33rdannual Report 2017 18

SIGNET INDUSTRIES LIMITED ANNUAL REPORT 2017-18
Contents Page No.
Corporate Information -
Financial Performance 3
Notice 5-9
Director's Report & Annexures 12 - 43
Auditor's Report 44 - 45
Balance Sheet 50
Statement of Profit & Loss 51
Notes Forming Part to Balance Sheet 54 - 83
Proxy Form & Attendance Slip 93 - 96

COMPANY INFORMATION
Signet Industries Limited
CIN : L51900MH1985PLC035202
(Tel No: 0731-4217800) (Fax No: 0731-4217867)
(E-Mail: info@groupsignet.com) (Website: www.groupsignet.com)
Board of Directors
Mr. Mukesh Sangla Chairman & Managing Director

Mr. Saurabh Sangla Director
Mrs. Nishtha Neema Independent Women Director
Mr. Akhilesh Gupta Independent Director
Mr. Palak Malviya Independent Director
Chief Financial Officer Mr. Jagdish Chandra Paliwal
Company Secretary Mrs. Preeti Singh
Statutory Auditors SMAK & Co.
(Chartered Accountants)
519, Chetak Center Annex
R.N.T. Marg,
Indore-452001, M.P., India
Registered Office 1003, Meadows Building
Sahar Plaza Complex, J. B. Nagar,
Andheri Kurla Road, Andheri (East),
Mumbai-400059, Maharashtra, India
Corporate Office Survey no. 314/3, SDA Compound,
Lasudia Mori, Dewas Naka,
Indore-452010, M.P., India
Registrar & Share Transfer Agent Ankit Consultancy Private Limited
Plot no. 60, Electronic Complex,
Pardeshipura, Indore-452010
Phone No. : 0731-2557146
Factory Location Plot no. 462-465, & 476-478
Industrial Area Sector-3, Pithampur,
Dist. Dhar, Madhya Pradesh
1
CHAIRMAN MESSAGE
Dear Stakeholders,
It gives me great pleasure to share with you an update on the overall performance of the
Company in 2017-18. Your company, Signet Industries Limited, has had another year of growth
in the key focus area of manufacturing. GST was a path-breaking tax reform by the Central
Government, which was implemented during the financial year and as expected resulted in a
roller coaster ride for the economy. However, GST is favourable for organised players like
ourselves, offering a level playing field. At Signet we were quick to absorb this tectonic shift and
grew at a faster pace in our manufacturing segment.
With our belief of “Jal hai to kal hai”, we are committed to continued innovation, expanding the
product range, and smart increase in production capacities with efficient capital outlay to benefit
to our society. Signet has added focus in water transportation business and successfully achieved
growth of 250% in the large-diameter and high-pressure pipeline &fittings business. The
opportunity size in this business suggests an exponential growth which would primarily be
fuelled by Government’s initiative of Smart city projects, conversion of traditionally laid metal/ cement pipe-lines and
Amrut Yojna Projects. In a short time, Signet has emerged as one of the major suppliers of pipelines for these Government
initiatives. Your company’s infrastructure has been applauded by its marquee customers and they have approved Signet as
their prime supplier.
In Micro-irrigation, we thank the Government of India for proactively reducing GST from 18% to 12%. Signet has expanded
its area of focus by deepening its roots in various states of operation. Company has been meticulous to choose to grow in
certain Mirco-Irrigation focused geographical areas and has found success. The Company has posted a growth of over 12%
in the segment and proudly maintains its position as one of the key contributors to the industry. Signet has not just been a
manufacturer of the systems but has moved up the value chain to emerge as a “complete solution provider” to our farmers.
The Company will continue to work towards growth in this area.
Infrastructure spend is a catalyst for any economy and India is no different, with record outlay for this segment in the recent
Union Budgets. Another focus area for the Government is Agriculture, which contributes to 14% weightage to India’s GDP
and provides employment to over 50 percent of the population. The Government’s commitment to double farmers’ income
can be achieved by improving efficiencies at the farm level in which Irrigation is an important constituent. Thus Signet’s
strategy has been to Focus on the two ‘I’s - Irrigation & Infrastructure which will provide us limitless opportunities. The
Company has launched several new products this year in “building-products” segment. These products have been well
accepted by the real-estate developers and trade markets. Your team at Signet has been passionately developing new products
after understanding the specific needs of the Indian consumer. At Signet, our team has it’s “ears to the ground” ensuring that
we stand out among competition.
Quick & Excellent implementation of our decisions at manufacturing has started showing results in the last quarter. Overall,
the company has clocked a growth at manufacturing by 12% and a total revenue for all segments put together at Rs911.53 Cr.
The profit of the company has also shown growth of 10.86%
As I look at the years to come by, I see immense opportunities for growth at Signet. Our team’s excellent commitment is
reflected in the growth of Signet’s manufacturing business and I am excited to see these efforts getting converted into value
creation for all the stakeholders.
On this note, let me take this opportunity to thank our management team, our dedicated employees, suppliers, customers,
partners and shareholders for their unabated support and faith in the company. Your support, through thick and thin, has been
a great source of strength for us.
We look forward to your continued support in the coming years.
Yours Sincerely
Mukesh Sangla
Chairman & Managing Director
2
(Rs. in Cr.)
2015-16 2016-17 2017-18
MIS 156.68 172.8 192.36
Project 25.65 28.4 72.93
Moulding and other agro products 117.31 88.88 62.12
Polymer sales 487.93 640.14 576.26
Windmill 0.95 1.03 0.84
3
(Rs. in Cr.)
2015-16 2016-17 2017-18
EBITD 69.7 67.39 73.29
EBDT 29.69 29.78 32.33
PBT 23.13 23.19 25.72
PAT 17.41 18.41 18.47
Cash Profit After Tax 23.97 24.99 25.09
4
33rd Annual General Meeting

NOTICE difficulty or doubt that may arise in giving effect to this
Notice is hereby given that the 33rdAnnual General Meeting Resolution and to do all acts and take all such steps as may be
(AGM) of the members of Signet Industries Limited will be necessary, proper or expedient to give effect to this
held on Saturday 29th September, 2018 at Imperial Residency Resolution.”
(II) Unit Of Hotel Imperial Palace (I) Plot No. 163, Cts 368/20, 6. To regularize the appointment of Ms. Palak Malviya appointed
Sher-E-Panjab , Unique Lane Behind Tolani Collage,Andheri as Additional Director in Independent category and in this
(E), Mumbai – 400 069 at 11.00 A.M. to transact the following regard, pass the following resolution as an Ordinary
business: Resolution:
ORDINARY BUSINESS: “RESOLVED THAT Ms. Palak Malviya (DIN: 07795827),
1. To receive, consider and adopt the Audited Financial who was appointed by the Board of Directors as an Additional
Statements of the Company for the Financial Year ended 31st Director of the Company effective March 26, 2018 and who
March 2018, together with the reports of the Board of Directors holds office up to the date of this Annual General Meeting of
and Auditors thereon, and in this regard, pass the following the Company in terms of Section 161 of the Companies Act,
resolution as an Ordinary Resolution: 2013 (“Act”) and who is eligible for appointment and has
“RESOLVED THAT the audited financial statement of the consented to act as a Director of the Company and in respect of
Company for the financial year ended March 31, 2018 and the whom the Company has received a notice in writing from a
reports of the Board of Directors and Auditors thereon laid Member under Section 160 of the Act proposing his
before this meeting, be and are hereby considered and candidature for the office of Director of the Company, be and is
adopted.” hereby appointed a Director of the Company.
2. To declare a dividend on equity shares for the financial year RESOLVED FURTHER THAT pursuant to the provisions of
ended March 31, 2018 and in this regard, pass the following Sections 149, 152 and other applicable provisions, if any, of the
resolution as an Ordinary Resolution: Act and the Rules framed thereunder read with Schedule IV to
“RESOLVED THAT dividend at the rate of Rs. 0.05 per the Act as amended from time to time, Ms. Palak Malviya, who
equity share of Rs. 1/- (One rupee) each fully paid-up of the meets the criteria for independence as provided in Section
Company be and is hereby declared for the financial year ended 149(6) of the Act and who has submitted a declaration to that
March 31, 2018 and the same be paid as recommended by the effect, be and is hereby appointed as an Independent Director
Board of Directors of the Company, out of the profits of the of the Company, not liable to retire by rotation, for a term
Company for the financial year ended March 31, 2018.” commencing March 26, 2018 t0 March 25, 2023.
