ approval. The Company has received the Central Government approval, against which certain clarification has been sought by the Company. (iii) Pending such approval in case of (i) above and clarification in case of (ii) above, an amount of Rs.88.21 lacs being remuneration in excess of the approvals received, is being held in trust by the managerial personnel. (c) In terms of Central Government approval received by the Company during the year in respect of the managerial remuneration paid / provided in the year 2008-09, the Company has written back an amount of Rs.3.90 lacs being excess provision for remuneration. Previous year’s figures have accordingly been restated. Year ended 31st March, 2010 (Rs. in lacs) B. Year ended 31st March, 2009 (Rs. in lacs) Statement showing the computation of Net Profit in accordance with Section 198(1) of the Companies Act, 1956: Profit/(Loss) before Tax - per Profit and Loss Account 2,004.34 Add: Managerial remuneration paid/provided Director’s Fees Provision for diminution in value of investments Depreciation and amortisation Exceptional Items (net) (29,755.06) 482.80 427.78 14.70 8.40 — 1,313.56 11130.65 8,881.35 (116.52) 23,879.95 11511.63 34511.04 13,515.97 Less: Profit on sale of Investments (net) Excess of expenditure over income under Section 349 relating to earlier years. Depreciation and amortisation 4,755.98 1795.36 1721.52 6735.03 — 11130.65 8,881.35 Provision for doubtful debts/receivables (shown as exceptional item) 222.30 722.73 Prior period adjustments (Net) 130.76 65.41 Provision for Wealth Tax 100.00 100.00 Net Profit/(Loss) in accordance with Section 198(1)/349 50 20114.10 11491.01 (6,598.13) (6,735.03) CMYK Year ended 31st March, 2010 (Rs. in lacs) 9. Year ended 31st March, 2009 (Rs. in lacs) Auditor’s Remuneration: (i) Fees as Auditor (ii) For management services (iii) For other services (iv) Out-of-pocket expenses 40.26 30.33 5.79 10.11 23.47 11.81 2.72 3.29 12,789.03 14,141.68 10. Imports: Value of imports (including in-transit) calculated on C.I.F. basis in respect of (i) Raw Materials, Merchanting Goods, etc. (ii) Stores and Spare Parts 1,175.19 1,437.96 (iii) Capital Goods 555.10 23,791.12 (iv) Repairs 237.69 46.01 1,441.29 1,941.93 11. Expenditure in Foreign Currency on account of: (i) Interest and Finance Charges (ii) Export Sales Commission 679.65 952.74 (iii) Advertisement expenses 217.01 251.95 (iv) Foreign travel, subscription, etc. 169.36 329.56 (v) Consultancy charges 351.25 467.92 (vi) Others 727.58 524.29 12. Remittance in Foreign Currency on account of dividends: Paid in 2009-2010 (a) Year to which the dividend relates 2008-09 Paid in 2008-2009 2007-2008 (b) Number of non-resident shareholders to whom remittances were made Nil 62 (c) Number of shares on which remittances were made Nil 51876 (d) Amount remitted (Rs. in lacs) Nil 1.3 Year ended 31st March, 2010 (Rs. in lacs) Year ended 31st March, 2009 (Rs. in lacs) 13. Earnings in Foreign Currency: (i) Export of goods calculated on FOB basis (ii) Earnings from Air Taxi Operations (iii) Others 12877.13 18706.62 26.92 36.96 26.48 6.37 14. Revenue expenditure, including overheads on research and development incurred and charged out during the year through the natural heads of account, aggregate Rs. 12.09 lacs (Previous year Rs. 18.67 lacs). The capital expenditure incurred for research and development purposes, aggregate Rs.Nil (previous year Nil). 15A Sundry Creditors in Schedule ‘5’ to the Accounts include (i) Rs. Nil (Previous Year Rs. Nil) due to micro and small enterprises registered under the Micro, Small and Medium Enterprises Development Act, 2006 (MSME); and (ii) Rs. 19295.30 lacs (Previous Year Rs. 22005.18 lacs) due to other creditors. 15B No interest is paid / payable during the year to any enterprise registered under the MSME. 15C The above information has been determined to the extent such parties could be identified on the basis of the information available with the Company regarding the status of suppliers under the MSME. 51 CMYK Year ended 31st March, 2010 (Rs. in lacs) Year ended 31st March, 2009 (Rs. in lacs) 16. Prior period adjustments represent : Debits relating to earlier years 160.32 115.22 Credits relating to earlier years (26.94) (49.60) (2.62) (0.21) 130.76 65.41 (3119.85) (312.54) Depreciation/Amortisation adjustments (net) 17. Exceptional Items: (a) VRS payments and other termination costs (b) Provision for Diminution in exposures in Raymond UCO Denim Private Limited [Refer Note 3B(a)] (c) Net surplus on divestment of Files and Tools business [Refer Note 7] (d) Provision for Diminution in exposures in the value of investments in subsidiaries [Refer Note 3B(b)] — (23013.83) 4450.82 — (1,214.45) (553.58) 116.52 (23879.95) As at 31-3-2010 As at 31-3-2009 9936.85 9998.40 (Rs. in lacs) As at 31-3-2008 18. Deferred Tax : Deferred Tax Liability on account of : Depreciation 8177.38 Deferred Tax Asset on account of : (i) VRS Payments (ii) Other Employee benefits (iii) Taxes, Duties, Cess, etc. (iv) Provision for doubtful debts, etc. (v) Unabsorbed Depreciaion (vi) Others Deferred Tax (Net) 52 816.50 329.25 545.36 1258.02 1474.14 1277.40 208.12 218.65 215.23 90.73 381.00 135.60 5457.47 4750.74 0.00 0.98 7.42 36.21 7831.82 7161.20 2209.80 2105.03 2837.20 5967.58 CMYK 19. Related parties disclosures : 1. Relationships: (a) Subsidiary Companies : Raymond Apparel Limited Pashmina Holdings Limited Everblue Apparel Limited Jaykayorg AG Raymond (Europe) Limited [formerly J.K.( England) Limited] Regency Texteis Portuguesa, Limitada JK Files (India) Limited (formerly Hindustan Files Limited) Colorplus Fashions Limited Silver Spark Apparel Limited Celebrations Apparel Limited Ring Plus Aqua Limited Raymond Woollen Outerwear Limited R & A Logistics Inc. Scissors Engineering Products Limited JK Talabot Limited Soltaire Fashions Limited (formerly GAS Apparel Ltd.)(a subsidiary w.e.f. 1st October 2009) (b) Joint Ventures Raymond Zambaiti Limited(formerly Raymond Zambaiti Private Limited) GAS Apparel Limited (upto 30th September 2009) Rose Engineered Products India Private Limited. Raymond Uco Denim Private Limited and its subsidiaries UCO Fabrics Inc.and its Subsidiaries. UCO Sportswear International NV UCO Testatura SRL UCO Raymond Denim Holding NV Rayves Automotive Textiles Company Private Limited. (c) Other related parties where control exists : J.K. Investo Trade (India) Limited P. T. Jaykay Files Indonesia J.K. Helene Curtis Limited J.K. Ansell Limited J.K. Investors (Bombay) Limited Radha Krshna Films Limited (d) Key Management Personnel : Mr. Gautam Hari Singhania Mr. Desh Deepak Khetrapal (w.e.f. 20th June 2009). Mr. Pradeep Kumar Bhandari (upto 23rd April 2008) (e) Relatives of key management personnel and their enterprises where transactions have taken place : Dr. Vijaypat Singhania Silver Soaps Private Limited Avani Agricultural Farms Private Limited Note : Related party relationship is as identified by the company and relied upon by the Auditors. 53 CMYK 2. Transactions carried out with related parties referred in 1 above, in ordinary course of business: (Rs. in lacs) Nature of transactions Purchases Goods and Materials Fixed Assets DEPB Certificate Sales Goods, Materials and Services Fixed Assets Expenses Rent and other service charges Job work charges Agency Commission Remuneration (Refer Note 8) Interest paid Professional Fees Directors’ Fees Other Reimbursements Income Rent and other service charges Interest/Dividend received Other Receipts Deputation of staff Advertisement Reimbursements Other reimbursements Finance Loans and Advances given Investments made Outstandings Commitments given on behalf of Payable Receivable Agency/Property Deposits received Security Deposit paid Loans and Advances Property Deposit paid Referred in 1(a) above Referred in 1(b) above Related Parties Referred in 1(c) above 5692.34 (8565.34) 0.62 (24.87) (37.10) 321.59 (28.04) (3.78) 23.82 (-) 1201.97 (1047.37) (-) (-) (-) (-) (-) (-) (-) (-) 3366.92 (5069.26) 3.43 (1.22) 0.75 (84.36) (36.27) 195.81 (520.75) - (-) (-) (-) (-) 30.05 (28.65) 1505.42 (692.55) 668.50 (687.56) (-) (-) (74.58) (-) 372.72 (333.65) 1.10 (1.20) (257.92) (-) (-) (-) (-) (-) 655.36 (57.94) 819.91 (962.03) (-) 560.89 (479.02) (-) 21.10 (21.10) (-) (-) 57.70 (16.27) (-) (-) (-) 482.80 (427.78) (-) (-) (-) (-) 40.80 (40.80) (-) (-) (-) (-) 132.36 (134.59) 2.00 (1.40) (-) 412.62 (322.86) 1131.79 (428.21) 17.87 (19.66) 0.77 (506.58) 67.10 (30.45) (2.36) (-) (-) (-) (-) 460.76 (164.67) (135.81) 950.17 (284.14) 67.89 (136.67) (2.46) 63.06 (127.23) 276.58 (212.46) 92.09 (-) 37.67 (50.45) (-) (-) (-) (-) (-) (-) #7320.85 #(251.40) 3045.00 (5.00) (-) 620.86 (1387.10) (-) (-) (-) (-) (-) (-) 12707.79 (14054.00) 1440.80 (1353.22) * 1895.22 (2822.72) (-) 150.00 (150.00) **13729.68 **(7077.31) 10.33 (98.77) Refer note 3B(a) 656.64 (771.79) 0.33 (730.42) 1.00 (1.00) (-) * 2942.50 * (2942.50) 1.00 (1.00) (-) 695.53 (396.78) 29.35 (350.67) (211.02) (-) (-) 2935.85 (2935.85) (-) (75.00) (-) (-) (-) (-) (-) (-) 5.67 (-) (-) (-) (-) (-) 50.00 (50.00) Referred in 1(d) above Referred in 1(e) above Notes: The above excludes: 1. Transfer of Files & Tools business to JK Files (India) Limited (JKFIL) for an aggregate consideration of Rs. 9155.00 lacs. Refer note 7. 2. Forfeiture of amount paid against Share warrants issued to JK Investors (Bombay) Limited. Refer Note 4. 3. Waiver of interest outstanding of Raymond UCO Denim Private Limited. Refer Note 3B(a). * Refer Note 3B. Figures are gross of provision. ** includes Rs. 2404.04 lacs, interest free (Previous year Rs.2155.44 lacs) # includes Rs. 248.60 lacs, interest free (Previous year Rs.Nil) (Previous year figures are in brackets) 54 CMYK 3 Disclosure in respect of material transactions with related parties during the year. (included in 2 above). (Rs. in lacs) 2009-10 2008-09 Raymond Apparel Limited 3294.54 3646.02 JK Files (India) Limited 1219.98 2896.15 455.20 1383.09 1129.10 928.81 Raymond Apparel Limited 943.26 642.30 JK Files (India) Limited 537.83 1457.81 1265.70 1984.78 Silver Spark Apparel Limited 605.12 77.32 Raymond Woollen Outerwear Limited 877.10 861.95 J.K. Investors (Bombay) Limited 615.91 736.08 J.K. Investo Trade (India) Limited 204.00 225.95 Jaykayorg AG 650.42 584.02 J.K. Investors (Bombay) Limited 560.89 479.02 2935.85 2935.85 Silver Spark Apparel Limited 5089.25 6400.00 Raymond Woollen Outerwear Limited 2132.54 2168.00 Everblue Apparel Limited 4300.00 4300.00 Purchases Goods and Materials JK Talabot Limited J.K. Investors (Bombay) Limited Sales Goods and Materials Silver Spark Apparel Limited Job work charges Rent Paid Commission Property Deposit J.K. Investors (Bombay) Limited Guarantee Given 55 CMYK As at 31.03.2010 (Rs.in lacs) As at 31.03.2009 (Rs. in lacs) For a period not later than one year 2941.46 2866.93 For a period later than one year and not later than five years 8201.24 9594.42 For a period later than five years 1861.52 3748.84 For a period not later than one year 31.70 — For a period later than one year and not later than five years 48.24 — — — 244.74 244.74 8.33 8.39 54.01 45.68 39.42 51.27 2.88 42.30 — — Year ended 31st March, 2010 (Rs. in lacs) Year ended 31st March, 2009 (Rs. in lacs) Profit/(Loss) for the year after tax 2636.51 (27039.68) Prior period adjustments (Net) (130.76) (65.41) — (50.04) Profit/(Loss) including exceptional items 2505.75 (27155.13) Exceptional items (net of taxes) (823.44) 23511.30 Profit/(Loss) excluding exceptional items (net of taxes) 1682.31 (3643.83) 10.00 10.00 20. (a) Premises taken on operating lease: The total future minimum lease rentals payable at the Balance Sheet date is as under: (b) Vehicles taken on operating lease: The total future minimum lease rentals payable at the Balance Sheet date is as under: For a period later than five years Total operating lease expenses debited to Profit and Loss Account is Rs. 4402.39 lacs (Previous year 4618.18 lacs) (c) Premises given on operating lease: (i) Buildings: Gross carrying amount Depreciation for the year Accumulated Depreciation The value of portions of premises given on operating lease is not disclosed above since identification of value relatable to the portion is not possible. (ii) The total future minimum lease rentals receivable at the Balance Sheet date is as under: For a period not later than one year For a period later than one year and not later than five years For a period later than five years 21. Computation of Profit for Earnings per Share: Tax in respect of earlier years Nominal value per share in Rupees 56 CMYK 22. Capacity and Production (Annual Capacity) Refer Note 3B(c) As at 31st March, 2010 As at 31st March, 2009 Licensed/ Registered * Installed Licensed/ Registered * Installed Wool Combing - Lac Kgs. 13.60 13.60 13.60 13.60 Wool Combing - Lac Kgs. 46.96 46.96 46.96 Wool Spinning - Spindles 1,440 1,440 1,440 1,440 Worsted Spinning - Spindles 22700 22700 22700 22700 Worsted Spinning - Spindles 55656 (b) 55656 