3. To appoint Mr. Saurabh Sangla, who retires by rotation as a 7. To regularize the appointment of Mr. Mayank Shrivas
Director and in this regard, pass the following resolution as an appointed as Additional Director in Independent category and
Ordinary Resolution: in this regard, pass the following resolution as an Ordinary
“RESOLVED THAT pursuant to the provisions of Section Resolution:
152 of the Companies Act, 2013, Mr. Saurabh Sangla (DIN: “RESOLVED THAT Mr. Mayank Shrivas (DIN: 08102022),
00206069), who retires by rotation at this meeting be and is who was appointed by the Board of Directors as an Additional
hereby appointed as a Director of the Company, liable to retire Director of the Company effective May 23, 2018 and who
by rotation.” holds office up to the date of this Annual General Meeting of
4. To consider and, if thought fit, to pass the following Resolution the Company in terms of Section 161 of the Companies Act,
as an Ordinary Resolution: 2013 (“Act”) and who is eligible for appointment and has
“RESOLVED THAT pursuant to Section 139 of the consented to act as a Director of the Company and in respect of
Companies Act, 2013 and other applicable provisions, if any of whom the Company has received a notice in writing from a
the Companies Act, 2013 (the Act) and the Companies (Audit Member under Section 160 of the Act proposing his
and Auditors) Rules, 2014 (the Rules), including any statutory candidature for the office of Director of the Company, be and is
modification(s) or re-enactment(s) thereof for the time being in hereby appointed a Director of the Company.
force, and pursuant to approval of members at the 32nd RESOLVED FURTHER THAT pursuant to the provisions of
Annual General Meeting , the appointment of M/s. SMAK & Sections 149, 152 and other applicable provisions, if any, of the
CO., Chartered Accountants having Registration No. Act and the Rules framed thereunder read with Schedule IV to
020120C, be and is hereby ratified to hold office from the the Act as amended from time to time, Mr. Mayank Shrivas,
conclusion of 33rd Annual General Meeting until the who meets the criteria for independence as provided in Section
conclusion of 34th Annual General Meeting of the Company, 149(6) of the Act and who has submitted a declaration to that
and the Board be and is hereby authorised to fix the effect, be and is hereby appointed as an Independent Director
remuneration as may be determined, in addition to of the Company, not liable to retire by rotation, for a term
reimbursement of all out of pocket expenses as may be incurred commencing May 23, 2018 to May 22, , 2023.
in connection with the audit of the accounts of the Company.”
SPECIAL BUSINESS
5. To ratify the remuneration of Cost Auditors for the financial By Order of Board
year ending March 31, 2019 and in this regard, pass the For Signet Industries Limited
following resolution as an Ordinary Resolution: Sd/-
“RESOLVED THAT pursuant to the provisions of Section Preeti Singh
148 and other applicable provisions, if any, of the Companies Company Secretary & Compliance Officer
Act, 2013 read with Companies (Audit and Auditors) Rules, ACS 26118
2014, and the Companies (Cost Records and Audit) Rules,
2014 (including any statutory modification(s) or re-enactment Place: Indore
thereof, for the time being in force) the Cost Auditors appointed Date: 11th August, 2018
by the Board of Directors of the Company, to conduct the audit
of the cost records of the Company for the Financial Year Registered Office:
ending 31st March 2019, be paid the remuneration amounting 1003, Meadows Building, Sahar Plaza Complex
to ` Rs. 50000 and also the payment of applicable tax and J. B. Nagar Andheri Kurla Road, Andheri (E)
reimbursement of out of pocket expenses incurred in Mumbai – 400 059
connection with the aforesaid audit. CIN: L51900MH1985PLC035202
RESOLVED FURTHER THAT the Board of Directors of the E-mail: info@groupsignet.com
Company be and are hereby authorized to settle any question,
5
Notes: that updated bank details and PAN of the

1. A member entitled to attend and vote is also entitled Shareholders be obtained and maintained by the
to appoint a proxy to attend and vote instead of Companies. You are requested to update your PAN
himself/herself and the proxy need not be a member. and Bank details by writing to the Company’s RTA.
Proxies in order to be effective must be received by 10. Members holding shares in single name and physical
the Company not less than 48 hours before the form are advised to make nomination in respect of
commencement of this meeting. Members/ Proxies their shareholding in the Company.
should bring their attendance slip duly filled in order 11. Members holding shares in electronic form are
to attend the meeting. A person can act as proxy on hereby informed that bank particulars registered
behalf of members’ not exceeding fifty (50) and against their respective depository accounts will be
holding in the aggregate not more than ten (10) used by the Company for payment of dividend.
percent of the total share capital of the Company.
12. The Company or its Registrars cannot act on any
2. The Explanatory Statement pursuant to section 102 request received directly from the Members holding
of the Companies Act, 2013 is annexed hereunder shares in electronic form for any change of bank
and forms part of the Notice. particulars or bank mandates. Such changes are to be
3. Brief resume of Directors including those proposed advised only to the Depository Participant of the
to be re-appointed, nature of their expertise in Members. Members holding shares in physical form
specific functional areas, names of companies in and desirous of either registering bank particulars or
which they hold directorships and changing bank particulars already registered against
memberships/chairmanship of Board Committees, their respective folios for payment of dividend are
shareholding and relationships between directors requested to write to the Company.
inter-se as stipulated under SEBI (Listing obligation 13. To prevent fraudulent transactions, members are
and Disclosure Requirements) Regulation 2015, advised to exercise due diligence and notify the
with the Stock Exchanges, are provided in the Company of any change in address or demise of any
Corporate Governance Report forming part of the member as soon as possible. Members are also
Annual Report. advised not to leave their demat account(s) dormant
4. In case of joint holders attending the meeting, only for long. Periodic statement of holdings should be
such joint holder who is higher in the order of names obtained from the Concerned Depository Participant
will be entitled to vote. and holdings should be verified.
5. The Register of Members and Share Transfer Book 14. Electronic copy of the Annual Report is being sent to
of the Company shall remain closed from Sunday, all the members whose email IDs are registered with
23rd September, 2018 to Saturday, 29th September, the Company/Depository Participant(s) for
2018 (both days inclusive). communication purposes unless any member has
6. Members are requested to bring their copies of the requested for a hard copy of the same. For members
Annual Report with them, since separate copies will who have not registered their email address, physical
not be distributed at the venue of the Annual General copies of the Annual Report is being sent in the
Meeting. permitted mode.
7. The shareholders are hereby informed that all the 15. Electronic copy of the Notice of the 33rdAnnual
correspondence in connection with the shares is General Meeting of the Company inter alia
addressed to the Registrar & Share Transfer Agent indicating the process and manner of E-voting along
M/S Ankit Consultancy Pvt. Ltd., at Plot no. 60, with Attendance Slip and Proxy Form is being sent to
Electronic Complex, Pardesipura, Indore-452001. all the members whose email IDs are registered with
the Company/Depository Participant(s) for
8. Members/Proxies should bring the Attendance Slip communication purposes unless any member has
sent herewith duly filled in for attending the requested for a hard copy of the same. For members
Meeting. who have not registered their email address, physical
9. Members having any question on financial copies of the Notice of the 33rdAnnual General
statements or any agenda item proposed in the notice Meeting of the Company inter alia indicating the
of AGM are requested to send their queries at least 7 process and manner of E-voting along with
days in advance of the Meeting at the Company’s Attendance Slip and Proxy Form is being sent in the
registered office or at E-mail Id: permitted mode.
cspreeti@groupsignet.com to enable the Company 16. Members may also note that the Notice of the
to collect the relevant information and redress the 33rdAnnual General Meeting and the Annual Report
queries. for 2017-18 will also be available on the Company's
SEBI vide their Circular No. website at www.groupsignet.com for download. The
SEBI/HO/MIRSD/DOP1/ CIR/2018/73 dated 20th physical copies of the aforesaid documents will also
April, 2018 has mandated all listed Companies to be available at the Company's Registered Office for
make payment of dividend to the shareholders inspection during normal business hours (11.00
through approved electronic mode and also directed A.M. to 5.00 P.M.) on all working days except
6
Saturdays and Sundays, up to and including the and SEBI (Listing obligation and Disclosure
date of the Annual General Meeting of the Requirements) Regulation 2015, the
Company. Even after registering for e- Company is pleased to provide its members,
communication, members are entitled to receive facility to exercise their right to vote at the
such communication in physical form, upon annual general meeting by electronic means
making a request for the same, by post free of cost. and the business may be transacted through
For any communication, the shareholders may also the e-voting services provided by Central
send requests to the Company's investor email id: Depository Services (India) Limited.
cspreeti@groupsignet.com The instructions for shareholders voting
17. SEBI vide amendment in the Regulation 40 of electronically are as under:
SEBI (Listing Obligations and Disclosure (i). The voting period begins on26th September,
Requirements) Regulations, 2015, dated June 8, 2018, 9.00 am and ends on 28th September
2018, has mandated that the transfer of securities 2018, 5.00pm. During this period
would be carried out in dematerialized form only shareholders’ of the Company, holding
w.e.f. December 5, 2018. You are accordingly shares either in physical form or in
advised to dematerialize your physical dematerialized form, as on the cut-off date
shareholding at earliest. After December 5, 2018, (record date) of 22nd September, 2018 may
no request for transfer of shares in physical form cast their vote electronically. The e-voting
can be processed by the Company/RTA. module shall be disabled by CDSL for voting
18. Members who are holding physical shares in thereafter
identical order of names in more than one folio are (ii) The shareholders should log on to the e-
requested to send to the Company’s Share Transfer voting website www.evotingindia.com.
Agent the details of such folios together with the
share certificates for consolidating their holding in (iii) Click on Shareholders / Members
one folio. (iv) Now Enter your User ID
19. Non-Resident Indian members are requested to a. For CDSL: 16 digits beneficiary ID,
inform RTA/respective DPs, immediately of: b. For NSDL: 8 Character DP ID followed
a) Change in their residential status on return to by 8 Digits Client ID,
India for permanent settlement. c. Members holding shares in Physical
b) Particulars of their bank account maintained Form should enter Folio Number registered
in India with complete name, branch, with the Company.
account type, account number and address of (v) Next enter the Image Verification as
the bank with pin code number, if not displayed and Click on Login.
furnished earlier.
(vi) If you are holding shares in demat form and
20. E-voting had logged on to www.evotingindia.com and
(I) In compliance with provisions of Section 108 voted on an earlier voting of any company,
of the Companies Act, 2013 and Rule 20 of then your existing password is to be used.
the Companies (Management and (vii) If you are a first time user follow the steps
Administration) Rules, 2014 as amended, given below:
PAN For Members holding shares in Demat Form and Physical Form
Enter your 10 digit alpha-numeric PAN issued by Income Tax Department (Applicable for both
demat shareholders as well as physical shareholders)
• Members who have not updated their PAN with the Company/Depository Participant are
requested to use the first two letters of their name and the 8 digits of the sequence number in the
PAN field.
• In case the sequence number is less than 8 digits enter the applicable number of 0’s before the
number after the first two characters of the name in CAPITAL letters. Eg. If your name is
Ramesh Kumar with sequence number 1 then enter RA00000001 in the PAN field.
Dividend Bank Details Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format) as recorded in your
demat account or in the company records in order to login.
OR Date of Birth (DOB)
• If both the details are not recorded with the depository or company please enter the member id /
folio number in the Dividend Bank details field as mentioned in instruction (iv).
7
(viii) After entering these details appropriately, click on bearing the stamp and sign of the entity should
“SUBMIT” tab. b e e m a i l e d t o
(ix) Members holding shares in physical form will then helpdesk.evoting@cdslindia.com.
directly reach the Company selection screen. • After receiving the login details a Compliance
However, members holding shares in demat form User should be created using the admin login
will now reach ‘Password Creation’ menu wherein and password. The Compliance User would be
they are required to mandatorily enter their login able to link the account(s) for which they wish
password in the new password field. Kindly note that to vote on.
this password is to be also used by the demat holders • The list of accounts linked in the login should
for voting for resolutions of any other company on be mailed to helpdesk.evoting@cdslindia.com
which they are eligible to vote, provided that and on approval of the accounts they would be
company opts for e-voting through CDSL platform. able to cast their vote.
It is strongly recommended not to share your
password with any other person and take utmost care • A scanned copy of the Board Resolution and
to keep your password confidential. Power of Attorney (POA) which they have
issued in favour of the Custodian, if any, should
(x) For Members holding shares in physical form, the be uploaded in PDF format in the system for
details can be used only for e-voting on the the scrutinizer to verify the same.
resolutions contained in this Notice.
(xx) In case you have any queries or issues regarding e-
(xi) Click on the EVSN for the relevant <Company voting, you may refer the Frequently Asked
Name> on which you choose to vote. Questions (“FAQs”) and e-voting manual available
(xii) On the voting page, you will see “RESOLUTION at www.evotingindia.com, under help section or
DESCRIPTION” and against the same the option write an email to helpdesk.evoting@cdslindia.com.
“YES/NO” for voting. Select the option YES or NO Other Instructions –
as desired. The option YES implies that you assent to
the Resolution and option NO implies that you • In case you have any queries or issues
dissent to the Resolution. regarding e-voting, you may refer the
Frequently Asked Questions ("FAQs") and E-
(xiii) Click on the “RESOLUTIONS FILE LINK” if you voting manual available at
wish to view the entire Resolution details. www.evotingindia.com under help section or
(xiv) After selecting the resolution you have decided to w r i t e a n e m a i l t o
vote on, click on “SUBMIT”. A confirmation box helpdesk.evoting@cdslindia.com.
will be displayed. If you wish to confirm your vote, • The voting rights of shareholders shall be in
click on “OK”, else to change your vote, click on proportion to their shares of the paid up equity
“CANCEL” and accordingly modify your vote. share capital of the company as on the cut-off
(xv) Once you “CONFIRM” your vote on the resolution, date (record date) of 22nd September, 2018.
you will not be allowed to modify your vote. • Mr. Manish Maheshwari, Proprietor M/s M.
(xvi) You can also take a print of the votes cast by clicking Maheshwari & Associates, Company
on “Click here to print” option on the Voting page. Secretaries (Membership No. FCS: 5174, CP
(xvii) If a demat account holder has forgotten the changed No. 3860) has been appointed as the
password then Enter the User ID and the image Scrutinizer to scrutinize the E-voting process
verification code and click on Forgot Password & in a fair and transparent manner.
enter the details as prompted by the system. • The Scrutinizer, after scrutinizing the votes
(xviii) Shareholders can also cast their vote using CDSL’s cast at the meeting (Poll) and through remote
mobile app m-Voting available for android based e-voting, will not later than forty eight (48)
mobiles. The m-Voting app can be downloaded from hours of conclusion of the meeting, make a
Google Play Store. Apple and Windows phone users consolidated scrutinizer’s report and submit
can download the app from the App Store and the the same to the Chairman.
Windows Phone Store respectively. Please follow • The Results shall be declared on or after the
the instructions as prompted by the mobile app while AGM of the Company. The Results declared
voting on your mobile. along-with the Scrutinizer's Report shall be
(xix) Note for Non – Individual Shareholders and placed on the Company's website
Custodians www.groupsignet.com and on the website of
CDSL within two (2) days of passing of the
• Non-Individual shareholders (i.e. other than resolutions at the AGM of the Company and
Individuals, HUF, NRI etc.) and Custodian are communicated to the Exchanges.
required to log on to www.evotingindia.com
and register themselves as Corporates. 20. Section 72 of the Companies Act, 2013 extends the
nomination facility to individual shareholders of the
• A scanned copy of the Registration Form Company. Therefore, the shareholders willing to
8
avail this facility may make nomination in Form SH- companies to share documents with its shareholders
13. through an electronic mode. Members are requested
21. The Ministry of Corporate Affairs (vide circular to support this green initiative by representing /
Nos.17/2011 and 18/2011 dated April 21 and April updating their e-mail addresses, in respect of shares
29, 2011 respectively, has undertaken a Green held in dematerialized form with their respective
initiative in ‘Corporate Governance’ and allowed Depository Participants and in respect of shares held
in physical form with Transfer Agent.
By Order of Board
For Signet Industries Limited
Sd/-
Preeti Singh
Company Secretary & Compliance Officer
Place: Indore ACS 26118
Date: 11th August, 2018
Registered Office:
1003, Meadows Building, Sahar Plaza Complex
J. B. Nagar Andheri Kurla Road, Andheri (E)
Mumbai – 400 059
CIN: L51900MH1985PLC035202
E-mail: info@groupsignet.com
9
ANNEXURE TO THE NOTICE

EXPLANATORY STATEMENT IN RESPECT OF The resolution seeks the approval of the Members in terms of
SPECIAL BUSINESS PURSUANT TO SECTION 102 Section 149 and other applicable provisions of the Act, read
OF THE COMPANIES ACT, 2013 with Schedule IV of the Act and the Rules made thereunder,
Item No.5 for appointment of Ms. Malviya as an Independent Director
of the Company for a period commencing March 26, 2018 to
The Board of Directors at its meeting held on 23.05.2018, on March 25, 2023 . Ms. Malviya, once appointed, will not be
the recommendation of the Audit Committee, had approved liable to retire by rotation. ,
the appointment and remuneration of M/s A.K. Jain &
Associates, Cost Accountants(Registration No.101472), as In the opinion of the Board, Ms. Malviya is a person of
the Cost auditor for audit of the Cost accounting records of integrity, fulfills the conditions specified in the Act and the
the Company for the financial year ending 31st March, 2019, Rules made thereunder and is independent of the
at the remuneration not exceeding Rs. 50000 (Rupees Fifty Management of the Company. A copy of the letter of
Thousand only)plus applicable tax and reimbursement of out appointment of Ms. Malviya as an Independent Director
of pocket expenses at actual, if any, in connection with the setting out the terms and conditions is available for
audit. inspection without any fee payable by the Members at the
Registered Office of the Company during the normal
M/s A.K. Jain & Associates, Cost Accountants (Registration business hours on working days up to the date of the AGM.