55656 (b) 55656 Synthetic Spinning - Spindles 13728 (a) 13728 13728 (a) 13728 Synthetic Spinning - Spindles 3840 3840 3840 3840 Weaving - No. of Looms 246 246 246 246 Weaving - No. of Looms 243 243 243 Weaving - No. of Looms 32 32 32 Not specified 37 (A) Licensed and Installed Capacities: Hosiery - No. of Machines Looms for Plush Fabrics (b) (b) (b) (b) 46.96 243 32 Not specified 37 19 (b) 19 19 (b) 19 Trousers - Lac Nos. 5.44 (b) 1.80 5.44 (b) 1.80 Jackets - Lac Nos. 5.44 (b) 1.80 5.44 (b) 1.80 Files & Rasps - Lac Nos. H.S.S. Twist Drills - Lac Nos. Tool bits - Lac Nos. Bars & Rods - M.T. } Refer Note 7 NA # 444 NA # 144 NA # 1.50 NA # 7,200 * As certified by the Management and being a technical matter, accepted by the Auditors as correct. # Delicensed and therefore Not Applicable (a) Per Memorandum of Information filed with Secretariat for Industrial Approvals, Government of India (b) Installed against Industrial Entrepreneurs Memorandum Unit Year Ended 31st March, 2010 Year Ended 31st March, 2009 326.43 325.00 (B) Actual Production $ Fabrics Lac Mtrs. Rugs, Blankets and Shawls Lac Pcs. 2.86 3.25 Furnishing Fabrics Lac Mtrs. 7.81 8.04 Files and Rasps Lac Nos. 200.95 513.71 H.S.S.Twist Drills Lac Nos. 72.49 146.02 Bars and Rods (HRS) $ M.T. 2979.83 6365.27 2548.71 M.T. used for captive consumption; Previous year 5608.43 M.T. 57 58 Lac Pcs. Lac Mtrs. Lac Mtrs. Lac Nos. Lac Nos. M.T. M.T. Garments Shirtings Merchanting Fabrics Files and Rasps H.S.S. Twist Drills Bars & Rods $ File Steel 1572.65 2979.83 72.49 200.95 2.71 7.43 2.94 7.81 3031.76 6365.27 146.02 513.71 3.03 6.03 2.93 8.04 3.25 — 73.86 11.95 60.41 0.85 1.79 1.10 0.75 1.27 58.02 — 35.74 282.48 1425.32 1029.71 315.54 2021.27 148.94 738.17 12733.87 Value MT Steel 1093 2.71 516.43 1059.02 1174.79 7462.91 Lac Mtrs. Fabrics 7.43 3821.83 Total Lac Mtrs. Shirtings 2.94 Value 890.84 Lac Pcs Garments Quantity Others Unit Items 2009-10 2175 3.03 6.03 2.93 Quantity Value 10363.30 1385.79 1267.98 2177.57 945.51 4586.45 2548.71 M.T. used for captive consumption; Previous year 5608.43 M.T. $ 2008-2009 Samples, damages, losses, excess/shortage in inventories etc.. Quantity transferred on divestment of Files and tools business. Details of Goods Traded in - Purchases during the year 239.02 — 57.02 336.66 1104.25 1301.42 436.63 1834.86 125.85 653.47 7499.13 Value 13588.31 b) — 127.16 13.09 51.43 1.74 2.61 1.66 0.66 1.06 36.10 Quantity As at 1-4-2008 a) Notes : Sundries include - 19022.34 Lac Mtrs. Furnishing Fabric 2.86 325.00 Quantity Total Lac Pcs./ Mtrs. Rugs, Blankets & Shawls 326.43 Quantity As at 1-4-2009 Opening Stock 291.30 Lac Mtrs. Fabrics Quantity 2009-10 2008-2009 Production/Purchase Others Unit Stocks and Turnover Class of Goods (C) — 0.74 2.43 1.21 0.32 1.67 35.22 Quantity 11168.00 164.33 — 589.85 399.02 1576.98 68.09 954.30 7415.43 Value As at 31-3-2010 — 73.86 11.95 60.41 0.85 1.79 1.10 0.75 1.27 58.02 Quantity 19022.34 291.30 — 35.74 282.48 1425.32 1029.71 315.54 2021.27 148.94 738.17 12733.87 Value As at 31-3-2009 Closing Stock Value 1572.65 323.91 74.47 209.76 2.78 6.68 2.87 8.27 2.43 130831.67 2544.02 1040.96 110.46 1659.25 6102.37 1696.42 1583.62 5228.77 1764.42 1717.27 348.30 107384.11 Quantity 2009-2010 3031.76 810.14 147.11 504.63 3.39 6.71 3.45 8.07 3.10 302.96 Quantity 134826.72 2214.92 2405.71 542.15 3339.48 14559.10 2453.21 1540.48 5434.04 1744.87 1986.00 98606.76 Value 2008-2009 Turnover (net of sales returns) — — 181.57 9.97 51.60 0.04 0.11 (0.04) (0.03) 0.03 0.93 Quantity — — — 0.05 0.10 0.53 0.14 0.04 (0.12) (0.06) 0.12 Quantity 2009-2010 2008-2009 Sundries (Value - Rs. in lacs) CMYK CMYK 23 Disclosures pursuant to Accounting Standard-15 “Employee Benefits” a. The Company has recognised Rs. 1354.02 lacs (Previous Year Rs. 1358.83 lacs) in the Profit and Loss Account for the year ended 31st March 2010 under Defined Contribution Plans. b. Details of Defined Benefit Plan (Rs. In Lacs) 31st March, 2010 Gratuity 31st March, 2009 Pension Gratuity Pension 1 Components of Employer Expense (a) Current Service Cost 303.83 32.35 280.70 33.10 (b) Interest Cost 461.66 60.52 491.67 64.30 (c) Expected Return on Plan Assets (452.00) — (451.50) — (d) Actuarial (Gain)/Loss (59.01) (7.17) 84.87 (48.67) (e) Total expense/(gain) recognised in the Profit and Loss Account 254.48 85.70 405.74 48.73 830.62 6516.35 803.04 2 Net Asset/(Liability) recognised in Balance Sheet (a) Present Value of Obligation as at the close of the year 5284.15 (b) Fair Value of Plan Assets as at the close of the year 5284.15 N.A. 6516.35 N.A. (c) Asset/(Liability) recognised in the Balance Sheet — (830.62) — (803.04) 3 Change in Defined Benefit Obligation (DBO) during the year ended as on 31st March, 2010 (a) Present Value of Obligation as at the beginning of the year 6516.35 803.04 6005.31 792.43 (b) Current Service Cost 303.83 32.35 280.70 33.10 (c) Interest Cost 461.66 60.52 491.67 64.30 (d) Actuarial (Gain)/Loss (88.83) (7.17) 65.32 (48.67) (e) Liabilities assumed on Acquisition / Settled on Divestiture (1,028.17) — — — (f) Benefits Paid (880.69) (58.12) (326.65) (38.12) (g) Present Value of Obligation as at the close of the year 5284.15 830.62 6516.35 803.04 4 Changes in the Fair Value of Plan Assets (a) Present Value of Plan Assets as at the beginning of the year (b) Expected Return on Plan Assets 452.00 (c) Actuarial Gain/(Loss) (29.82) (d) Actual Company Contribution 254.48 (e) Liabilities assumed on Acquisition / Settled on Divestiture (f) Benefits Paid (880.69) (g) Fair Value of Plan Assets as at the close of the year 5284.15 5 Actuarial Assumptions 6516.35 (1,028.17) } 6005.31 451.50 (19.55) N.A. 405.74 — (326.65) 6516.35 } N.A. (a) Discount Rate (per annum) 8.0% 8.0% 7.5% 7.5% (b) Expected Rate of Return on Assets (per annum) 7.5% N.A. 7.5% N.A. (c) Salary Escalation Rate* 7.5% 7.5% 7.5% 7.5% * takes into account the inflation, seniority, promotions and other relevant factors 6 Percentage of each Category of Plan Assets to total Fair Value of Plan Assets as at the close of the year (a) Government Securities 60% (b) Corporate Bonds 33% (c) Insurer Managed Funds 5% (d) Others 2% 59 } 55% 41% N.A. 1% 3% } N.A. CMYK 24. Material Consumption (Rs. in lacs) Year Ended 31st March, 2009 Year Ended 31st March, 2010 Unit A. Raw Material Consumed: Wool and Wool Tops Other Natural Fibres & Tops Staple & Synthetic Fibres & Tops Yarn Grey Fabric Rags & Waste Files Steel Drill Steel Semi-Finished Files Others M.T. M.T. M.T. M.T. Lacs Mtrs. M.T. M.T. M.T. Lac Nos. Quantity Value Quantity Value 3109 84 4946 5435 1.00 69 2342 172 79 12630.00 480.00 4911.00 9280.00 150.00 46.00 1112.94 583.30 1418.48 206.04 3003 55 5052 3892 1.04 220 6055 374 190 12795.00 550.00 4611.00 6578.00 170.44 158.00 3168.19 1393.82 4019.63 195.05 30817.76 B. 33639.13 Imported and Indigenous materials consumed: Year Ended 31st March, 2010 (i) (ii) Raw Materials: Imported Indigenous Stores and Spare Parts: Imported Indigenous Year Ended 31st March, 2009 (Rs. in lacs) % (Rs. in lacs) % 11780.07 19037.69 38.22 61.78 12607.33 21031.80 37.48 62.52 30817.76 100.00 33639.13 100.00 6911.02 1389.56 83.26 16.74 1535.74 7866.18 16.33 83.67 8300.58 100.00 9401.92 100.00 25. Information on Joint Ventures: i) Jointly controlled entities. Sr. Name of the Joint Venture No. Country of Incorporation Percentage of Ownership interest 1) 2) Raymond Zambaiti Limited Raymond Woollen Outerwear Limited India India 2009-10 50% 99.99% 2008-09 50% 50% 3) 4) 5) Raymond UCO Denim Pvt. Ltd. Solitaire Fashions Limited. Rose Engineered Products India Pvt. Ltd.* India India India 50% 100% 50% 50% 50% 50% 6) Rayves Automotive Textile Company Pvt. Ltd.* India 33.33% 50% * Held through subsidiaries ii) Contingent Liabilities in respect of Joint Ventures. (Rs.in lacs) a) b) iii) Directly incurred by the Company Share of the Company in contingent liabilities which have been incurred jointly with other ventures c) Share of the Company in contingent liabilities incurred by jointly controlled entity (to the extent ascertainable) d) Share of other ventures in contingent liabilities incurred by jointly controlled entity. Capital commitments in respect of Joint Ventures a) Direct Capital commitments by the Company b) Share of the Company in capital commitments which have been incurred jointly with other ventures c) Share of the Company in capital commitments of the jointly controlled entity. 60 2009-10 2008-09 — — — — 1499.53 — 2344.86 — — — Refer Note 3B(a) 215.94 58.96 CMYK iv) Interest in the assets, liabilities, income and expenses with respect to jointly controlled entities. (Rs.in lacs) A) 2008-09 Fixed Assets (Net Block): 24499.48 26135.83 Capital Work-in Progress 166.10 157.39 Inventories 6340.92 5899.33 Sundry Debtors 6200.95 6838.23 Cash and Bank Balances 1587.89 1467.79 Loans and Advances 1791.28 1496.75 Other Current Assets 1871.71 2594.60 21286.88 23526.18 4836.21 4122.99 Liabilities 7219.99 8679.66 Provisions 4523.41 2573.17 418.12 137.11 34346.54 43227.99 873.41 573.14 Assets: a) b) B) 2009-10 Current Assets, Loans and Advances: Liabilities: 1) Loan Funds: Secured Loans Unsecured Loans 2) 3) C) D) Current Liabilities and Provisions: Deferred Tax Liability (Net) Income: a) Sales and Export Incentives b) Other Income Expenditure: a) Material Costs 14533.15 17654.61 b) Manufacturing Expenses and Inventory Variation 10686.46 13807.54 c) Employment Costs 3221.17 6573.38 d) Administrative, Selling and Other Expenses 2826.19 8912.28 e) Finance Charges 1775.47 2782.30 f) Depreciation 3189.99 4265.33 g) Provision for Taxation 282.82 (183.24) 26. In accordance with Accounting Standard-17 ‘Segment Reporting’, segment information has been given in the consolidated financial statements of Raymond Limited, and therefore , no separate disclosure on segment information is given in these financial statements. 27. Previous year’s figures have been regrouped / recast wherever necessary.In view of the divestment of the Files & Tools business, the figures of current year are not comparable with corressponding figures of previous years. 28. Significant accounting policies and practices adopted by the Company are disclosed in the statement annexed to these Accounts as Annexure I. Signatures to Schedules 1 to 16 As per our Report of even date For DALAL & SHAH Firm Registration Number 102021W Chartered Accountants H. SUNDER President-Finance and Chief Financial Officer GAUTAM HARI SINGHANIA Chairman and Managing Director Shishir Dalal Partner Membership No. 037310 THOMAS FERNANDES Director-Secretarial & Company Secretary P. K. BHANDARI Director Mumbai, 27th April, 2010 Mumbai, 27th April, 2010 61 CMYK ANNEXURE I STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES (annexed to and forming part of the Accounts for the year ended 31st March, 2010) These financial statements have been prepared on an accrual basis and under historical cost convention and in compliance, in all material aspects, with the applicable accounting principles in India, the applicable accounting standards notified under Section 211 (3C) and the relevant provisions of the Companies Act, 1956. The significant accounting policies adopted by the Company are detailed below. I. RECOGNITION OF INCOME AND EXPENDITURE : (i) Revenues/Incomes and Costs/Expenditure are generally accounted on accrual, as they are earned or incurred. (ii) Sale of Goods is recognised on transfer of significant risks and rewards of ownership which is generally on the dispatch of goods. (iii) Export Incentives under the “Duty Entitlement Pass Book Scheme” and “Duty Draw back Scheme” are accounted in the year of export. (iv) Compensation to employees under Voluntary Retirement Scheme (VRS) is written off in the year of payment. II. USE OF ESTIMATES : The preparation of financial statements in conformity with generally accepted accounting principles requires estimates and assumptions to be made that affect the reported amounts of assets and liabilities on the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Differences between actual results and estimates are recognised in the period in which the results are known/materialised. III. FIXED ASSETS : Fixed Assets (other than livestock) are stated at cost, less accumulated depreciation (other than ‘Freehold Land’ where no depreciation is charged). Cost comprises the purchase price, including duties and other non-refundable taxes on levies, any directly attributable cost of bringing the asset to its working condition and indirect costs specifically attributable to construction of a project or to the acquisition of a fixed asset. Livestock are stated at Book Value. Assets retired from active use are carried at lower of book value and estimated net realisable value. IV. METHOD OF DEPRECIATION AND AMORTISATION : (i) Depreciation on Factory Buildings, Plant and Machinery, Electrical Installations and Equipment and Aircraft is provided on the Straight Line Method (S.L.M.) by writing off 95% of the cost of the assets over the ‘Specified