No.101472) have confirmed that they hold a valid certificate The profile and specific areas of expertise of Ms. Malviya is
of practice under Sub-section (1) of Section 6 of the Cost and provided as annexure to this Notice.
Work Accountants Act, 1959.
None of the Director(s) and Key Managerial Personnel of the
In accordance with the provisions of Section 148 (3) of the Company or their respective relatives, except Ms. Malviya,
Companies Act, 2013 read with the Companies (Audit and to whom the resolution relates, are concerned or interested in
Auditors) Rules, 2014 and the Companies (Cost Records and the Resolution mentioned at Item No. 5 of the Notice.
Audit) Rules, 2014 (including any statutory modification (s)
and/or re-enactments for the time being in force), the The Board recommends the resolution set forth in Item No. 5
remuneration payable to Cost Auditors has to be ratified by for the approval of the Members.
the members of the Company. Item No.7
Accordingly, ratification by the members is sought to the The Board of Directors (“Board”) upon recommendation of
remuneration payable to the Cost Auditor for conducting the the Nomination and Remuneration Committee, appointed
audit of the Cost records of the Company, if required, for the Mr. Mayank Shrivas, as an Additional (Independent)
financial year ending 31st March, 2019. Director of the Company, not liable to retire by rotation,
None of the Directors and Key Managerial personnel of the effective May 23, 2018. Pursuant to the provisions of Section
Company or their relatives is concerned or interested in the 161 of the Act, Mr. Shrivas will hold office up to the date of
proposed ordinary resolution as set out in Item no. 4 of the the ensuing Annual General Meeting (“AGM”) and is
Notice. eligible to be appointed a Director of the Company.
The Board recommends the ordinary resolution as set out at The Company has received from Mr. Mayank Shrivas (i)
Item no. 4 of the Notice for approval by the members. Consent in writing to act as Director in Form DIR-2 pursuant
to Rule 8 of the Companies (Appointment & Qualification of
Item No.6 Directors) Rules, 2014, (ii) Intimation in Form DIR-8 in
The Board of Directors (“Board”) upon recommendation of terms of the Companies (Appointment & Qualification of
the Nomination and Remuneration Committee, appointed Directors) Rules, 2014, to the effect that he is not disqualified
Ms. Palak Malviya, as an Additional (Independent) Director under Section 164(2) of the Act and (iii) a declaration to the
of the Company, not liable to retire by rotation, effective effect that she meets the criteria of independence as provided
March 26, 2018. Pursuant to the provisions of Section 161 of in Section 149(6) of the Act.
the Act, Ms. Malviya will hold office up to the date of the The resolution seeks the approval of the Members in terms of
ensuing Annual General Meeting (“AGM”) and is eligible to Section 149 and other applicable provisions of the Act, read
be appointed a Director of the Company. with Schedule IV of the Act and the Rules made thereunder,
The Company has received from Ms. Palak Malviya (i) for appointment of Mr. Mayank Shrivas as an Independent
Consent in writing to act as Director in Form DIR-2 pursuant Director of the Company for a period commencing May 23,
to Rule 8 of the Companies (Appointment & Qualification of 2018 to May 22, 2023 . Mr. Mayank Shrivas, once appointed,
Directors) Rules, 2014, (ii) Intimation in Form DIR-8 in will not be liable to retire by rotation. ,
terms of the Companies (Appointment & Qualification of In the opinion of the Board, Mr. Mayank Shrivas is a person
Directors) Rules, 2014, to the effect that he is not disqualified of integrity, fulfills the conditions specified in the Act and the
under Section 164(2) of the Act and (iii) a declaration to the Rules made thereunder and is independent of the
effect that she meets the criteria of independence as provided Management of the Company. A copy of the letter of
in Section 149(6) of the Act. appointment of Mr. Mayank Shrivas as an Independent
10
Director setting out the terms and conditions is available for Company or their respective relatives, except Mr. Mayank
inspection without any fee payable by the Members at the Shrivas, to whom the resolution relates, are concerned or
Registered Office of the Company during the normal interested in the Resolution mentioned at Item No.6 of the
business hours on working days up to the date of the AGM. Notice.
The profile and specific areas of expertise of Mr. Mayank The Board recommends the resolution set forth in Item No. 6
Shrivas is provided as annexure to this Notice. for the approval of the Members.
None of the Director(s) and Key Managerial Personnel of the
By Order of Board
Sd/-
Preeti Singh
Company Secretary & Compliance Officer
Place: Indore ACS 26118
Registered Office:
1003, Meadows Building, Sahar Plaza Complex
J. B. Nagar Andheri Kurla Road, Andheri (E)
Mumbai – 400 059
CIN: L51900MH1985PLC035202
E-mail: info@groupsignet.com
DETAILS OF DIRECTOR SEEKING APPOINTMENT/ RE-APPOINTMENT
11
BOARD’S REPORT
Dear Members,
The Board of Directors are pleased to present the Thirty Third Annual Report of the Company along with the audited financial
statements for the financial year ended March 31, 2018.
1. FINANCIAL RESULTS
The Company’s financial performance, for the year ended March 31, 2018 is summarized below: (Rupees in lacs)
Particulars 2017-18 2016-17
Sales & Other Income 91152.95 94026.30
Total Expenditure 88581.33 91706.92
Earning before Finance Cost, Depreciation & Tax 7328.63 6738.54
Less: Finance Cost 4095.87 3760.45
Depreciation & Amortization Expenses 661.14 658.70
Profit before Tax and extraordinary items 2571.62 2319.39
Exceptional & Extraordinary items - -
Profit before Tax 2571.62 2319.39
Current Tax (695.00) (497.75)
Deferred Tax (29.29) 18.86
Tax Relating to Earlier Year Tax - -
Profit (Loss) for the Year 1847.34 1840.50
Basic & Diluted Earnings Per Equity Shares of Face Value of Rs. 1/- each. (In Rs.) 0.63 0.63
a. Company’s Performance Review 2. STATE OF COMPANY AFFAIRS
The Company during the year under review has Inspite of adverse impact of GST for the first initial
registered Total Income of Rs. 91152.95lacs as against quarter i.e. quarter ended September, 2017, the
Rs. 94026.30 lacs in the previous year. The reduction performance of Financial Year 2017-18 as a whole was
in the sales was post GST impact in the immediate better for the Company in terms of growth in the
succeeding one quarter. The Sale in Manufacturing manufacturing sales. Efforts have been made by the
Segment increased to Rs. 33067.99 Lacs during the Company to increase the production capacity and to
financial year 17-18 as against Rs. 28754.19 Lacs in improve the manufacturing sales. To achieve the
the previous year. However, the trading sales reduced objects, the Company has made arrangement for major
to Rs. 57646.77 Lacs during the financial year 17-18 as production equipments worth Rs. 10 crores under
against Rs. 64437.05 Lacs in the previous year. Profit operating lease from Tata Capital Financial Services
before Finance Costs, Depreciation and Tax has Limited. For the balance equipments approx worth Rs.
increased during the financial year 17-18 to Rs. 4 Crores, the Company has arranged for the part
7328.63 lacs as compared to Rs. 6738.54 lacs of the machine loans and remaining to be arranged out of the
previous year. The Company has earned Profit Before internal accruals. With the proposed investments, the
Tax amounting to Rs. 2571.62 lacs during the year production capacity of the manufacturing facilities
under review as against Rs. 2319.39 lacs in the will be increased by about 17000 MTPA.
previous year. Net profit after tax for the current year is The Company’s trading sales is expected to remain
Rs. 1847.34 lacs as compared to Rs. 1840.50 lacs in the more or less at the existing level and the Company is
previous year. not planning for any increase, rather emphasis has
b. Dividend been made on manufacturing activities only.
The Board of Directors of the Company in its Meeting During the year under review our Company has got a
held on 23rd May 2018 has recommended dividend prestigious order of Rs. 81.25 Crore from Larsen
@5% i.e. (Rs. 0.05/-) per Equity Share of Rs.1 each for &Tubro Limited for supply of HDPE pipe lines for
the Financial Year 2017-18. installation under the AMRUT Yojana Project of
The above proposal is subject to the approval of Indore Nagar Nigam.The supply is to be made by
Shareholders at the forthcoming Annual General December, 2018. The Company has further received
Meeting (AGM) to be held on 29th September, 2018. order of Rs. 8.51Crores from L&T Limited for supply
The total amount of Dividend proposed to be of HDPE pipe lines for their Seoni & Tikamgarh
distributed amounts to 221.68 Lakhs (Including Projects in MP .The Company is also getting regular
Dividend distribution Tax) . orders from various other EPC Contractors like
Offshore Infrastructure Limited, Mahaveer
12
Infrastructures Pvt. Ltd., Laxmi Construction, Bansal businesses (Annexure I).