Period’ of the assets in accordance with the provisions of Section 205(2)(b) of the Companies Act, 1956; (ii) Depreciation on other Fixed Assets (other than ‘Land’ and ‘Livestock’ where no depreciation is provided), is provided on the “Written Down Value Method” (W.D.V.) at the rates specified in Schedule XIV to the Companies Act, 1956 from time to time; (iii) Depreciation on all assets referred to in (i) above, acquired upto 31st March, 1987, is provided at the rates of depreciation prevalent at the time of acquisition of the assets, in pursuance of Circular No. 1 of 1986, (1.1/86-CL-V) dated 21st May, 1986, issued by the Company Law Board; (iv) Depreciation on additions to Fixed Assets after 1st April, 1987 is provided at the relevant rates of depreciation in respect of S.L.M. and W.D.V., as specified in Schedule XIV to the Companies Act, 1956 from time to time; (v) Depreciation on additions to assets or on sale/discardment of assets, is calculated pro rata from the month of such addition or upto the month of such sale/discardment, as the case may be; (vi) Cost of Technical Know-how capitalised is amortised over a period of six years thereof. (vii) Cost of Customised Software capitalised is amortised over a period of three years (viii) Cost of Leasehold Land is amortised over the period of lease. V. INVESTMENTS : Investments are classified into Current and Long-term Investments. Current Investments are stated at lower of cost and fair value. Long-term Investments are stated at cost. A provision for diminution is made to recognise a decline, other than temporary, in the value of Long-term Investments. VI. VALUATION OF INVENTORIES : Inventories of Raw Materials, Goods-in-Process,Stores and spares, Finished Goods and Merchanting Goods are stated ‘at cost or net realisable value, whichever is lower’. Goods-in-Transit are stated ‘at cost’. Cost comprise all cost of purchase, cost of conversion and other costs incurred in bringing the inventories to their present location and condition. The excise duty in respect of closing inventory of finished goods is included as part of finished goods. Cost formulae used are ‘First-in-First-out’, ‘Weighted Average cost’ or ‘Specific identification’, as applicable. Due allowance is estimated and made for defective and obsolete items, wherever necessary, based on the past experience of the Company. VII. FOREIGN CURRENCY TRANSLATIONS : (i) All transactions in foreign currency, are recorded at the rates of exchange prevailing on the dates when the relevant transactions take place; (ii) Monetary items in the form of Loans, Current Assets and Current Liabilities in foreign currency, outstanding at the close of the year, are converted in Indian Currency at the appropriate rates of exchange prevailing on the date of the Balance Sheet. Resultant gain or loss is accounted during the year; (iii) In respect of Forward Exchange contracts entered into to hedge foreign currency risks, the difference between the forward rate and exchange rate at the inception of the contract is recognized as income or expense over the life of the contract. Further, the exchange differences arising on such contracts are recognised as income or expense along with the exchange differences on the underlying assets / liabilities. Further, in case of other contracts with committed exchange rates, the underlying is accounted at the rate so committed. Profit or loss on cancellations / renewals of forward contracts is recognised during the year. In case of option contracts, the losses are accounted on mark to market basis. 62 CMYK VIII. RESEARCH AND DEVELOPMENT : Revenue expenditure, including overheads on Research and Development, is charged out as an expense through the natural heads of account in the year in which incurred. Expenditure which results in the creation of capital assets is taken as Fixed Assets and depreciation is provided on such assets as are depreciable. IX. EMPLOYEE BENEFITS Defined Contribution Plans such as Provident Fund etc., are charged to the Profit & Loss Account as incurred.Defined Benefit Plans - The present value of the obligation under such plan, is determined based on an actuarial valuation using the Projected Unit Credit Method. Actuarial gains and losses arising on such valuation are recognised immediately in the Profit & Loss Account. In case of funded defined benefit plans, the fair value of the plan assets is reduced from the gross obligation under the defined benefit plans, to recognise the obligation on net basis. Further for certain employees, the monthly contribution for Provident Fund is made to a Trust administered by the Company. The interest payable by the Trust is notified by the Government. The Company has an obligation to make good the shortfall, if any.Other Long term Employee Benefits are recognised in the same manner as Defined Benefit Plans.Termination benefits are recognised as and when incurred. X. PROJECT DEVELOPMENT EXPENSES PENDING ADJUSTMENT : Expenditure incurred during developmental and preliminary stages of the Company’s new projects, are carried forward. However, if any project is abandoned, the expenditure relevant to such project is written off through the natural heads of expenses in the year in which it is so abandoned. XI. BORROWING COSTS : Interest and other borrowing costs attributable to qualifying assets are capitalised. Other interest and borrowing costs are charged to revenue. XII. GOVERNMENT GRANTS: Grants received against specific fixed assets are adjusted to the cost of the assets and those in the nature of promoter’s contribution are credited to capital Reserve. Revenue Grants are recognised in the Profit and Loss Account in accordance with the related scheme and in the period in which these are accrued. XIII. PROVISIONS A provision is recognised when there is a present obligation as a result of a past event, that probably requires an outflow of resources and a reliable estimate can be made to settle the amount of obligation. Provision is not discounted to its present value and is determined based on the last estimate required to settle the obligation at the year end. These are reviewed at each year end and adjusted to reflect the best current estimate. XIV. APPLICATION OF SECURITIES PREMIUM ACCOUNT : Share and Debenture Issue expenses and Premium payable on redemption of Debentures, are charged, first against available balance in Securities Premium Account. XV. TAXATION : Income-tax expense comprises current tax and deferred tax charge or credit. Provision for current tax is made on the basis of the assessable income at the tax rate applicable to the relevant assessment year.The deferred tax asset and deferred tax liability is calculated by applying tax rate and tax laws that have been enacted or substantively enacted by the Balance Sheet date. Deferred tax assets arising mainly on account of brought forward losses and unabsorbed depreciation under tax laws, are recognised, only if there is a virtual certainty of its realisation, supported by convincing evidence. Deferred tax assets on account of other timing differences are recognised only to the extent there is a reasonable certainty of its realisation. At each Balance Sheet date, the carrying amount of deferred tax assets are reviewed to reassure realisation. XVI. IMPAIRMENT OF ASSETS: The carrying amounts of assets are reviewed at each Balance Sheet date if there is any indication of impairment based on internal/external factors. An asset is impaired when the carrying amount of the asset exceeds the recoverable amount. An impairment loss is charged to the Profit and Loss Account in the year in which an asset is identified as impaired. An impairment loss recognised in prior accounting periods is reversed if there has been change in the estimate of the recoverable amount. RESEARCH AND DEVELOPMENT EXPENDITURE ACCOUNT FOR THE YEAR ENDED 31ST MARCH, 2010 (Rs. in lacs) Materials Stores, spares and chemicals consumed Personnel Wages, salaries, bonus, etc. Workmen and staff welfare expenses Contribution to Provident and other Funds 1.46 4.19 1.16 0.68 6.03 Other Expenditure Repairs and maintenance, conveyance, travelling, car expenses, etc. Miscellaneous expenses 1.81 1.33 3.14 1.46 Depreciation Total 12.09 This information is given pursuant to the recognition granted to the Company’s Research & Development Laboratory at Jekegram, Thane by the Department of Scientific & Industrial Research, Ministry of Science & Technology, Government of India, vide their letter No. 2(109)/2008/RDI/2005 dated 6th June, 2008, which is valid upto 31st March, 2011. 63 CMYK TEN YEAR HIGHLIGHTS (Rupees in Lacs) 2009-10 *2008-09 2007-08 2006-07 2005-06 2004-05 2003-04 2002-03 2001-02 2000-01 142706 147780 146015 137497 140637 122639 116853 109588 103208 147279 % Increase/(Decrease) (3.43) 1.2 6.2 (2.2) 14.7 4.9 6.6 6.2 (29.9) (12.1) Gross Profit/(Loss) before interest and depreciation 22938 (12373) 22287 34840 27170 18442 27305 21820 18844 52570 16.1 (8.4) 15.3 25.3 19.3 15.0 23.4 19.9 18.3 35.7 2637 (27040) 6612 20125 12229 7682 13184 9143 8364 33341 Net Fixed Assets 98206.1 106115 73311 76174 84512 57563 42122 40602 37857 37079 Investments 89178.6 88859 104730 98448 73660 73428 71587 61231 58766 60744 Net Current Assets 57282.3 57155 58543 45343 44013 42083 44381 46623 50263 42009 Total 244667 252129 236584 219965 202185 173074 158090 148456 146886 139832 -3 7 8 9 17 9 6 1 5 (11) Shareholders’ Investments 1885 1885 1885 1885 1885 1885 1885 1885 1885 1885 Bonus Shares 4253 4253 4253 4253 4253 4253 4253 4253 4253 4253 Reserves 111153 106560 133690 129478 112857 104256 98717 89297 83388 81252 Total 117291 112698 139828 135616 118995 110394 104855 95435 89526 87390 3798 7144 7998 10306 11011 10031 17672 17096 17410 27062 INCOME Sales and Other Income As % of Sales and Other Income Net Profit/(Loss) after Tax ASSETS EMPLOYED % Increase/(Decrease) EQUITY FUNDS AND EARNINGS Shareholders’ Funds: Contribution to Country’s Exchequer Per Equity Share of Rs.10: Book Value (Rupees) 191.1 187.0 231.2 220.9 193.9 179.9 170.8 155.5 145.9 142.4 Earnings 4.1 (44.2) 11.8 32.9 19.7 13.6 21.6 14.7 14.4 35.6 Dividend Nil Nil 2.5 5.0 5.0 4.0 5.5 4.5 4.5 3.0 * Figures are stated as per the Annual Report of 2008-09 64 CMYK AUDITOR’S REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS OF RAYMOND LIMITED The Board of Directors of Raymond Limited 1. We have audited the attached consolidated balance sheet of Raymond Limited (the “Company”) and it subsidiaries, its jointly controlled entities and associate companies; hereinafter referred to as the “Group” (Refer Note 1 in Schedule 16 to the attached consolidated financial statements) as at 31st March, 2010, the related consolidated Profit and Loss Account and the consolidated Cash Flow Statement for the year ended on that date annexed thereto, which we have signed under reference to this report. These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit. 2. We conducted our audit in accordance with the auditing standards generally accepted in India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. 3. (a) We did not audit the financial statements of (i) seven subsidiaries (including three foreign subsidiaries of a Indian Joint Venture of the Company) and one jointly controlled entity included in the consolidated financial statements, which constitute total assets of Rs.24814.72 lacs and net assets of Rs.21753.53 lacs as at 31st March, 2010 and total revenue of Rs.25416.10 lacs and net increase in cash flows amounting to Rs.149.92 lacs for the year then ended; and (ii) three associate companies whose net assets are Rs.6763.57 lacs as at 31st March, 2010. These financial statements and other financial information have been audited by other auditors whose reports have been furnished to us, and our opinion on the consolidated financial statements to the extent they have been derived from such financial statements is based solely on the report of such other auditors. (b) We also did not audit the financial statements of (i) two other foreign subsidiaries included in the consolidated financial statements, which constitute total assets of Rs.2306.76 lacs and net asset of Rs.2183.76 lacs as at March 31, 2010 and total revenue of Rs.902.51 lacs and net increase in the cash flow of Rs.201.57 lacs for the year then ended and (ii) an associate whose net asset were Rs.1253.03 lacs as at March 31, 2010. These financial statements have been audited/reviewed (as the case may be) as at 31st December, 2009 by other auditors, whose reports have been furnished to us. However, since these financial statements, which were compiled by the management of these companies, for the financial year ended 31st March, 2010, were not audited, any adjustments to their balances could have consequential effect on the attached consolidated financial statements. However, the size of these subsidiaries and the associate, in the consolidated position, is not significant in relative terms. 4. Without qualifying our opinion, we draw your attention to Note 9 (a) in Schedule 16, regarding the carrying value of the assets relating to subsidiaries of Raymond UCO Denim Private Limited, a joint venture company, which may need adjustment, if the outcome of the management’s estimates of realisable value of assets, which are subject to inherent uncertainties, is substantially different. 5. We report that the consolidated financial statements have been prepared by the Company’s Management in accordance with the requirements of Accounting Standard (AS) 21 - Consolidated Financial Statements, Accounting Standard (AS) 23 - Accounting for Investments in Associates in Consolidated Financial Statements, and Accounting Standard (AS) 27 - Financial Reporting of Interests in Joint Ventures notified under sub-section 3C of Section 211 of the Companies Act, 1956. 6. Based on our audit and on consideration of reports of other auditors on separate financial statements and on the other financial information of the components of the Group as referred to above, and to the best of our information and according to the explanations given to us, in our opinion, the attached consolidated financial statements give a true and fair view in conformity with the accounting principles generally accepted in India: (a) in the case of the consolidated Balance Sheet, of the state of affairs of the Group as at 31st March 2010; (b) in the case of the consolidated Profit and Loss Account, of the loss of the Group for the year ended on that date: and (c) in the case of the consolidated Cash Flow Statement, of the cash flows of the Group for the year ended on that date For DALAL & SHAH Firm Registration Number 102021W Chartered Accountants Shishir Dalal Mumbai, Partner 27th April, 2010 Membership Number 037310 65 CMYK CONSOLIDATED BALANCE SHEET AS AT 31ST MARCH, 2010 Schedule No. SOURCES OF FUNDS: Shareholders’ Funds: Share Capital Share Warrrants Reserves and Surplus Joint Ventures Control Account Loan Funds: Secured Loans Unsecured Loans 1 1A 2 Consolidated with subsidiaries Share in Joint Ventures Total as at 31.03.2010 (Rs. in lacs) Consolidated with subsidiaries Share in Joint Ventures Total as at 31.03.2009 (Rs. in lacs) 6138.08 — 143920.26 (36364.20) — — (32470.90) 36364.20 6138.08 — 111449.36 — 6138.08 2086.95 141797.94 (34533.76) — — (28361.42) 34533.76 6138.08 2086.95 113436.52 — 113694.14 3893.30 117587.44 115489.21 6172.34 121661.55 96282.38 50172.76 21286.88 1466.10 117569.26 51638.86 109211.51 48463.44 23526.18 1096.76 132737.69 49560.20 146455.14 1700.47 22752.98 418.12 169208.12 2118.59 157674.95 2617.11 24622.94 137.14 182297.89 2754.25 3 Deferred Tax Liability (Net) (Refer Note No.7) Minority Interest TOTAL APPLICATION OF FUNDS: Fixed Assets: 4 Gross Block Less: Depreciation, Amortisation and Impairment Net Block Less: Unrealised Profit Capital work-in-progress Investments Current Assets, Loans and Advances: Inventories Sundry Debtors Cash and Bank Balances Other Current Assets Loans and Advances Less: Current Liabilities and Provisions: Current Liabilities Provisions 5 6 — 734.09 673.56 — 673.56 27064.40 289648.24 276454.83 30932.42 307387.25 216792.77 94048.54 35465.09 11826.43 252257.86 105874.97 214383.04 86353.68 35635.70 8593.69 250018.74 94947.37 122744.23 1984.33 6124.82 23638.66 2789.71 166.10 146382.89 4774.04 6290.92 128029.36 361.21 8312.17 27042.01 3230.15 157.37 155071.37 3591.36 8469.54 126884.72 62965.89 21015.05 — 147899.77 62965.89 135980.32 63014.73 23969.23 — 159949.55 63014.73 49905.96 38896.82 5479.51 5741.21 22041.10 6340.92 6200.95 1587.89 1791.28 1871.71 56246.88 45097.77 7067.40 7532.49 23912.81 53609.80 39048.22 6891.39 6312.09 24296.62 5899.33 6838.23 1467.79 2594.60 1496.75 59509.13 45886.45 8359.18 8906.69 25793.37 122064.60 17792.75 139857.35 130158.12 18296.70 148454.82 42944.42 6386.95 7219.99 4523.41 50164.41 10910.36 46029.84 6668.50 9075.34 2258.17 55105.18 8926.67 49331.37 11743.40 61074.77 52698.34 11333.51 64031.85 72733.23 6049.35 78782.58 77459.78 6963.19 84422.97 262583.84 27064.40 289648.24 276454.83 30932.42 307387.25 7 Net Current Assets TOTAL Notes forming part of the Accounts 734.09 262583.84 16 As per our Report of even date For DALAL & SHAH Firm Registration Number 102021W Chartered Accountants H. SUNDER President-Finance and Chief Financial Officer GAUTAM HARI SINGHANIA Chairman and Managing Director Shishir Dalal Partner Membership No. 037310 THOMAS FERNANDES Director-Secretarial & Company Secretary P. K. BHANDARI Director Mumbai, 27th April, 2010 Mumbai, 27th April, 2010 66 CMYK CONSOLIDATED PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31ST MARCH, 2010 Schedule No. Consolidated with subsidiaries Share in Joint Ventures Total year ended 31.03.2010 (Rs. in lacs) Consolidated with subsidiaries Share in Total Joint year ended Ventures 31.03.2009 (Rs. in lacs) 216436.32 10074.99 34346.54 873.41 250782.86 10948.40 212720.71 (749.50) 43227.99 (2026.30) 255948.70 (2775.80) 226511.31 35219.95 261731.26 211971.21 41201.69 253172.90 65772.48 35016.70 5463.47 39585.15 50650.13 11154.12 14743.64 14533.15 9972.74 713.72 3221.17 2826.19 1775.47 2910.19 80305.63 44989.44 6177.19 42806.32 53476.32 12929.59 17653.83 65845.75 36520.22 (3050.08) 38488.65 54752.41 10495.91 12389.90 17654.61 12575.53 1232.01 6573.38 6312.84 2782.30 4265.33 83500.36 49095.75 (1818.07) 45062.03 61065.25 13278.21 16655.23 222385.69 35952.63 258338.32 215442.76 51396.00 266838.76 INCOME Sales, Services and Export Incentives Other Income EXPENDITURE Material Costs Manufacturing and Operating Costs (Increase)/Decrease in finished and process stock Employment Costs Administrative, Selling and General expenses Finance Charges Depreciation, Amortisation and Impairment 8 9 10 11 12 13 14 15 Less: Stock of Subsidiary under Liquidation PROFIT FOR THE YEAR BEFORE EXCEPTIONAL ITEMS EXCEPTIONAL ITEMS (Refer Note 6) (925.67) — (925.67) — — — 221460.02 35952.63 257412.65 215442.76 51396.00 266838.76 5051.29 (4836.72) (732.68) (3411.59) 4318.61 (8248.31) (3471.55) (1040.48) (10194.31) (10314.30) (13665.86) (11354.78) PROFIT/(LOSS) FOR THE YEAR BEFORE TAX Provision for Income Tax : - Current Tax (Net of MAT credit) - Deferred Tax charge/ (credit) - Fringe Benefits Tax Provision for Wealth Tax 214.57 (4144.27) (3929.70) (4512.03) (20508.61) (25020.64) 1617.69 (916.63) — 101.30 0.05 280.97 — 1.80 1617.74 (635.66) — 103.10 1104.75 (3501.08) 434.05 101.25 (20.00) (181.12) 16.44 1.44 1084.75 (3682.20) 450.49 102.69 PROFIT/(LOSS) FOR THE YEAR AFTER TAX Share of profit in Associate Companies Minority Interest (587.79) 679.35 (60.95) (4427.09) — — (5014.88) 679.35 (60.95) (2651.00) 402.88 (59.37) (20325.37) — — (22976.37) 402.88 (59.37) 30.61 (148.29) (21.09) 31725.29 (4427.09) (28.79) — (33289.39) (4396.48) (177.08) (21.09) (1564.10) (2307.49) (139.37) 1.02 34574.01 (20325.37) (16.44) (0.07) (12947.51) (22632.86) (155.81) 0.95 21626.50 BALANCE AVAILABLE FOR APPROPRIATION APPROPRIATION: Share of Retained Earnings in Associate Companies Share of tax on dividend of Associates 31586.52 (37745.27) (6158.75) 32128.17 (33289.39) (1161.22) 671.25 8.10 — — 671.25 8.10 354.28 48.60 — — 354.28 48.60 679.35 — 679.35 402.88 — 402.88 Balance carried to Balance Sheet 30907.17 (37745.27) (6838.10) 31725.29 (33289.39) (1564.10) Prior period adjustments (net)(Refer Note 5) Excess/(Short) provision for tax Balance brought forward Disclosure for Discontinuing Operations Subsidiaries of Raymond UCO Denim Pvt . Ltd. -Pre tax loss from ordinary activity Add/Less: Tax thereon (3537.69) — (3647.43) — -Pre tax loss on disposal of assets/settelment of liabilities Add/(Less): Tax thereon (3537.69) — — (3647.43) (10314.30) 318.27 Total Basic items Basic items and diluted earnings per share including exceptional (in Rs.) (Refer Note 14) and diluted earnings per share excluding exceptional (net of tax) (in Rs.) (Refer Note 14) Notes forming part of the Accounts — (9996.03) (3537.69) (13643.46) (7.50) (37.21) 3.91 (20.13) 16 As per our Report of even date For DALAL & SHAH Firm Registration Number 102021W Chartered Accountants H. SUNDER President-Finance and Chief Financial Officer GAUTAM HARI SINGHANIA Chairman and Managing Director Shishir Dalal Partner Membership No. 037310 THOMAS FERNANDES Director-Secretarial & Company Secretary P. K. BHANDARI Director Mumbai, 27th April, 2010 Mumbai, 27th April, 2010 67 CMYK CONSOLIDATED CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2010 Year Ended 31st March, 2010 (Rs. in lacs) A. Cash Flow arising from Operating Activities: Net Profit/(Loss) before Tax and Exceptional Items as per Profit and Loss Account Add/(Deduct): a) Bad debts and Provision for Doubtful Debts, Advances and claims b) Investment Grant c) Provision for Diminution in value of Investments d) Depreciation and Amortisation Charge e) Depreciation and Amortisation Charge ( on dillution of control ) f) Finance Charges and (Gain)/Loss on variation in Foreign Exchange rates - Loans g) Loss on Sale of Assets h) Interest Income i) Dividend Income j) Provision no longer required k) Credit balance appropriated l) Surplus on sale of Investments m) Government Grant Received n) Transfer from Capital Reserve 4318.61 Add/(Deduct): a) Increase/(Decrease) in Trade Payable b) (Increase)/Decrease in Trade and Other Receivables c) (Increase)/Decrease in Inventories (13665.86) 1056.30 — — 17653.83 2750.83 750.03 (13.78) 1313.56 16655.23 — 9536.43 402.60 (1961.06) (165.58) (2869.94) (142.22) (1881.18) — — 26381.63 600.69 (4076.93) (1977.02) (680.48) (194.20) (1613.51) 25.00 (25.77) Operating Cash Profit before Working Capital Changes B. Year Ended 31st March, 2009 (Rs. in lacs) 24380.01 37144.45 28698.62 23478.59 (1854.86) 1721.26 2427.91 12891.48 (5379.21) 2772.73 2294.31 10285.00 Cash Inflow from Operations Deduct: Direct Taxes paid ( Net ) 30992.93 33763.59 2595.35 1000.21 Cash Inflow before Prior Period Adjustments Deduct: Prior Period adjustments 28397.58 (156.55) 32763.38 (159.11) Net Cash Inflow in the course of Operating Activities Deduct: Exceptional Item 28241.03 3508.39 32604.27 348.75 Net Cash Inflow in the course of Operating Activities after Exceptional Items 24732.64 32255.52 Cash Flow arising from Investing Activities: Inflow: a) Sale of Fixed Assets b) Dividend c) Interest Received d) Sale of Investments 3475.84 165.58 1861.28 1930.04 2758.56 1977.02 6238.69 — 7432.74 Outflow: a) Acquisition of Fixed Assets b) Increase in Minority Interest c) Investment in Debentures of Joint Venture 11839.06 0.42 — Net Cash (Outflow) in the course of Investing Activities C. Cash Flow arising from Financing Activities: Inflow: a) Proceeds from Term Loans (Net) b) Proceeds from other borrowings (Net) 10974.27 58251.50 36.99 3417.00 11839.48 61705.49 (4406.74) (50731.22) — — 39073.16 9190.38 — Outflow: a) Repayment of other Borrowings (Net) b) Repayment of Term Loan (Net) c) Finance Charges (Net) d) Dividend paid 6225.01 5997.96 9557.41 — Net Cash Inflow in the course of Financing Activities D. Change in Currency Fluctuation Reserve arising on consolidation Net Increase/(Decrease) in Cash/Cash Equivalents (A+B+C+D) Cash & Cash equivalent at the beginning of the year (Refer: schedule 6 [c] ) Cash given up on dilution of Interest Cash/Cash Equivalents at the close of the year 48263.54 — — 26346.30 1795.31 21780.38 28141.61 (21780.38) 20121.93 280.30 919.99 (1174.18) 2566.22 8359.18 (117.60) 7067.40 5792.96 — 8359.18 As per our Report of even date For DALAL & SHAH Firm Registration Number 102021W Chartered Accountants H. SUNDER President-Finance and Chief Financial Officer GAUTAM HARI SINGHANIA Chairman and Managing Director Shishir Dalal Partner Membership No. 037310 THOMAS FERNANDES Director-Secretarial & Company Secretary P. K. BHANDARI Director Mumbai, 27th April, 2010 Mumbai, 27th April, 2010 68 CMYK SCHEDULES ‘1’ TO ‘16’ FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31ST MARCH, 2010 Total as at 31.03.2010 (Rs. in lacs) Total as at 31.03.2009 (Rs. in lacs) SCHEDULE 1 - SHARE CAPITAL Authorised: 10,00,00,000 Equity Shares of Rs.10 each 10000.00 10000.00 10000.00 10000.00 Issued and Subscribed : 6,13,80,853 Equity Shares of Rs.10 each, fully paid-up 6138.08 6138.08 Per Balance Sheet 6138.08 6138.08 — 2086.95 — 2086.95 SCHEDULE 1A - SHARE WARRANTS Issued and Subscribed : 61,38,085 Warrants of Rs.34/- each Per Balance Sheet SCHEDULE 2 - RESERVES AND SURPLUS (a) Share in Joint Ventures (Rs. in lacs) Total as at 31.03.2010 Consolidated with subsidiaries Share in Joint Ventures (Rs. in lacs) Total as at 31.03.2009 25.00 250.79 275.79 — 25.77 25.77 500.00 — 2086.95 — — (250.00) — — — — 250.00 — 2086.95 — — — — — — 25.00 — (25.77) — 250.79 — — (25.77) — 250.79 25.00 2611.95 0.79 2612.74 25.00 250.79 275.79 8.22 (1.00) 2.29 — 10.51 (1.00) 8.22 — 2.29 — 10.51 — Capital Reserve Balance as per last account Add/(Less): Arising from conversion of joint venture to a subsidiary Less: Transfer to Profit and Loss