Constructions, etc. under various Government d. Material Changes And Commitments
Projects. The said order will boost the manufacturing
revenues. There have been no material changes and
commitments affecting the financial position of the
The Company has been registered with MP Jal Nigam Company between the end of the financial year and
Board, Bhopal in which there are various projects for date of this report.
the Government worth over Rs. 5000 Crores to be
executed for laying HDPE Pipes & PVC Pipes for e. Change in the Nature of Business, If Any
drinking water supply and sewerage disposal projects There was no change in the nature of business ofthe
in Urban and Rural areas through various EPC Company during the Financial Year ended 31stMarch
Contractors, thus, there is huge opportunity for us for 2018.
supply of HDPE Pipes & PVC Pipes and its fittings to
3. GOVERNANCE AND ETHICS
the EPC Contractors. Further, the Company is also
eligible toparticipate in the upcoming tenders being a. Corporate Governance
floated by M P Jal Nigam for supply of HDPE pipes & Corporate Governance is an ethically driven business
PVC pipes for its ongoing and forthcoming projects. process that is committed to values aimed at enhancing
a. Adoption Of Indian Accounting Standards (Ind As) an organizations brand and reputation. The Companies
Act, 2013 and amended SEBI (Listing obligation and
Transition from Indian GAAP to Ind AS: In February
Disclosure Requirements) Regulation 2015, have
2015, Ministry of Corporate Affairs (MCA) notified
strengthened the governance regime in the country.
the final roadmap on Ind AS with implementation in a
The Company is in compliance with the governance
phased manner to be complied by the specified class of
requirements provided under the new law and had
companies effective from 1st April 2016. Post above
proactively adopted many provisions of the new law,
notification Ind AS has replaced existing Indian GAAP
ahead of time. The Company is committed to maintain
prescribed under Section 133 of The Companies Act,
the highest standards of corporate governance and
2013, read with Rule 7 of the Companies (Accounts)
adhere to the corporate governance requirements set
Rules, 2014 according to applicability on specified
out by SEBI. Integrity and transparency are key to our
entities. Accordingly, this is first year when the
corporate governance practices to ensure that we gain
Company’s financial statements for the year ended
and retain the trust of our stakeholders at all the times.
31st March 2018 have been prepared in accordance
with Ind AS and the financial statements for the year A separate report on Corporate Governance (Annexure
ended 31st March 2018 and opening balance sheet as at II) is provided together with a Certificate from the
1st April 2017 (the Company’s date of transition) Statutory Auditors of the Company regarding
earlier reported in previous IGAAP, have been restated compliance of conditions of Corporate Governance as
in accordance with Ind-AS to make them comparable. stipulated in SEBI (Listing obligation and Disclosure
Requirements) Regulation 2015 (Annexure III).A
b. Goods And Service Tax (GST) – Implementation
Certificate of the MD and CFO of the Company, inter
And Impact
alia, confirming the correctness of the financial
The year 2017-18 started with biggest ever tax reform statements and cash flow statements, adequacy of the
since independence, rolled out by Government of India internal control measures and reporting of matters to
on 1st July 2017, i.e. implementation of Goods and the Audit Committee, is also annexed.(Annexure IV)
Service Tax (GST), followed by changes in GST rates
b. Directors & Key Managerial Personnel
through various notifications in November,2017. GST
implementation has introduced a single system of Appointments: The Company on recommendation of
taxation across the nation absorbing most of the Nomination and Remuneration Committee and in its
Indirect Taxes. GST is touted to simplify doing Board Meeting dated 26th March, 2018, had appointed
business in India, allowing supply chains to be Ms. Palak Malviya (DIN: 07795827) as an Additional
integrated and aligned, as also providing greater Director under Independent category of the Company
transparency. However, the initial implementation with effect from 26th March, 2018 for a period of 5
phase alike all other industries remained challenging. years, not liable to retire by rotation further Mr.
Mayank Shrivas (DIN : 08102022) was also appointed
Though expecting this new Tax regime to be a game
as an Additional Director under Independent category
changer for Indian Economy, your Company has
of the Company with effect from 23rd May, 2018 for a
stabilized the processes adequately for compliance of
period of 5 years, not liable to retire by rotation.
law and is embracing this reform positively that unifies
India into one market. Re-appointments : In accordance with the Articles of
Association of the Company and Section 152 of The
c. Management Discussion and Analysis Report
Companies Act,2013, Mr. Saurabh Sangla (DIN:
The Management Discussion and Analysis forms an 00206069), Executive Director is due to retire by
integral part of this Report and gives detail of the rotation at the ensuing Annual General Meeting and
overall industry structure, developments, performance being eligible, offer himself for re-appointment.
and state of affairs of the Company’s various
13
Cessations: During the year under review Mr. Murli Board’s work including strategy, business
Dhar Vashist has ceased to be a Director of the performance, risk and governance processes. The
Company w.e.f. 14th March, 2018. and Mr. Akhilesh evaluation considers the balance of skills, experience,
Gupta has ceased to be a Director of the Company independence and knowledge of the management and
w.e.f. 25th July, 2018. The Board places on record its the Board, its overall diversity, and analysis of the
appreciation towards valuable contribution made by Board and its Directors’ functioning.
Mr. Vashist and Mr. Gupta during his tenure as a The report on performance evaluation of the Individual
Directors of the Company Directors was reviewed by the Chairman of the Board
c. Number of meeting of Board of Directors and feedback was given to Directors.
The Board of Directors met Eleven (11) times during g. Audit Committee & Composition
the Financial Year under review viz. 29th May 2017, The Audit Committee comprises Independent
15th June, 2017, 14th July, 2017, 9th August, 2017, Directors namely Ms. Nishtha Neema (Chairman), Mr.
26th August, 2017, 14th September, 2017, 16th Mukesh Sangla, Mr. Akhilesh Gupta, Ms. Palak
November, 2017, 14th December, 2017, 5th February, Malviya. During the year all the recommendations
2018, 23rd February, 2018 and26thMarch 2018. The made by the Audit Committee were accepted by the
maximum gap between any2 meetings did not exceed Board.
120 days.
h. Contracts and Arrangements with Related Parties
d. Independent Directors and their Meeting
During the financial year 2017-18, the Company has
Your Company has received annual declarations from entered into transactions with related parties as defined
all the Independent Directors of the Company under Section 2(76) of the Companies Act, 2013 read
confirming that they meet with the criteria of with Companies (Specification of Definitions Details)
Independence provided in Section 149(6) of the Rules, 2014, which were in the ordinary course of
Companies Act, 2013 and Regulations 16(1)(b) & 25 business and on arms’ length basis and in accordance
of the SEBI (Listing Obligations and Disclosure with the provisions of the Companies Act, 2013, Rules
Requirements) Regulations, 2015 and there has been issued there under Regulation 23 of SEBI (Listing
no change in the circumstances which may affect their obligation and Disclosure Requirements) Regulation
status as Independent Director during the year. 2015.
The Independent Directors met on 06th February, 2018 All Related Party Transactions, which are foreseen and
without the attendance of Non–Independent Directors repetitive in nature, are placed before the Audit
and members of the Management. The Independent Committee on a yearly basis for obtaining prior
Directors reviewed the performance of omnibus approval of the committee. The transactions
Non–Independent Directors and the Board as a whole; entered into pursuant to the omnibus approval are
the performance of the Chairman of the Company, placed before the Audit Committee for review and
taking into account the views of Executive Directors approval on quarterly basis.
and Non–Executive Directors and assessed the quality,
quantity and timeliness of flow of information between During the financial year 2017-18, there were no
the Company Management and the Board that is transactions with related parties which qualify as
necessary for the Board to effectively and reasonably material transactions under SEBI (Listing obligation
perform their duties. and Disclosure Requirements) Regulation 2015 and
the Companies Act.
e. Secretarial Standards
In line with the requirements of the Companies Act,
The Directors state that applicable Secretarial 2013 and Equity SEBI (Listing obligation and
Standards, i.e. SS-1, SS-2 and SS-3 relating to Disclosure Requirements) Regulation 2015, the
‘Meetings of the Board of Directors’ and ‘General Company has formulated a Policy on Related Party
Meetings’, Dividend respectively, have been duly Transactions which is also available on Company’s
followed by the Company. w e b s i t e a t
f. Performance Evaluation of Board, Committee and www.groupsignet.com/investorrelations/Policies. The
Directors Policy intends to ensure that proper reporting;
In accordance with applicable provisions of The approval and disclosure processes are in place for all
Companies Act, 2013 and Listing Regulations, the transactions between the Company and Related
evaluation of the Board as a whole, committees and all Parties. Therefore the Company is not required to
the Directors was conducted, as per the internally furnish any particulars in the Form AOC-2.
designed evaluation process approved by the Board. i. Vigil Mechanism / Whistle Blower Policy
The evaluation process inter alia considers attendance The Company has adopted a whistle blower policy and
of Directors at Board and committee meetings, has established the necessary vigil mechanism for
acquaintance with business, communicating inter se employees and Directors to report concerns about
board members, effective participation, domain unethical behaviour. No person has been denied access
knowledge, compliance with code of conduct, vision to the Chairman of the Audit Committee. The said
and strategy. The evaluation tested key areas of the policy is uploaded on the website of the Company at
14
http://www.groupsignet.com/investors/policies care for the maintenance of adequate accounting

Particulars of Employees records in accordance with the provisions of the
Act for safeguarding the assets of the Company
j. Particulars of Employees and for preventing and detecting fraud and other
The information required under Section 197 of the irregularities;
Companies Act, 2013 read with rule 5(1) of the d) the Directors had prepared the annual accounts
Companies(Appointment and Remuneration of on a ‘going concern’ basis;
Managerial Personnel) Rules, 2014 are provided in
separate annexure forming part of this Report, with as e) the Directors had laid down internal financial
Annexure – V. controls to be followed by the Company and that
such internal financial controls are adequate and
The statement containing particulars of employees as are operating effectively; and
required under Section 197 of the Companies Act,
2013read with rule 5(2) of the Companies f) The Directors have devised proper systems to
(Appointment and Remuneration of Managerial ensure compliance with the provisions of all
Personnel) Rules, 2014, will be provided upon request. applicable laws and that such systems are
In terms of Section 136 of the Companies Act, 2013, adequate and operating effectively.
the Report and Accounts are being sent to the Members 6. AUDITORS & THEIR REPORT
and others entitled thereto, excluding the information A. Statutory Auditors:
on employees' particulars which is available for
inspection by the members at the Registered Office of M/s. SMAK & Co., Chartered Accountants, having
the Company during business hours on working days ICAI Registration No. 020120C were appointed as
of the Company. If any member is interested in Auditors of the Company, for a term of 5 (five)
obtaining a copy thereof, such Member may write to consecutive years, at the Annual General Meeting held
the Company Secretary in this regard. on 26th September, 2017. They have confirmed that
they are not disqualified from continuing as Auditors
4. INTERNAL FINANCIAL CONTROL of the Company.
According to Section 134(5) (e) of the Companies Act, The Notes on financial statement referred to in the
2013 the term Internal Financial Control (IFC) means Auditors’ Report are self-explanatory and do not call
the policies and procedures adopted by the company for any further comments. The Auditors’ Report does
for ensuring the orderly and efficient conduct of its not contain any qualification, reservation, adverse
business, including adherence to company’s policies, remark or disclaimer.
the safeguarding of its assets, the prevention and
detection of frauds and errors, the accuracy and B. Cost Auditors:
completeness of the accounting records, and the timely Pursuant to provisions of Section 148 of the
preparation of reliable financial information. Companies Act, 2013 read with the Companies (Cost
The Company has adequate system of internal controls Records and Audit) Rules, 2014, amended time to
to ensure that all the assets are safeguarded and are time, the Company has appointed Cost Auditor M/s A.
productive. Necessary checks and controls are in place K. Jain & Associates, for the year 2017-18on the total
to ensure that transactions are properly verified, remuneration of Rs.50,000/- and has filed the Form
adequately authorized, correctly recorded and CRA-2 to the Central Government. Your directors
properly reported. The Internal Auditors of the propose to approve their remuneration at the
Company conducts Audit of various departments to forthcoming Annual General Meeting.
ensure that internal controls are in place C. Secretarial Auditors:
5. DIRECTORS RESPONSIBILITY STATEMENT Pursuant to the provisions of Section 204 of the
Your Directors state that: Companies Act, 2013 and the Companies
(Appointment and Remuneration of Managerial
a) in the preparation of the annual accounts for the Personnel) Rules, 2014, the Company has appointed
year ended March 31, 2018, the applicable M/s M. Maheshwari & Associates, Company
accounting standards read with requirements set Secretaries to undertake the Secretarial Audit of the
out under Schedule III to the Act, have been Company. The Secretarial Auditors in their report for
followed and there are no material departures the year 2017-18 has confirmed the compliances of by
from the same; the Company as covered in their report.
b) the Directors had selected such accounting The Report of the Secretarial Audit for the year 2017-
policies and applied them consistently and made 18 in the Form MR-3 is annexed herewith as
judgments and estimates that are reasonable and “Annexure VI”. There is no qualification, reservation
prudent so as to give a true and fair view of the or adverse remark or disclaimer in Secretarial Audit
state of affairs of the Company as at March 31, Report.
2018and of the profit of the Company for the
year ended on that date; d. Internal Auditors
c) the Directors had taken proper and sufficient In compliance with the provisions of Section 138of
15
Companies Act, 2013, read with Companies of Section 186 of The Companies Act,2013 is given in
(Accounts) Rules, 2014, your Company has appointed the Notes to Financial statements of the Company.
M/s SMAK & Associates, Chartered Accountants as c. Significant and Material orders passed by the
Internal Auditors for the Financial Year 2017-18. Regulators or Courts or Tribunals impacting the
d. Reporting of Fraud by auditors going concern status of the Company:
During the year under review neither the statutory There are no significant and material orders passed by
auditor nor the secretarial auditor has reported to the the Regulators / Courts / Tribunals, which would
audit committee, under Section 143 (12) of the impact the going concern status of the Company and its
Companies Act, 2013, any instances of fraud future operations.
committed against the Company by its officers or d. Conservation of Energy, Technology Absorption,
employees , the details of which would need to be Foreign Exchange Earnings and Outgo:
mentioned in the Board’s report. The information on conservation of energy,
7. CORPORATE SOCIAL RESPONSIBILITY technology absorption and foreign exchange earnings
SIL has established CSR Committee as per the and outgo stipulated under Section 134(3)(m) of the
provision of the Companies Act, 2013. CSR Companies Act, 2013 read with Rule 8 of the
Committee recommends CSR activities to be Companies (Accounts)Rules, 2014, as amended from
undertaken by the Company, to the Board as specified time to time is annexed to this Report as Annexure –
in Schedule VII of the Companies Act, 2013 ( here in VIII.
after referred to as “the Schedule VII”). SIL will spend, e. Extract of Annual Return:
in every Financial Year, at least 2 per cent of the In accordance with the requirement of Section 92of
average net profits of the Company made during the 3 The Companies Act, 2013 read with Rule 12 of The
immediately preceding Financial Years, in pursuance Companies (Management and Administration)Rules,
of the Companies Act, 2013 and rules framed there 2014, the extract of the annual return in FormMGT-9 is
under for the purposes specified in Schedule VII and annexed as an Annexure IX.
also in pursuance of this CSR Policy. The details of the
same are attached as Annexure VII in the report. f. Details of Fixed Deposits
Related Party Transactions During the year under review, the Company has not
accepted any Deposit under Section 73 of The
In line with the requirements of the Companies Act, Companies Act, 2013 read with the
2013and Listing Regulations, your Company has Companies(Acceptance of Deposits) Rules, 2014. It is
formulated a Policy on Related Party Transactions further stated that the Company does not have any
w h i c h i s a l s o a v a i l a b l e o n deposits which are not in compliance with the
http://www.groupsignet.com/investors/policy. All requirements of Chapter V of The Companies Act,
Related Party Transactions are placed before the Audit 2013.
Committee for review and approval of the Committee
on a quarterly basis. Also the Company has obtained g. Prevention of Sexual Harassment at Workplace:
prior omnibus approval for Related Party Transactions As per the requirement of the provisions of the sexual
occurred during the year for transactions which are of harassment of women at workplace (Prevention,
repetitive nature and / or entered in the ordinary course Prohibition &Redressal) Act, 2013 read with rules
of business and are at arm’s length. made thereunder, your Company has constituted
All the related party transactions entered into during Internal Complaints Committee which is responsible
the financial year were on an arm’s length basis and for redressal of complaints related to sexual
were in the ordinary course of business. Your harassment. During the year under review, there were
Company had not entered into any transactions with no complaints pertaining to sexual harassment.
related parties which could be considered material in Acknowledgement
terms of Section 188 of the Companies Act, 2013.
We would like to thank to all our Stakeholders viz.
Accordingly, the disclosure of related party
Shareholders, Investors Bankers, customers, suppliers,
transactions as required under Section134(3)(h) of the
Government agencies, stock exchanges and depositories,
Companies Act, 2013 in Form AOC 2 is not applicable.
Auditors, legal advisors, consultants, business associates,
8. OTHER DISCLOSURES service providers for their continued commitment, and
a. Material Changes and Commitments invincible enthusiasm which made this year productive and
pleasurable.