Account Add: Share Warrants forefeited Add: Capital grant from a joint venture partner Add: Government grant received (b) Consolidated with subsidiaries Legal Reserve: Balance as per last account Less: Reserves on Liquidation of subsidiary 7.22 2.29 9.51 8.22 2.29 10.51 (c) Securities Premium Account Balance as per last account 14778.55 4358.53 19137.08 14778.55 4358.53 19137.08 (d) Capital Redemption Reserve Balance as per last account 1521.51 — 1521.51 1521.51 — 1521.51 (e) General Reserve: Balance as per last account 89518.50 — 89518.50 89518.50 — 89518.50 (f) Revaluation Reserve Balance as per last account Less : Transfer to Profit & Loss Account — — — — — — — — 1354.40 (1354.40) 1354.40 (1354.40) — — — — — — — — — — — — — — 13.78 (13.78) 13.78 (13.78) — — — — — — 1118.56 (316.10) 316.36 596.40 1434.92 280.30 847.33 271.23 (332.40) 648.76 514.93 919.99 802.46 912.76 1715.22 1118.56 316.36 1434.92 3772.90 — 3772.90 3102.31 — 3102.31 30907.17 (37745.27) (6838.10) 31725.29 (33289.39) (1564.10) 143920.26 (32470.90) 111449.36 141797.94 (28361.42) 113436.52 (g) (h) (i) (j) Investments Grants Balance as per last account Less : Transfer to Profit & Loss Account Currency Fluctuation Reserve - on Consolidation Balance as per last account Add/(Less) : During the year Share of Retained Earnings in Associates: (Movement during the year Refer Note 13) Profit and Loss Account Per Balance Sheet 69 CMYK Consolidated with subsidiaries Share in Joint Ventures (Rs. in lacs) Total as at 31.03.2010 Consolidated with subsidiaries Share in Joint Ventures (Rs. in lacs) Total as at 31.03.2009 98950.20 SCHEDULE 3 - LOAN FUNDS (a) Secured Loans: Term Loans: Term Loans from Banks 70075.79 15002.01 85077.80 81946.86 17003.34 Interest accrued thereon 36.48 — 36.48 45.28 — 45.28 Partly Secured Term Loan 15000.00 — 15000.00 15000.00 — 15000.00 85112.27 15002.01 100114.28 96992.14 17003.34 113995.48 9231.06 6284.87 15515.93 11528.04 6522.84 18050.88 50.44 — 50.44 39.79 — 39.79 9281.50 6284.87 15566.37 11567.83 6522.84 18090.67 Buyer’s Credit Loan 1888.61 — 1888.61 650.50 — 650.50 Hire purchase loans — — — 1.04 — 1.04 96282.38 21286.88 117569.26 109211.51 23526.18 132737.69 39575.24 — 39575.24 29898.60 — 29898.60 — 958.26 958.26 — 1096.76 1096.76 Working capital loans from banks Interest accrued thereon Total - Secured Loans (b) Unsecured Loans: Foreign Currency Loans from Banks From Joint Venture Partners (Long Term) Other Borrowings: Sales Tax Deferment Loan 597.52 — 597.52 953.22 — 953.22 Others 10000.00 507.84 10507.84 17611.62 — 17611.62 10597.52 507.84 11105.36 18564.84 — 18564.84 Total - Unsecured Loans 50172.76 1466.10 51638.86 48463.44 1096.76 49560.20 146455.14 22752.98 169208.12 157674.95 24622.94 182297.89 598.36 681.38 1279.74 698.10 906.18 1604.28 Per Balance Sheet SCHEDULE 4 - FIXED ASSETS (NET BLOCK) A. Assets Goodwill on Consolidation Land Freehold 3891.01 10.96 3901.97 3990.98 12.03 4003.01 Leasehold 1302.66 257.59 1560.25 789.36 260.53 1049.89 22833.25 4860.16 27693.41 22439.65 5124.28 27563.93 1032.68 — 1032.68 2222.99 0.64 2223.63 76795.27 17659.14 94454.41 79236.03 20522.30 99758.33 3355.04 128.68 3483.72 3962.54 156.62 4119.16 Buildings Improvements to Leasehold Premises Plant and Machinery, Electrical Installations and Equipments Furniture, Fixtures and Office Equipments Livestock (at book value) 6.60 — 6.60 8.29 — 8.29 725.72 40.75 766.47 927.12 59.38 986.50 Boats and Water Equipments 4459.79 — 4459.79 5229.16 — 5229.16 Aircraft 7411.07 — 7411.07 7963.67 — 7963.67 332.78 — 332.78 561.47 0.05 561.52 122744.23 23638.66 146382.89 128029.36 27042.01 155071.37 1984.33 2789.71 4774.04 361.21 3230.15 3591.36 120759.90 20848.95 141608.85 127668.15 23811.86 151480.01 6124.82 166.10 6290.92 8312.17 157.37 8469.54 Vehicles Intangible Assets : Software Per Balance Sheet Less : Unrealised Profit B. Capital work-in-progress 70 CMYK Consolidated with subsidiaries Share in Joint Ventures (Rs. in lacs) Total as at 31.03.2010 Consolidated with subsidiaries Share in Joint Ventures (Rs. in lacs) Total as at 31.03.2009 0.27 — 0.27 0.27 — 0.27 4252.78 — 4252.78 3919.89 — 3919.89 — — — (337.70) — (337.70) 4252.78 — 4252.78 3582.19 — 3582.19 17.00 — 17.00 2017.00 — 2017.00 536.65 — 536.65 42.19 — 42.19 25.41 — 25.41 15.50 — 15.50 2956.69 — 2956.69 2942.94 — 2942.94 296.59 — 296.59 7756.79 — 7756.79 8085.39 — 8085.39 16356.88 — 16356.88 SCHEDULE 5 - INVESTMENTS (AT COST/BOOK VALUE) (fully paid up unless otherwise specified) I. LONG TERM INVESTMENTS A. Investments in Government Securities B. Non-Trade Investments Shares (Unquoted) Less: Provision for diminution in value of Investments C. Non-Trade Investments Shares (Quoted) D. Non-Trade Investments Unquoted Debentures E. Mutual Fund (Unquoted): F. Venture Capital Funds Investment in mutual fund-FMP (Growth) Investments in ventures Capital Fund G. Others Total - Long Term Investments II. CURRENT INVESTMENTS A. Dividend Option Units B. Growth Option Units C. Equity Shares (Quoted) D. Preference Shares E. Bonds 802.84 — 802.84 34290.07 — 34290.07 50406.26 — 50406.26 9699.52 — 9699.52 3358.51 — 3358.51 4177.87 — 4177.87 53.01 — 53.01 47.65 — 47.65 355.12 — 355.12 76.95 — 76.95 Less: Provision for diminution in value of Current Investments (Unquoted) (4.44) — (4.44) — — — (203.30) — (203.30) (1634.21) — (1634.21) Total - Current Investments 54768.00 — 54768.00 46657.85 — 46657.85 Total - Investments 62853.39 — 62853.39 63014.73 — 63014.73 112.50 — 112.50 — — — 112.50 — 112.50 — — — 62965.89 — 62965.89 63014.73 — 63014.73 Less: Provision for diminution in value of Current Investments (Quoted) III. APPLICATION MONEY PENDING ALLOTMENT Equity Application Money Per Balance Sheet Book Value Aggregate of Quoted Investments (Net) 3172.21 — 3172.21 4560.66 — 4560.66 Aggregate of Unquoted Investments (Net) 59681.18 — 59681.18 58454.07 — 58454.07 Total Investment excluding Application Money Pending Allotment 62853.39 — 62853.39 63014.73 — 63014.73 4167.19 — 4167.19 4676.30 — 4676.30 Market Value Aggregate of Quoted Investments 71 CMYK SCHEDULE 6 - CURRENT ASSETS, LOANS AND ADVANCES (a) Inventories: (As verified, valued and certified by the Management): (i) Loose Tools (ii) Stores and Spare Parts (iii) Stock-in-Trade: Raw Materials Goods-in-Process Finished Goods (including Merchanting Goods) (iv) Accumulated cost on conversion contracts (v) Goods-in-Transit (b) Sundry Debtors : (i) Debts outstanding for a period exceeding six months Secured (considered good) Unsecured Considered good Considered doubtful Less: Provision (ii) (c) (d) (e) Other Debts : Secured (considered good) Unsecured Considered good Considered doubtful Less: Provision Cash and Bank Balances: (i) Cash on hand (including cheques on hand) (ii) Balances with Banks In Current Accounts (including remittances-in-transit) In Deposit Accounts Other Current Assets: (i) Export Incentives, etc. receivable (ii) Dividend, Interest Subsidy and Interest receivable [including interest accrued on Investments Rs. 8.57 lacs (Previous year Rs.478.50 lacs)] (iii) MAT Credit Receivable (iv) Claims and Other receivables (v) Assets held for disposal Loans and Advances (Unsecured, considered good, unless otherwise specified): Loans and Advances to companies and others: Considered good Considered doubtful Less: Provision Advance Tax (Net of provision for tax) Advances recoverable in cash or in kind or for value to be received: Considered good Considered doubtful Less: Provision Balances with Customs, Excise, etc. Others: Considered Good Considered Doubtful Less: Provision Per Balance Sheet Consolidated with subsidiaries Share in Joint Ventures (Rs. in lacs) Total as at 31.03.2010 Consolidated with subsidiaries Share in Joint Ventures (Rs. in lacs) Total as at 31.03.2009 103.58 2423.16 692.07 103.58 3115.23 103.58 2267.80 702.88 103.58 2970.68 8309.21 12461.37 24285.78 169.45 2153.41 2234.85 2195.17 1066.31 152.52 10544.06 14656.54 25352.09 169.45 2305.93 7680.35 10659.20 31332.94 190.55 1375.38 998.48 1938.11 2200.71 59.15 8678.83 12597.31 33533.65 190.55 1434.53 49905.96 6340.92 56246.88 53609.80 5899.33 59509.13 516.94 - 516.94 180.54 38.03 218.57 2985.37 389.54 3374.91 3488.43 62.15 3550.58 3502.31 598.74 (598.74) 389.54 - 3891.85 598.74 (598.74) 3668.97 371.23 (371.23) 100.18 - 3769.15 371.23 (371.23) - - - - - - 3502.31 389.54 3891.85 3668.97 100.18 3769.15 3314.92 - 3314.92 3117.22 - 3117.22 32079.59 - 5811.41 53.27 (53.27) 37891.00 53.27 (53.27) 32262.03 - 6725.98 134.04 (121.97) 38988.01 134.04 (121.97) 35394.51 5811.41 41205.92 35379.25 12.07 6738.05 12.07 42117.30 38896.82 6200.95 45097.77 39048.22 6838.23 45886.45 233.93 14.29 248.22 256.55 94.68 351.23 2414.50 2831.08 422.52 1151.08 2837.02 3982.16 4828.07 1806.77 113.32 1259.79 4941.39 3066.56 5479.51 1587.89 7067.40 6891.39 1467.79 8359.18 1067.94 363.04 1430.98 961.81 400.38 1362.19 2778.36 934.11 960.80 - 466.09 285.05 677.10 3244.45 934.11 1245.85 677.10 2627.38 664.58 2058.32 - 517.28 397.24 1279.70 3144.66 664.58 2455.56 1279.70 5741.21 1791.28 7532.49 6312.09 2594.60 8906.69 58.78 2084.54 (2084.54) 2.36 2192.37 (2192.37) 61.14 4276.91 (4276.91) 20.00 1698.61 (1698.61) 1268.92 (1268.92) 20.00 2967.53 (2967.53) 58.78 2494.18 2.36 271.38 61.14 2765.56 20.00 2035.34 146.35 20.00 2181.69 7583.35 25.70 (25.70) 1474.88 - 9058.23 25.70 (25.70) 10349.36 37.84 (37.84) 1198.21 - 11547.57 37.84 (37.84) 7583.35 1474.88 9058.23 10349.36 1198.21 11547.57 747.59 11157.20 100.00 (100.00) 62.10 60.99 - 809.69 11218.19 100.00 (100.00) 354.17 11537.75 - 62.68 89.51 128.94 (128.94) 416.85 11627.26 128.94 (128.94) 11904.79 22041.10 123.09 1871.71 12027.88 23912.81 11891.92 24296.62 152.19 1496.75 12044.11 25793.37 122064.60 17792.75 139857.35 130158.12 18296.70 148454.82 72 CMYK SCHEDULE 7 - CURRENT LIABILITIES AND PROVISIONS (a) Current Liabilities : Acceptances Sundry Creditors Advances against Sales Deposits from Dealers and Agents Credit balance in Current Account Other Liabilities Interest accrued but not due (b) Provisions : For Employee Benefits For Excise Duties For obligations relating discontinued operation For Others Per Balance Sheet SCHEDULE 8 - SALES, SERVICES AND EXPORT INCENTIVES (1) Gross Turnover (Net of usual trade discounts, allowances, etc.): (a) Manufactured Goods (inclusive of sale of semi-finished goods) (b) Merchanting Goods Less: Excise Duties Sales Returns Other discounts and allowances (2) (3) (4) (5) (6) (7) Share in Joint Ventures (Rs. in lacs) Total as at 31.03.2010 Consolidated with subsidiaries Share in Joint Ventures (Rs. in lacs) Total as at 31.03.2009 29366.25 1155.14 6952.23 811.35 3651.54 1007.91 6215.77 20.54 8.41 96.16 771.77 107.34 35582.02 1175.68 6960.64 907.51 4423.31 1115.25 507.81 30143.81 1303.33 6439.62 1559.34 5242.35 833.58 6879.22 38.87 39.83 90.39 1722.53 304.50 507.81 37023.03 1342.20 6479.45 1649.73 6964.88 1138.08 42944.42 7219.99 50164.41 46029.84 9075.34 55105.18 6204.70 179.53 2.72 798.29 76.45 3424.77 223.90 7002.99 255.98 3424.77 226.62 6465.90 191.91 10.69 45.59 51.03 1640.67 520.88 6511.49 242.94 1640.67 531.57 6386.95 4523.41 10910.36 6668.50 2258.17 8926.67 49331.37 11743.40 61074.77 52698.34 11333.51 64031.85 195221.05 20574.60 32740.43 1162.58 227961.48 21737.18 195899.67 20452.92 41421.57 661.31 237321.24 21114.23 215795.65 33903.01 249698.66 216352.59 42082.88 258435.47 1628.06 177.14 2678.68 396.55 24.22 171.91 2024.61 201.36 2850.59 2476.16 317.18 6642.29 588.48 130.64 190.12 3064.64 447.82 6832.41 4483.88 592.68 5076.56 9435.63 909.24 10344.87 Net Turnover Commission Income from Air Taxi Operations Gross Income from Services Income from Job work Conducting Fees Export Incentives, etc. 211311.77 162.44 697.48 436.86 1154.96 741.55 1931.26 33310.33 178.64 5.77 851.80 244622.10 162.44 697.48 615.50 1160.73 741.55 2783.06 206916.96 42.66 1111.70 597.23 1571.13 698.21 1782.82 41173.64 751.04 108.06 1195.25 248090.60 42.66 1111.70 1348.27 1679.19 698.21 2978.07 Per Profit and Loss Account 216436.32 34346.54 250782.86 212720.71 43227.99 255948.70 160.42 5.16 - 160.42 5.16 1949.18 27.66 0.18 - 1949.36 27.66 SCHEDULE 9 - OTHER INCOME Dividends: From Non-Trade Investments: — Current Investments — Long Term Investments Interest Income: — On Investments — Others 165.58 - 165.58 1976.84 0.18 1977.02 191.40 1682.80 86.86 191.40 1769.66 600.34 3284.04 0.17 192.38 600.51 3476.42 1874.20 86.86 1961.06 3884.38 192.55 4076.93 3170.95 (2300.42) 222.21 63.78 3393.16 (2236.64) (12344.12) 1906.54 (759.30) (1840.14) (13103.42) 66.40 870.53 1786.02 95.16 209.54 73.60 2748.47 2251.89 285.99 68.62 121.47 310.47 1156.52 1786.02 95.16 209.54 142.22 2869.94 2562.36 (10437.58) 588.48 1025.03 148.17 194.20 680.48 1190.50 (2599.44) 380.41 (13037.02) 588.48 1025.03 148.17 194.20 680.48 1570.91 10074.99 873.41 10948.40 (749.50) (2026.30) (2775.80) 7680.35 52217.86 998.48 15808.10 8678.83 68025.96 9675.36 85.39 49577.07 2987.35 (91.37) 15587.39 12662.71 (5.98) 65164.46 59898.21 1118.31 16806.58 38.58 76704.79 1156.89 59337.82 1701.86 18483.37 303.19 21.25 77821.19 303.19 1723.11 Less: Closing Stock 58779.90 8309.21 16768.00 2234.85 75547.90 10544.06 57635.96 7680.35 18158.93 998.48 75794.89 8678.83 Purchases of Merchanting Goods 50470.69 15301.79 14533.15 - 65003.84 15301.79 49955.61 15890.14 17160.45 494.16 67116.06 16384.30 Per Profit and Loss Account 65772.48 14533.15 80305.63 65845.75 17654.61 83500.36 Gain/(Loss) on variation in Foreign Exchange rates(Net): — On Loans — On Others Profit on sale of Current Investments (Net) Profit on sale of Long-term Investments (Net) Rent and Compensation Credit Balances appropriated (Net) Provision no longer required Miscellaneous Income Per Profit and Loss Account SCHEDULE 10 - MATERIAL COSTS (1) Raw Materials consumed : Opening Stock Add: On Joint Venture becoming Subsidiary Add: Purchases (Includes Purchase of Semi Finished Goods) Less: Inventory of business liquidation Less: Sales (2) Consolidated with subsidiaries 73 CMYK Consolidated with subsidiaries Share in Joint Ventures (Rs. in lacs) Total year ended 31.03.2010 Consolidated with subsidiaries Share in Joint Ventures (Rs. in lacs) Total year ended 31.03.2009 Stores and Spare Parts 12273.35 4936.54 17209.89 12648.83 6290.39 18939.22 Power and Fuel 11927.29 3459.86 15387.15 10915.30 4449.53 15364.83 379.74 14.40 394.14 368.03 42.53 410.56 1849.89 347.32 2197.21 1750.93 556.58 2307.51 8586.43 1214.62 9801.05 10837.13 1236.50 12073.63 35016.70 9972.74 44989.44 36520.22 12575.53 49095.75 16550.85 SCHEDULE 11 - MANUFACTURING AND OPERATING COSTS Repairs to Buildings Repairs to Machinery Other Manufacturing and Operating Expenses Per Profit and Loss Account SCHEDULE 12 - (INCREASE)/DECREASE IN FINISHED AND PROCESS STOCK Opening Stock: Goods-in-Process 10659.20 1938.11 12597.31 14231.90 2318.95 On Joint Venture becoming a Subsidiary 208.23 (104.12) 104.11 548.86 (274.43) 274.43 Accumulated cost on conversion contracts 190.55 - 190.55 79.07 42.58 121.65 31332.94 2200.71 33533.65 24286.49 6435.10 30721.59 42390.92 4034.70 46425.62 39146.32 8522.20 47668.52 Add/(Less): Inventory of discontinuing operation written down - (84.97) (84.97) - (2432.93) (2432.93) Add/(Less): Inventory on liquidation of business - - - - (702.83) (702.83) Goods-in-Process 12461.37 2195.17 14656.54 10659.20 1938.11 12597.31 Finished Goods (including Merchanting Goods) 24285.78 1066.31 25352.09 31332.94 2200.71 33533.65 169.45 - 169.45 190.55 - 190.55 36916.60 3261.48 40178.08 42182.69 4138.82 46321.51 5474.32 688.25 6162.57 (3036.37) 1247.62 (1788.75) Finished Goods (including Merchanting Goods) Closing Stock: Accumulated cost on conversion contracts (Increase)/Decrease in Stocks Add/(Less): Variation in excise duty on opening and closing stock of finished goods Per Profit and Loss Account (10.85) 25.47 14.62 (13.71) (15.61) (29.32) 5463.47 713.72 6177.19 (3050.08) 1232.01 (1818.07) SCHEDULE 13 - EMPLOYMENT COSTS Salaries, Wages, Bonus, etc. 35488.86 2866.85 38355.71 34548.08 5773.52 40321.60 Contribution to Provident and Other Funds 2317.50 133.28 2450.78 2229.45 361.30 2590.75 Workmen and Staff Welfare Expenses 1778.79 221.04 1999.83 1711.12 438.56 2149.68 39585.15 3221.17 42806.32 38488.65 6573.38 45062.03 Per Profit and Loss Account SCHEDULE 14 - ADMINISTRATIVE, SELLING AND GENERAL EXPENSES Insurance (Net) Rent Lease Rentals Rates and Taxes 270.81 86.82 357.63 368.13 126.92 495.05 10655.32 237.70 10893.02 11091.24 362.33 11453.57 14.14 - 14.14 19.26 - 19.26 328.22 36.78 365.00 297.63 55.65 353.28 11923.54 Advertisement 9767.34 0.03 9767.37 11803.49 120.05 Commission to Selling Agents 6889.42 314.75 7204.17 6408.70 538.39 6947.09 Freight, Octroi, etc. 2946.86 666.70 3613.56 2665.34 1214.55 3879.89 270.69 Bad Debts, Advances and Claims written off 924.11 12.28 936.39 126.87 143.82 Provision for Doubtful Debts, Advances and Claims 105.76 14.15 119.91 25.60 453.74 479.34 18160.67 1441.98 19602.65 20378.79 2920.64 23299.43 387.60 15.00 402.60 223.94 376.75 600.69 - - - 1313.56 - 1313.56 152.47 - 152.47 20.82 - 20.82 47.41 - 47.41 9.04 - 9.04 50650.13 2826.19 53476.32 54752.41 6312.84 61065.25 Interest on Debentures and Fixed Loans(Net) 7382.58 1666.09 9048.67 5222.65 2504.55 7727.20 Interest - Others 3737.13 26.90 3764.03 4925.34 138.04 5063.38 11119.71 1692.99 12812.70 10147.99 2642.59 12790.58 Miscellaneous Expenses Loss /(Gain) on sale/discardment of fixed assets(Net) Provision for diminution in value of Investments Contribution to Charitable Funds, etc. Directors’ fees Per Profit and Loss Account SCHEDULE 15 - FINANCE CHARGES Discount on issue of “Commercial Papers” - - - 90.13 - 90.13 Commitment and other charges on Loans 34.41 82.48 116.89 257.79 139.71 397.50 11154.12 1775.47 12929.59 10495.91 2782.30 13278.21 Per Profit and Loss Account 74 CMYK 4. SCHEDULE 16 - NOTES FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS 1. A. Contingent Liabilities not provided for: The consolidated Financial Statements present the consolidated Accounts of Raymond Limited with its following Subsidiaries, Joint Ventures (and its subsidiaries), Associates (it’s Subsidiaries and Joint Ventures) : Name Country of Incorporation Proportion of Ownership Interest As on 31st As on 31st March 2010 March 2009 A. Subsidiaries Indian Subsidiaries: (a) Raymond Apparel Limited India 100% 100% (b) Pashmina Holdings Limited India 100% 100% (c) Everblue Apparel Limited India 100% 100% (d) J K Files (India ) Limited (formerly Hindustan Files Limited) India 100% 100% (e) Colorplus Fashions Limited India * 100% * 100% (f) Silver Spark Apparel Limited India 100% 100% (g) Celebrations Apparel Limited India 100% 100% (h) Scissors Engineering Products Limited India 100% 100% (i) Ring Plus Aqua Limited India $ 88.47% $ 88.47% (j) JK Talabot Limited India # 90% 90% India 99.90% 99.90% India ** 100% (k) Raymond Woollen Outerwear Limited (l) Solitaire Fashions Limited (Formerly GAS Apparel Limited) (From October 1, 2009) * @ - Held by Raymond Apparel Limited $ Held by Scissors Engineering Products Limited # Held by J K Files ( India) Ltd. ** 50% each held by Raymond Apparel Limited and Raymond Limited @ Joint Venture in the previous year Foreign Subsidiaries: (a) Jaykayorg AG (b) J.K. (England) Limited Switzerland 100% 100% United Kingdom 100% 100% (c) Regency Texteis Portuguesa, Limitada Portugal 100% 100% United States of America * 100% * 100% (a) Raymond Zambaiti Limited (formerly Raymond Zambaiti Private Limited) India 50% 50% (b) Raymond UCO Denim Private Limited (and its subsidiaries) India 50% 50% (c) Rose Engineered Products India Private Limited India & 50% & 50% (d) Rayves Automotive Textile Company Private Limited India # 33.33% # 50% (e) GAS Apparel Limited (upto September 30, 2009) India (d) R&A Logistics Inc. * B. 2332.99 2494.99 (c) Bills Discounted with the Company’s bankers. (including share of Joint Ventures Rs. 1080 Lacs ; Previous Year Rs. 1001.22 lacs) 2933.67 6478.35 (d) On account of guarantees given and also on account of the indemnities issued by the Company to the Acquirer of shares of Recron Synthetics Limited pursuant to an agreement. — 342.70 (e) On account of corporate guarantee to the bankers, vendors on behalf of subsidiaries for facilities availed by them. 7371.85 8724.00 (f) Disputed demand in respect of Income-tax etc. (interest thereon not ascertainable at present.) 2220.93 862.73 (g) Bonds/Undertakings given by the Company under concessional duty/ exemption scheme to Customs authorities (including share of Joint Ventures Rs. 418.18 lacs; Previous year Rs. 914.00 lacs.) 11660.96 11200.98 (h) Disputed liability towards Excise Duty on Post Removal of Goods from the place of manufacture. 2118.90 2118.90 2378.16 7330.57 (j) # Held by Silver Spark Apparel Limited @ Held by Colorplus Fashions Limited $ 39.20% 47.66% + 100% + 50.00% 29.41% Disputed Excise Duty Liability in respect of other matters. {(Includes Rs. 645.10 Lacs (Previous Year Rs. 5750.83 Lacs) on account of denial of excise exemption benefit) (including share of joint venture Rs. 1.35 Lacs; Previous year Nil)} Lia bility on account of jute packaging obligation upto 30th June, 1997, in respect of the Company’s erstwhile Cement Division, under the Jute Packaging Materials (Compulsor y use in packing Commodities) Act, 1987. (k) Guarantees issued by the Bankers (l) Held by Ring Plus Aqua Limited (Subsidiary of Scissors Engineering Products Limited) C. Associates and its Subsidiaries and Joint Ventures : (a) P.T. Jaykay Files Indonesia Indonesia (b) J.K. Investo Trade (India) Limited India (c) J.K. Helene Curtis Limited India (d) J.K. Ansell Limited India (e) Radha Krshna Films Limited India $ Includes 15.20% equity shares held by Jaykayorg AG. + Held by J K Investo Trade ( India) Limited 3. 2539.94 Joint Ventures and its subsidiaries & 2. 2535.88 (i) @ 50% $ 39.20% 47.66% + 100% + 50.00% 29.41% 31st March, 2009 (Rs. in lacs) (a) Claims against the Company not acknowledged as debts in respect of past disputed liabilities of the Cement and Steel Divisions divested during the year 2000-2001, Carded Woollen business divested during the year 2005-2006 and Denim Division divested during the year 2006-07. (interest thereon not ascertainable at present) (b) Claims against the Companies not acknowledged as debts (including share of Joint Ventures Rs . Nil ; Previous Year Rs. 416.52 lacs) Held by Ring Plus Aqua Limited @ 50% 31st March, 2010 (Rs. in lacs) Company’s liabilities/obligations pertaining to the period upto the date of transfer of the Company’s erstwhile Steel, Cement, Carded Woollen and Denim Divisions in respect of which the Company has given undertaking to the acquirers. Amount not determinable 81.86 17.03 Amount not determinable (m) Share in the Contingent Liabilities of an Associate 678.66 669.36 (n) Estimated liability for tax matters of foreign subsidiary 497.42 — 4801.51 7608.63 B. Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) [including Rs. 0.09 lacs (Previous year Rs.Nil ) being share in an Associate Company] [including share of Joint Ventures Rs. 215.94 lacs (Previous year Rs. 58.96 lacs)] C. The Company along with the Joint Venture Partner has under taken to additionally fund RUDPL in case it fails to meet certain covenants of the Facility cum Hypothecation Agreement entered into with a Bank. Further the Company has alongwith its Joint Venture Partner, pledged its entire shareholding in RUDPL with a bank, as security for loan taken by a subsidiary of RUDPL to meet employee separation costs. Significant Accounting Policies and Notes to these Consolidated Financial Statements are intended to serve as a means of informative disclosure and a guide to better understanding the consolidated position of the Companies. Recognising this purpose, the Company has disclosed only such Policies and Notes from the individual financial statements, which fairly present the needed disclosures. The Company has, during the year, discontinued manufacturing operations at its textile plant at Thane. The Company has, at the close of the year, assessed carrying value of fixed assets retired from active use based on valuation by experts. On the basis of such valuations, there is no impairment on the carrying value of fixed assets. Certain workmen have accepted the voluntary retirement schme offered by the Company. The Company is in discussion with balance workmen for an amicable settlement. 75 CMYK 5. 6. Year ended 31st March, 2010 (Rs. in lacs) Year ended 31st March, 2009 (Rs. in lacs) 223.01 (66.46) 20.53 212.73 (53.62) (3.30) 177.08 155.81 (3752.68) (348.75) (3537.69) — — (10314.30) 115.09 (670.76) — (20.97) (1084.04) 11.01 — — (8248.31) (11354.78) Prior period adjustments represent: Debits relating to earlier years Credits relating to earlier years Depreciation/Amortisation adjustments (net) Subsidaries of Raymond Uco Denim Private Limited Exceptional Items: (a) VRS/Termination payments (b) Provision for social obligation, impairment of assets of subsidiaries of Raymond Uco Denim Company Private Ltd. a Joint Venture of the Company (c) Closure of operations by two subsidiaries of Raymond Uco Denim Private Limited, a Joint Venture Company(Refer Note 9 (a)) (d) Gain / (Loss) on Joint Venture becoming Subsidiaries (Net) (e) Loss upon liquidation of a subsidiary (Raymond Europe Srl). (f) Loss upon liquidation of a subsidiary (Regency) (Refer Note 9 (b)) (g) Profit on sale of investment in Joint Venture 7 10. The disclosures with respect to these discontinuing operations are as under: Deferred Tax: (b) Deferred Tax Asset on account of: (i) VRS payments (ii) Employee benefits (iii) Taxes, Duties, Cess, etc. (iv) Provision for doubtful debts, etc. (v) Provision for diminution in value of investments (vi) Unabsorbed depreciation and losses* (vii) Others Net Cash flows: Operating Activity Investing Activity Financing Activity 215.20 361.84 (587.43) (1456.58) 1869.62 (651.84) 1. 