No other material changes and commitments affecting
the Financial position of the Company have occurred The Board also places on record, their deep sense of
between 1st April 2017 and the date on which this appreciation towards all its Employees at all levels for
By Order of Board
Report has been signed. adopting the values of the Company and their hard work
during the year.
b. Particulars of Loans, Guarantees or Investments: Mukesh Sangla
The particulars of loans, guarantees and investments as Chairman and Managing Director
on 31st March 2018 are covered under the provisions DIN : 00189676
Place: Indore
16
Annexure I
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Overview of the Schemes are as under:
As the third largest consumer of polymers, India ranks only • Housing for all by 2022: Pradhan Mantri Awas Yojna
after China and USA. Evaluation of the polymer industry (PMAY) is an GoI initiative in which affordable housing will
trends reveals strong growth prospects citing the increased be provided to the urban poor with a target of building 2 crore
usage of plastics across sectors. This is supported by the fact affordable houses by 31 March 2022. This initiative is
that plastic consumption in India is extremely low then the moving at a swift pace with a target of constructing a total of
world average. The key market players integrating more 1 crore houses by March 2019.
back-end exploration and refining businesses, alongside • Smart cities mission : It is an urban renewal and
streamlining their sourcing operations, opportunities are retrofitting program with the mission to develop 100 cities
expected to increase in the coming years. across the country making them citizen friendly and
The cost of the petrochemicals and especially polymers will sustainable. A total investment of RS. 48,000 crore till 2022
soon be less related to crude oil prices mainly due to the has been approved for the same.
discovery of shale oil and various gas deposits. • AMRUT : The Atal Mission for Rejuvenation and Urban
With several government initiatives, modern pipelines Transformation (AMRUT) was launched with the focus to
primarily made from polyethylene and poly-vinyl chloride establish infrastructure that could ensure adequate robust
will be used in fields of water transportation, industrial sewage networks and water supply for urban transformation
application, irrigation, sewage water transportation etc. by implementing urban revival projects. An investment of
PVC pipe demand is projected to accelerate through 2020, Rs. 50,000 crore has been approved by the cabinet.
reaching 33.2 million metric tons. Through to 2020, HDPE • Swachh Bharat Abhiyan : This is the largest cleanliness
demand is projected to rise 7.8% a year to 18.1 million metric drive undertaken by GoI aims to achieve an Open Defecation
tons. This growth will further accelerate with launch of free India by October 2019 by constructing 9 crore toilets in
projects as per several announcements by both Central and rural India with an investment of Rs. 1.96 lakh crore.
State Governments. • Real Estate Regulation Act (RERA) : RERA is an act
Overall, the Indian Pipe Industry has experienced rapid which seeks to in the real estate industry. This has increased
growth in the last several years. The major reasons for the transparency and accountability from real estate developers
growth of this industry is increasing demand for pipes in the towards the consumers. Demand for housing remains
irrigation sector, oil and gas sector and also the real estate buoyant with socio-economic factors like rise in per capita
industry. The demand for plastic pipes such as PVC and income, large working population, nuclear family concept
CPVC is also increasing as these pipes are better in quality being adopted, etc.
and durability. Infrastructure development, urbanization and Furthermore Agriculture continues to be an important sector
the subsequent development of residential and industrial of Indian economy. While it contributes around 18% of the
construction are facilitating the growth of the pipe Industry India’s GDP, it employs over 50% of country’s workforce.
in India. Over 50% of the total agricultural land is still dependent on
monsoons. This clearly shows the need and potential to
Opportunities increase irrigation coverage in India. The government has
laid down several initiatives and reforms that would directly
Evaluation of the polymer industry trends reveals strong and indirectly trigger higher demand for plastic piping as
growth prospects citing the increased usage of plastics across well as micro irrigation products.
sectors. Furthermore, with the key market players
integrating more back-end exploration and refining • For 2018-19, for creation of livelihood and infrastructure in
businesses, alongside streamlining their sourcing rural areas, the total investment and spending outlay will be
operations, opportunities are expected to increase in the Rs. 14.34 lakh crore.
coming years. • The government has given a clarion call to double farmer’s
In the past few years, government of India has initiated many income by 2022. This is to be achieved by helping farmers to
new projects and investments in the irrigation sector. The produce more from the same land parcel at lesser cost and at
focus of the government is on rural water management, the same time fetch higher prices for their produce. More
which will be fulfilled only when there will be proper agricultural land is expected to be brought under irrigation
infrastructure for the transportation of water to the end-user. resulting in efficient modes of water transportation.
This factor will remain as one of the major drivers for the • Additional institutional credit of B1 lakh crore for
growth of pipe industry in the country along with the agriculture sector has been proposed and will give boost to
expansion of housing sector and increasing demand for oil investments in the farms.
and gas transportation. • Rs. 2,600 crore of outlay has been allocated to Prime
Secondly, Multiple schemes and projects launched in last Minister Krishi Sinchai Yojna – ‘Har Khet ko Pani’ - that
couple of years are leading to higher demand for pipes. Some focuses on ground water irrigation.
17
• Pradhan Mantri Krishi Sinchayee Yojna (PMKSY): An Human Resources

outlay for the five-year period at Rs. 50,000 crore to During the year 2017-18, the company has maintained
increase area under irrigation, flood control, cordial and harmonious relation with the employees
interconnectivity of canals. throughout the year.
Threats Total employee strength as on 31.03.2018 was 541.
There is a need to keep vigil on the quality of products being
offered in market place as many players have joined the
wagon. Constant increase in prices of Raw Material is a Cautionary Statement
severe issue for the PVC Pipes since it has a direct effect over The Statement made in this Report on Management
the prices of finished goods product demand. Discussions and Analysis, describing the Company’s view
There are many other threats which includes increasing may be forward looking statements within the meaning of the
crude oil prices, import threat from Middle East, applicable security regulations and laws. These assumptions
Neighboring countries specializing in processing industries are based on certain expectations on demand, imports, and
could lead to imports and replacement threat from availability of power rates etc. and any change in
substitutes. Government laws and the economic situation in the country
may mark a difference to the Company’s operations. The
Company assumes no responsibility in respect of forward-
Internal Control Systems looking statements herein, which may undergo changes in
At SIL, have well defined and adequate internal controls and future for reasons beyond the control of the Company.
procedures, commensurate with its size and nature of its
operations. This is further strengthened by the Internal Audit
done concurrently.
An Audit Committee, headed by a Non-Executive
Independent Director, reviewed audit observations
periodically. The Audit Committee of Directors, in its
periodical meetings, reviews the adequacy of internal control
systems and procedures and suggests areas of improvements
By Order of Board
Mukesh Sangla
Chairman and Managing Director
DIN : 00189676
Place: Indore
18
Annexure II
Corporate Governance Report
The Directors present the Company’s Report on Corporate Governance for the year ended 31st March, 2018
COMPANY’S PHILOSOPHY ON CORPORATE pivotal role in safeguarding the interests of all stakeholders.
GOVERNANCE
The Independent Directors have submitted declarations that
At SIL, Corporate Governance is all about maintaining a they meet the criteria of Independence laid down under the
valuable relationship and trust with all stakeholders. We Companies Act, 2013 and the Listing Regulations and have
consider stakeholders as partners in our success, and we confirmed that they do not hold directorship more than the
remain committed to maximizing stakeholders’ value. We prescribed limit in the Listing Regulations. The Company
believe that sound Corporate Governance is critical to has also issued formal appointment letters to all the
enhance and retain investors trust. Accordingly, we always Independent Directors in the manner provided under the
seek to ensure that, we attain our performance rules with Companies Act, 2013 read with the Rules issued thereunder.
integrity. Our Board exercises its fiduciary responsibilities in
The terms and conditions for appointment of independent
the widest sense of the term. We also endeavor to enhance
directors and a sample letter of appointment issued to them
long term Shareholder value and respect minority rights in
are posted on the Company’s website at following the link:
all our business decisions.
https://www.groupsignet.com/Investor relation/policies
The Securities and Exchange Board of India (‘SEBI’) on
28th March2018 has accepted some of the recommendations Committee of Directors
of Kotak Committee on Corporate Governance.
The Board has constituted various Committees with an
Subsequently, on 9th May 2018 the SEBI has amended
Optimum representation of its members and with specific
(Listing Obligations and Disclosure Requirements)
terms of reference in accordance with the Companies Act,
Regulations, 2015 (Listing Regulations).Your Company
2013 and the Listing Regulations. The Company currently
shall ensure that its governance framework incorporates the
has 4 (Four) Committees of the Board, namely, Audit
applicable amendments introduced in the Listing
Committee, Stakeholders Relationship Committee,
Regulations and the same is proactively communicated and
Nomination and Remuneration Committee, Corporate
absorbed down the line with a view to strengthen its
Social Responsibility Committee.
philosophy of Corporate Governance.
Management Structure
GOVERNANCE STRUCTURE
Management Structure for running the business of the
Signet Industries Limited (SIL)’s Governance structure
Company as a whole is in place with appropriate delegation
broadly comprises the Board of Directors and the
of powers and responsibilities. This broadly is as under:
Committees of the Board at the apex level and the
Management structure at the operational level. This layered a. Chairman & Managing Director
structure brings about a harmonious blend in governance as
The Chairman and Managing Director is in overall
the Board sets the overall corporate objectives and gives
control and responsible for the day-to-day working of
direction and freedom to the Management to achieve these
the Company. He gives strategic directions, lays down
corporate objectives within a given framework, thereby
policy guidelines and ensures implementation of the
bringing about an enabling environment for value creation
decisions of the Board of Directors and its various
through sustainable profitable growth.
committees.