12620.22 — 13726.91 — 11506.21 318.26 12620.22 13726.91 11824.47 940.79 1397.26 208.12 409.44 346.22 1664.67 218.65 405.32 561.76 1519.88 215.23 135.60 0.98 7455.07 89.97 7.42 8168.96 161.42 0.78 2908.20 46.57 10501.63 10972.66 5388.02 2118.59 2754.25 6436.45 Relationships: (a) Joint Ventures: Raymond Zambaiti Limited (formerly Raymond Zambaiti Private Limited) GAS Apparel Ltd. (upto 30.09.2009) Rose Engineered Products India Pvt. Ltd. Raymond Uco Denim Private Limited Rayves Automotive Textiles Co. Pvt. Ltd. (b) Related parties where company has significant influence: J.K. Investo Trade (India) Limited P. T. Jaykay Files Indonesia J.K. Helene Curtis Limited J.K. Ansell Limited J.K. Investors (Bombay) Limited Radha Krshna Films Limited (c) Key Management Personnel, their relatives and their enterprises where transactions have taken place: Dr. Vijaypat Singhania Mrs. Asha Devi Singhania Mr. Gautam Hari Singhania Mr. Desh Deepak Khetrapal (w.e.f. 20/06/2009). Silver Soaps Private Limited Avani Agricultural Farms Private Limited Note: Related party relationship is as identified by the Company and relied upon by the Auditors. 2. Transactions carried out with related parties referred in 1 above, in ordinary course of business: Nature of transactions Purchases: Goods and Materials Fixed Assets Sales: Goods and Materials Fixed Assets Expenses: Rent and other service charges Job Work Charges Agency Commission Remuneration Interest paid Professional Fees Directors’ Fees Other reimbursement Income: Rent and other service charges Interest and dividend received Other Receipts: Deputation of staff Other reimbursement Finance: Loans and Advances given Investments Outstandings: Payable Receivable Agency Deposits received Loans and Advances given Property Deposits paid Property Deposits received Variation between the Accounting Policies followed by various entities within the group: (a) The foreign subsidiaries, listed in Note 1A above, have not accounted for deferred taxation. (b) Accounting for improvements to Leasehold Premises by Raymond Limited is in variation to the methods adopted by other entities in the group. The impact of the above, in the opinion of the management, would not be significant. 9. 1805.82 4517.19 12039.64 15687.07 — 11. Related parties disclosures: * As a matter of prudence, unabsorbed depreciation and losses have been recognised only to the extent there is Deferred Tax Liability. 8. 2008-09 677.10 1926.39 — — (223.29) As at As at As at 31-3-2010 31-3-2009 31-3-2008 (Rs. in lacs) (Rs. in lacs) (Rs. in lacs) (a) Deferred Tax Liability on account of: Depreciation (net) Others Deferred Tax (Net) 2009-10 Total Assets at the close of the year Total Liabilities at the close of the year Revenue from ordinary activities Expenses from ordinary activities Loss from post closure activity of (USI) Following subsidiaries which are included in textile segment have discontinued their operations for the reasons stated therein: (a) Subsidiaries of Raymond UCO Denim Private Limited have closed their operations: (i) UCO Sportswear International NV (Belgium) [USI] had opted for voluntary liquidation under the local Belgian laws and the operations were closed in December 2008. Accordingly, the financial statements of this subsidiary have not been consolidated after December 2008. The net investment in this subsidiary has been reduced to Nil. Further, based on the expected realization of assets (as per the respective valuators reports), which is subject to uncertainties of realization, a sum of Rs. 1640.67 lacs was provided in the previous year. Further during the year Rs. 1784.10 lacs has been provided for the estimated amount of the liabilities towards social obligation. (ii) UCO Fabrics Inc (USA) [UFI] based on its decision in September 2008 has closed its plants in December 2008. The assets of this subsidiary are being liquidated and liabilities are being settled. The assets of the Company have been reduced to the lower of estimated realizable value (based on the management’s estimate) and book value and the fixed assets have been grouped under ‘Other Current Assets’ in Schedule 6 as “Assets held for disposal”. During the year, the company sold one of its plant and the sale of second plant is expected to be completed by September 2010. (b) Regency Texteis Portugesa, Limitada (Regency) wholly owned subsidiary of Raymond Ltd has filed insolvency petition in a court under the local Portugal laws and the operations were closed in September 2009. Accordingly, the financial statements of this subsidiary have not been consolidated after September 2009. The net investment in this subsidiary has been reduced to Nil. The auditors have, under these circumstances and uncertainties of realisability, placed reliance on the Management’s judgement and have accepted the same for the purpose of these financial statements. 76 (Rs. in lacs) Related Parties Referred in Referred in Referred in 1(a) above 1(b) above 1(c) above Current Previous Current Previous Current Previous year year year year year year 3081.63 — 2451.04 1204.34 6.78 — 1048.16 — — — — — 765.72 — 782.57 36.27 196.53 — 520.75 — — — — — 1.10 — — — — — — 655.36 1.20 257.92 — — — — — 57.94 204.00 615.91 808.37 — 21.10 — — 150.04 962.58 — 642.27 — 21.10 — — 16.27 40.80 — — 482.80 — 132.36 2.00 — 40.80 — — 427.78 — 134.59 1.40 — 17.87 19.66 67.10 42.40 — — 0.77 506.58 — 2.36 — — 67.89 1558.66 136.67 1613.76 280.90 136.75 212.46 50.45 — — — — — 620.86 — 1387.10 — — — — — — — — 800.26 666.61 1241.63 825.96 712.65 30.09 409.25 350.67 5.67 — — — — — — 211.02 — — 3665.23 — 1.00 2935.85 — 2935.85 — 50.00 — 50.00 — — — — 1.00 1.00 — — CMYK 12. SEGMENT INFORMATION A. BUSINESS SEGMENT (Rs. in lacs) Particulars Textiles Garment Files Denim Auto Components Others Elimination Total Current year Previous year Current year Previous year Current year Previous year Current year Previous Current Previous year year year Current year Previous year Current year Previous year Segment Revenue External Revenue Inter-Segment Revenue 122679.88 2349.59 110248.74 2985.71 71356.06 513.41 77547.65 13.92 20796.95 8.51 21604.41 59.11 25719.11 - 35176.57 - 8740.54 - 9557.21 - 1490.32 61.90 1814.12 348.87 (2933.41) (3407.61) 250782.86 255948.70 - Total Revenue 125029.47 113234.45 71869.47 77561.57 20805.46 21663.52 25719.11 35176.57 8740.54 9557.21 1552.22 2162.99 (2933.41) (3407.61) 250782.86 255948.70 16322.59 14426.94 4987.69 2459.82 2805.77 3069.29 (123.17) (5809.55) 714.76 285.29 (2067.80) (1866.97) 74.35 381.98 22714.19 - - - - (1.02) (27.37) - (59.93) (32.00) - (60.95) (59.37) 16322.59 14426.94 4987.69 2459.82 2804.75 3041.92 (5809.55) 654.83 253.29 381.98 22653.24 12887.43 Segment Result (Less): Minority Interest (123.17) (2067.80) (1866.97) 74.35 Unallocated income/ (expenses) (Net) Finance charges Interest Income Exceptional Items Excess/(Short) provision for tax in respect of earlier years Provision for Taxes Share of Profit in Associate Companies Previous year 12946.80 (7604.12) (17567.19) (12929.59) (13278.21) 1961.06 4076.93 (8248.31) (11354.78) Net Profit (21.09) (1085.18) 0.95 2044.27 679.35 402.88 (4594.65) (22787.72) Other Information: Segment Assets Unallocated assets 148743.47 155259.13 54190.75 61591.42 10737.10 10527.15 26049.61 29563.73 7264.62 6844.20 9942.00 11362.36 (1877.70) (2234.81) 30392.10 30590.93 - 8749.95 13007.21 - 4688.90 81.16 4196.76 80.56 10557.99 8865.86 2046.53 652.93 1397.39 593.00 251.68 401.19 (1904.18) (1259.00) - Total Assets 255049.83 272913.18 95673.18 98505.92 350723.01 371419.10 Segment Liabilities Minority Interest Unallocated Liabilities Total Liabilities 54782.97 57200.34 734.09 673.56 177618.51 191883.65 233135.57 249757.55 Capital Expenditure Segment capital expenditure Unallocated capital expenditure 2476.34 40207.54 1716.79 4816.52 6175.47 311.44 277.05 4647.90 430.28 629.68 3.06 152.50 - - Total capital expenditure Depreciation and Amortisation: Segment depreciation and amortisation Unallocated depreciation and amortisation 9978.82 7560.69 2811.54 3101.76 383.47 360.97 2088.03 3205.67 510.16 441.87 656.76 678.14 - - Total depreciation and amortisation Significant Non Cash Expenditure: Segment Significant Non Cash Expenditure Unallocated non cash expenditure - - 126.95 427.00 - - - - 26.48 7.16 - - - - Total Significant Non Cash Expenditure B. Current year 11078.98 2226.42 50765.58 4363.08 13305.40 55128.66 16428.78 15349.10 1225.05 1306.13 17653.83 16655.23 153.43 434.16 1313.56 153.43 1747.72 GEOGRAPHICAL SEGMENT (Rs. in lacs) Particulars India Rest of the world Total Current year Previous Year Current year Previous Year Current year Previous Year Segment Revenue 199137.15 184739.74 51645.71 71208.96 250782.86 255948.70 Carrying cost of segment assets 240309.67 256908.76 14740.16 16004.42 255049.83 272913.18 11073.00 45799.33 5.98 4966.25 11078.98 50765.58 Additions to Fixed Assets and Intangible Assets C. OTHER DISCLOSURES 1. Segments have been identified in line with the Accounting Standard on Segment Reporting (AS-17) taking into account the organisation structure as well as the differential risks and returns of these segments. 2. The Company has disclosed Business Segment as the primary segment. 3. Types of products and services in each business segment: Business Segment Types of Products and services a) Textiles - Fabric, rugs, blankets, shawls and furnishing fabric b) Denim - Denim fabric and cotton yarn c) Garments - Readymade garments and designerwear d) Files and Tools - Engineers’ files and rasps, H.S.S. twist drills and bars and rods (HRS) e) Auto Components - Starter Gear, Shaft Bearings and Sheet metal components f) Aviation, Home Living etc. Others - 4. Inter Segment revenues are recognised at sales price. 5. The Segment Revenues, Results, Assets and Liabilities include the respective amounts identifiable to each of the segment and amounts allocated on a reasonable basis. 77 CMYK As at 31st March, 2010 (Rs. in lacs) As at 31st March, 2009 (Rs. in lacs) 134.71 134.71 381.19 398.03 (0.33) 30.51 515.57 563.25 CONSOLIDATED FINANCIAL STATEMENTS ANNEXURE I STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES AND PRACTICES (annexed to and forming part of the Accounts for the year ended 31st March, 2010) 13. Investments in equity shares of Associates: (a) P.T. Jaykay Files Indonesia Add: Share of accumulated reserves/profits Add: Share of current profits Less: Exchange fluctuation on opening retained earnings (b) J.K. Investo Trade (India) Limited Add: Share of accumulated reserves/profits 0.66 47.35 514.91 515.90 326.12 326.12 2721.12 2397.35 Add: Share of current profits 671.58 323.77 3718.82 3047.24 * * Year ended 31st March, 2010 (Rs. in lacs) Year ended 31st March, 2009 (Rs. in lacs) (5014.88) (22976.37) (177.08) (155.81) (60.95) (59.37) (8.10) (48.60) I. BASIS OF PREPARATION OF FINANCIAL STATEMENTS : (i) (ii) The financial statements have been prepared under the historical cost convention on the accrual basis of accounting. The accounts of the Parent Company, Indian Subsidiaries and Joint Venture Companies have been prepared in accordance with the Indian Accounting Standards and those of the foreign subsidiaries have been prepared in accordance with the local laws and the applicable Accounting Standards/generally accepted accounting principles. II. PRINCIPLES OF CONSOLIDATION : (i) (c) Radha Krshna Films Limited (including goodwill Rs.18.22 lacs ). * Being provision made for diminution in the value of investments Add/(Less): Prior period adjustments Minority Interest Share of tax on dividends The financial statements of the Parent Company and its subsidiaries have been consolidated on a line-by-line basis by adding together the book values of like items of assets, liabilities, income and expenses, after eliminating intra-group balances, intra-group transactions and the unrealised profits. (ii) The financial statements of the Parent Company and its subsidiaries have been consolidated using uniform accounting policies excepting the revaluation of assets by companies referred above. Further, accounting for improvements to Leasehold Premises by Raymond Limited is in variation to the methods adopted by other entities in the group. (iii) The excess of the cost to the Parent Company of its investments in each of the subsidiaries over its share of equity in the respective subsidiary, on the acquisition date, is recognised in the financial statements as goodwill and amortised over a period of ten years. Fluctuation to goodwill in respect of foreign subsidiary arising subsequent to acquisition, on translation at the year end rate, is included in the currency fluctuation reserve 14. Computation of Profit for Earnings per Share: Profit/(Loss) for the year after tax The financial statements of the subsidiaries used in the consolidation are drawn upto the same reporting date as that of the Parent Company, i.e. year ended 31st March. The foreign subsidiaries follow January to December as their financial year. In the case of these foreign subsidiaries the Company has redrawn their financial statements for the year ended 31st March. III. RECOGNITION OF INCOME AND EXPENDITURE : (i) Revenues/Incomes and Costs/Expenditure are generally accounted on accrual, as they are earned or incurred. (ii) Compensation to employees under Voluntary Retirement Scheme (VRS) is written off in the year in which incurred. (Short)/Excess provision for tax (21.09) 0.95 Share of Profit in Associate Companies 679.35 402.88 (4602.75) (22836.32) Add /(Less): Exceptional Items (net of tax) 7001.67 10482.31 Profit excluding Exceptional Items 2398.92 (12354.01) 61,380,853 61,380,853 10.00 10.00 (a) By Indian Companies - on WDV/SLM method and at rates under the Companies Act, 1956. (7.50) (37.21) 3.91 (20.13) (b) By foreign subsidiaries - on methods and at rates permissible under applicable local laws or at such rates so as to write off the value of assets over its useful life. Profit including Exceptional Items Weighted average number of Equity Shares outstanding during the year IV. FIXED ASSETS : The fixed assets of the Parent Company (other than livestock) and other subsidiaries are stated at cost, less accumulated depreciation/amortisation (other than freehold land where no depreciation is charged). Livestock are stated at book value. V. Nominal value per Share in Rupees Basic and diluted earnings per share including exceptional items (in Rs.) Basic and diluted earnings per share excluding exceptional items (net of tax) (in Rs.) METHOD OF DEPRECIATION AND AMORTISATION : (i) Depreciation on Fixed Assets is provided : (ii) Cost of technical know-how capitalised is amortised over five years. 15. Previous year’s figures have been regrouped / recast wherever necessary. (iii) Cost of Customised Software is amortised over a period of three to six years thereof. 16. Significant Accounting Policies and Practices - Annexure I. (iv) Cost of Trademarks acquired is amortised over a period of five years thereof. As per our Report of even date (v) Goodwill arising on consolidation is amortized over a period of ten years. For and on behalf of DALAL & SHAH Firm Registration Number 102021W Chartered Accountants H. SUNDER President-Finance and Chief Financial Officer GAUTAM HARI SINGHANIA Chairman and Managing Director SHISHIR DALAL Partner Membership No. 037310 THOMAS FERNANDES Director-Secretarial & Company Secretary P. K. BHANDARI Director Mumbai, 27th April, 2010 Mumbai, 27th April, 2010 VI. INVESTMENTS : Investments are classified into Current and Long-term Investments. Current investments are stated at the lower of cost and fair value. Long-term Investments are stated at cost. A provision for diminution is made to recognise a decline, other than temporary, in the value of Long-term Investments. VII. VALUATION OF INVENTORIES : (i) The inventories resulting from intra-group transactions have been stated at cost after deducting unrealised profit on such transactions. (ii) Goods in transit are stated ‘at cost’. (iii) Inventories are stated ‘at cost or net realisable value’, whichever is lower. (iv) Cost comprise of all costs incurred in bringing the inventories to their present location and condition. Cost formulae used are either ‘average cost’ or ‘specific identification’, as applicable. Due allowance is estimated and made for defective and obsolete items, wherever necessary, based on the past experience. (v) All the costs incurred on un-invoiced conversion contracts are carried forward as “Accumulated Costs on Conversion Contracts” 78 CMYK VIII. FOREIGN CURRENCY TRANSLATIONS : XII TAXATION : (i) For the purpose of consolidation, the amounts appearing in foreign currencies in the Financial Statements of the foreign subsidiaries are translated at the following rates of exchange: Indian Companies - Income-tax expense comprises current tax and deferred tax charge or credit. Provision for current tax is made on the basis of the taxable income at the tax rate applicable to the relevant assessment year. The deferred tax asset and deferred tax liability is calculated by applying tax rate and tax laws that have been enacted or substantively enacted by the Balance Sheet date. Deferred tax assets arising mainly on account of brought forward losses and unabsorbed depreciation under tax laws, are recognised, only if there is a virtual certainty of its realisation, supported by convincing evidence. Deferred tax assets on account of other timing differences are recognised only to the extent there is a reasonable certainty of its realisation. At each Balance Sheet date, the carrying amount of deferred tax assets are reviewed to reassure realisation. (a) Average rates for the incomes and expenditure. (b) The year-end rates for the assets and liabilities. IX. FOREIGN CURRENCY TRANSACTIONS BY INDIAN COMPANIES : (i) All transactions in foreign currency, are recorded at the rates of exchange prevailing on the dates when the relevant transactions take place; (ii) Monetary items in the form of Loans, Current Assets and Current Liabilities in foreign currency, outstanding at the close of the year, are translated in Indian Currency at the applicable rates of exchange prevailing on the date of the Balance Sheet. Resultant gain or loss is accounted during the year; (ii) J.K. (England) Limited - Provision is made for taxation deferred as a result of material timing differences between the incidence of income and expenditure for taxation and accounts purposes, using the liability method, only to the extent that, in the opinion of the Directors, there is a reasonable probability that a liability or asset will crystallise in the near future. (iii) In respect of Forward Exchange contracts entered into to hedge foreign currency risks, the difference between the forward rate and exchange rate at the inception of the contract is recognized as income or expense over the life of the contract. Further, the exchange differences arising from translation at the year end rate on such contracts are recognised as income or expense along with the exchange differences on the underlying assets / liabilities. Further, in case of other contracts with committed exchange rates, the assets/liabilities are accounted at the rate so committed. Profit or loss on cancellations / renewals of forward contracts is recognised during the year. In case of option contracts, the losses are accounted on mark to market basis. X. (iii) Other foreign subsidiaries do not recognise the deferred tax assets/liabilities. XIII IMPAIRMENT OF ASSETS: The carrying amounts of assets are reviewed at each Balance Sheet date if there is any indication of impairment based on internal/ external factors. An asset is impaired when the carrying amount of the asset exceeds the recoverable amount. An impairement loss is charged to the Profit & Loss Account in the year in which an asset is identified as impaired. An impairment loss recognised in prior accounting periods is reversed if there has been change in the estimate of the recoverable amount. XIV.GOVERNMENT GRANTS: EMPLOYEE BENEFITS : Defined Contribution Plans such as Provident Fund etc., are charged to the Profit and Loss Account as incurred.Defined benefit Plans - The present value of the obligation under such plan, is determined based on an actuarial valuation using the Projected Unit Credit Method, Actuarial gains and losses arising on such valuation are recognised immediately in the Profit and Loss Account. In case of funded defined benefit plans the fair value of the plan assets is reduced from the gross obligation under the defined benefit plans, to recognise the obligation on net basis.Other Long term Employee Benefits are recognised in the same manner as Defined Benefit Plans.Termination benefits are recognised as and when incurred. XI Grants received against specific fixed assets are adjusted to the cost of the assets and those in the nature of promoter’s contribution are credited to capital Reserve. Revenue Grants are recognised in the Profit and Loss Account in accordance with the related scheme and in the period in which these are accrued. XV. PROVISIONS: A provision is recognised when there is a present obligation as a result of a past event, that probably requires an outflow of resources and a reliable estimate can be made to settle the amount of obligation. Provision is not discounted to its present value and is determined based on the last estimate required to settle the obligation at the year end. These are reviewed at each year end and adjusted to reflect the best current estimate. BORROWING COSTS Interest and other borrowing costs attributable to qualifying assets are capitalised.Other interest and borrowing costs are charged to revanue. DETAILS OF BALANCE SHEET AS AT 31ST MARCH, 2010 AND INCOME AND EXPENDITURE FOR THE YEAR ENDED 31ST MARCH, 2010 OF SUBSIDIARY COMPANIES Indian Subsidiaries (Rs. in lacs) Particulars Raymond Pashmina Apparel Holdings Limited Limited Foreign Subsidiaries (Rs. in lacs) JK Files Colorplus Silver Celebrations Scissors Ring Plus Raymond JK (India) Fashions Spark Apparel Engineering Aqua Woollen Talabot Limited Limited Apparel Limited Products Limited Outerwear Limited Limited Limited Limited 1. Share Capital 3630.00 1500.00 3074.07 498.00 1700.00 271.00 2743.05 760.66 1696.00 2. Reserves and Surplus 9125.69 776.09 (1273.11) 1036.75 6919.35 99.43 (50.77) (27.51) 4866.01 (3072.09) - - - - - - - - - 3. Miscellaneous Expenditure to the extent not written off 74.00 Everblue Apparel Limited 805.44 Solitaire Raymond Jaykayorg Regency R&A Fashions (Europe) AG Texteis Logistics Limited Limited (Switzerland) Portuguesa, Inc.(United (United Limitada States of Kingdom) (Portugal) America) in (Rs.) 3700.00 0.03 0.98 - 0.14 61.35 (5094.14) 136.39 2190.45 - 39.43 - - - - - - 4. Total Assets 31773.62 1160.53 4126.89 14832.48 11386.98 8206.28 2655.90 2715.82 8290.81 4429.36 1988.85 129.12 342.12 2289.94 - 318.55 5. Total Liabilities @ 19017.93 310.44 3900.00 10721.66 3969.63 6406.85 2435.67 0.28 2664.14 5805.45 1122.06 1523.26 205.70 98.51 - 278.98 6. Details of Investments - Government Securities 0.01 - - - - - - - - 0.20 - - - - - - Shares (excluding subsidiaries) 8.05 13.81 - - - - - - 693.20 - - - - - - - - - - Mutual Funds - 25.41 40188.49 31.12 8. Profit Before Taxation 870.46 9. Provision for Taxation * 325.19 10. Profit After Taxation 545.27 7. Turnover and Other Income 11. Proposed Dividend - - - - 753.91 13539.07 15553.19 8475.62 1771.39 3.47 214.63 765.14 (405.46) 637.93 258.28 (0.34) 8.26 - 307.32 (65.32) 332.09 49.61 - (4.79) 214.63 457.82 (340.14) 305.84 208.67 (0.34) - 0.04 - - - 253.59 - - - 296.59 - - 4696.70 1651.11 2790.21 1023.15 713.75 2216.31 795.53 782.50 (143.77) 114.89 1836.31 (113.75) (502.58) (554.24) 4.35 274.61 0.17 31.87 168.89 (11.45) 1.28 - 0.91 507.89 (143.94) 83.02 1667.42 (125.20) (503.86) (554.24) 3.43 - - - - - - - 8015.26 @ Includes deferred tax liability (net); * Net of excess/short provision for tax in respect of earlier years. Note - In respect of foreign subsidiaries: a) b) Item Nos. 1 to 6 and 11 are translated at exchange rates as on 31st March, 2010 as follows: Pound Sterling = Rs.68.03, Swiss Francs = Rs.42.42, Euro = Rs.60.56 and US Dollars = Rs. 45.14; Item Nos. 7 to 10 are translated at annual average exchange rates as follows: Pound Sterling = Rs.75.81, Swiss Francs = Rs.44.62, Euro = Rs.67.06 and US Dollars = Rs. 47.41. The above details have been annexed in terms of Letter No.47/167/2010-CL-III dated April 23, 2010 issued by Government of India, Ministry of Corporate Affairs under Section 212(8) of the Companies Act, 1956. 79 CMYK ADDITIONAL INFORMATION AS REQUIRED UNDER PART IV OF SCHEDULE VI TO THE COMPANIES ACT, 1956 BALANCE SHEET ABSTRACT AND COMPANY’S GENERAL BUSINESS PROFILE I. REGISTRATION DETAILS Registration No. Balance Sheet Date II. III. 1 2 0 8 3 1 . 0 3 . State Code 1 0 CAPITAL RAISED DURING THE YEAR (AMOUNT IN RS. THOUSANDS) Public Issue N I L Rights Issue N I L Bonus Issue N I L Private Placement N I L POSITION OF MOBILISATION AND DEPLOYMENT OF FUNDS (AMOUNT IN RS. THOUSANDS) Total Liabilities 2 4 4 6 6 6 9 5 Total Assets SOURCES OF FUNDS Reserves & Surplus 6 1 3 8 0 8 1 1 1 1 5 2 9 9 Net Fixed Assets 9 8 2 0 6 1 3 Investments 8 9 1 7 8 5 6 5 7 2 8 2 2 6 Secured Loans 7 5 6 9 5 6 1 Net Current Assets Unsecured Loans 4 9 5 7 5 2 4 Misc. Expenditure N I L Accumulated Losses N I L Deferred Tax Liability 2 1 0 5 0 3 PERFORMANCE OF COMPANY (AMOUNT IN RS. THOUSANDS) Turnover 1 4 2 7 0 6 4 8 Profit Before Tax Earning per Share in Rs. V. 2 4 4 6 6 6 9 5 APPLICATION OF FUNDS Paid-up Capital IV. 1 1 Total Expenditure 2 0 0 4 3 4 4 . 1 4 0 8 3 2 9 0 Profit After Tax 0 8 Dividend % GENERIC NAMES OF PRINCIPAL PRODUCTS/SERVICES OF THE COMPANY (AS PER MONETARY TERMS) ITEM CODE NO. (ITC CODE) PRODUCT DESCRIPTION 51121900, 51123000, 55151300 & 55151100 Woollen, Polyester/Wool Blended and Polyester/ Viscose Blended Fabrics 82031000 & 82075000 Files, Rasps, similar tools and H.S.S. Drills N.A. Air Taxi Operations 80 2 6 3 6 5 1 N I L CMYK Infomedia 18 Limited CMYK