Board of Directors
b. Executive Director -
The Board has an appropriate mix of Executive and Non –
The executive Directors are looking into purchase and
Executive Directors to maintain its independence. The
marketing and responsible for o all other functions
Board periodically evaluates the need for change in its
relating to the day-to-day management of the plant,
composition and size. The Board, inter alia, focuses on
including all local issues and compliances as
strategic planning, risk management, compliance, corporate
applicable at plant level. He is also looking into the
governance to maintain high standards of ethical conduct
marketing, accounts and finance department and
and integrity and succession planning for the Directors. The
reports to the Chairman & Managing Director.
composition of the Board is in conformity with Regulation
17 of the Listing Regulations as well as the Companies Act,
2013 read with the Rules issued thereunder.
Independent Directors
The Company has on its Board, eminent Independent
Directors who have brought in independent judgment to
Board’s deliberations including issues of strategy, risk
management and overall governance. They have played a
19
BOARD OF DIRECTORS
Board Composition and Category of Director
Name of Directors Category
A. Promoters
Mukesh Sangla Managing Director
Saurabh Sangla Executive Director
B. Non-Promoter
Nishtha Neema Independent Director
Palak Malviya Independent Director
Akhilesh Gupta* Independent Director
Murli Dhar Vashist** Independent Director
*Resigned on 25th July, 2018
**Resigned on 14th March, 2018
Shri Saurabh Sangla is the son of Shri Mukesh Sangla. None of the other Directors are related to any other Director on the Board.
The Chairman of the Board of Directors is the Executive Chairman.
As required under Section 149(3) of the Companies Act, 2013, Smt. Nishtha Neema is a Women Director in the Board.
Board Meetings held during the Year
Date on which the Board Meetings were held Total Strength of the Board No of directors present
19th May, 2017 5 5
15th June, 2017 5 4
14th July, 2017 5 4
9th August, 2017 5 5
26th August, 2107 5 5
14th September, 2017 5 5
16th November, 2017 5 4
14th December, 2017 5 5
5th February, 2018 5 5
23rd February, 2018 5 4
26th March, 2018 5 4
Attendance of Directors at Board Meetings and Annual General Meeting

Name of Directors Category of Directors Attendance Directorship Committees
in other Position
Public
Companies
Board Last AGM Chairman Member
Mr. Mukesh Sangla Managing Director 11 No 1 1 3
Mr. Saurabh Sangla Executive Director 11 Yes 1 0 3
Mrs. Nishtha Neema Independent/Women Director 11 Yes 1 1 3
Mr. Akhilesh Gupta Independent Director 11 No 0 2 4
Mr. Murli Dhar Vashist Independent Director 6 No 0 0 1
Smt. Preeti Singh, Company Secretary & Compliance The Companies Act, 2013 read with the relevant rules made
officer was also available during all the Committee and thereunder, now facilitates the participation of a Director in
Board Meetings. Board/Committee Meetings through video conferencing or
other audio visual mode. Accordingly, the option to
20
participate in the Meeting through video conferencing was Compliance
made available for the Directors except in respect of such
The Company Secretary, while preparing the agenda, notes
Meetings/Items which are not permitted to be transacted
on agenda and minutes of the meeting(s), is responsible for
through video conferencing.
and is required to ensure adherence to all applicable laws and
Familiarisation Programmes for Independent Directors regulations, including the Companies Act, 2013 read with
rules issued thereunder, Listing Regulations and Secretarial
In accordance with Regulation 25 of the Listing Regulations,
Standards issued by the Institute of Company Secretaries of
the Board has adopted a Familiarization Program for
India.
Independent Directors to familiarize the Independent
Directors of the Company with the organization. COMMITTEES OF THE BOARD
The Company through its Managing Director/Chief With a view to have a more focused attention on business and
Executive Officer/Senior Managerial Personnel conducts for better governance and accountability, the Board has
programs/presentations periodically to familiarize the constituted the following mandatory committees viz. Audit
Independent Directors with the strategy, operations and Committee, Stakeholders’ Relationship Committee, CSR
functions of the Company and above all the Industry Committee, Nomination and Remuneration Committee and
perspective & issues. Internal Committee for (Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act,
Meetings of Independent Directors
2013 redressal of complaint at the workplace.
The Company’s Independent Directors met one time during
The terms of reference of these Committees are determined
the financial year 2017-18 without the presence of
by the Board and their relevance reviewed from time to time.
Executives. Such meetings were conducted to enable the
Meetings of each of these Committees are convened by the
Independent Directors to discuss matters pertaining to the
respective Chairman of the Committee, who also informs the
Company’s affairs and put forth their views to the Lead
Board about the summary of discussions held in the
Independent Director. The Lead Independent Director takes
Committee Meetings. The Minutes of the Committee
appropriate steps to present Independent Directors’ views to
Meetings are sent to all Directors individually and tabled at
the Chairman and Managing Director.
the Board Meetings.
Role of the Company Secretary in Overall Governance
(a) Audit Committee - Mandatory Committee
Process
The Audit Committee acts as a link between the statutory and
The Company Secretary plays a key role in ensuring that the
internal auditors and the Board of Directors. Its purpose is to
Board procedures are followed and regularly reviewed. She
assist the Board in fulfilling its oversight responsibilities of
ensures that all relevant information, details and documents
monitoring financial reporting processes, reviewing the
are made available to the Board and Senior Management for
Company’s established systems and processes for internal
effective decision making. The Company Secretary while
financial controls, governance and reviewing the Company’s
preparing the agenda, Notes on agenda, Minutes etc. of the
statutory and internal audit activities. The Committee is
meeting(s), is responsible for and is required to ensure
governed by a Charter which is in line with the regulatory
adherence to all the applicable laws and regulations
requirements mandated by the Section 177 of the Companies
including the Companies Act, 2013 read with the Rules
Act, 2013 and Regulation 18 of SEBI (Listing obligation and
framed there under and the Secretarial Standards
Disclosure Requirements) Regulation 2015. Some of the
recommended by the Institute of Company Secretaries of
important functions performed by the Committee are:
India.
Financial Reporting and Related Processes
Recording Minutes of Proceedings at Board and
Committee Meetings • Oversight of the Company’s financial reporting
process and financial information submitted to the
The Company Secretary records minutes of proceedings of
Stock Exchanges, regulatory authorities or the public.
each Board and Committee meeting. Draft minutes are
circulated to Board / Committee members for their • Reviewing with the Management the quarterly
comments as prescribed under Secretarial Standard-1. The unaudited financial statements and the Auditors’
minutes are entered in the Minutes Book within 30 days from Limited Review Report thereon/audited annual
the conclusion of the meeting. financial statements and Auditors’ Report thereon
before submission to the Board for approval. This
Post Meeting Follow-up Mechanism
would, inter alia, include reviewing changes in the
The Guidelines for Board meetings facilitate an effective accounting policies and reasons for the same, major
post meeting follow-up, review and reporting process for the accounting estimates based on exercise of judgment by
decisions taken by the Board. The important decisions taken the Management, significant adjustments made in the
at the Board meetings are communicated to the departments / financial statements and /or recommendation, if any,
divisions concerned promptly. Action taken report on the made by the Statutory Auditors in this regard.
decisions/minutes of the previous meeting(s) is placed at the
• Review the Management Discussion & Analysis of
immediately succeeding meeting of the Board for noting by
financial and operational performance.
the Board.
• Discuss with the Statutory Auditors its judgment about
21
the quality and appropriateness of the Company’s • Review and recommend to the Board the
accounting principles with reference to the Generally appointment/re-appointment of the Statutory Auditors
Accepted Accounting Principles in India (IGAAP). and Cost Auditors considering their independence and
effectiveness and their replacement and removal.
• Review the investments made by the Company.
• Approve such additional services to be rendered by the
Internal Controls and Governance Processes
Statutory Auditors except those enumerated in Section
• Review the adequacy and effectiveness of the 144 of the Companies Act, 2013 and payment for such
Company’s system and internal controls. services.
• Review and discuss with the Management the • To recommend to the Board the remuneration of the
Company’s major financial risk exposures and steps Statutory Auditors/Cost Auditors.
taken by the Management to monitor and control such
• To discuss with the Statutory Auditors/Internal
exposure.
Auditors any significant difficulties encountered
• To oversee and review the functioning of a vigil during the course of the Audit.
mechanism (implemented in the Company as a Fraud
• Review annual Cost Audit Report submitted by the
Risk Management Policy) and to review the findings
Cost Auditor.
of investigation into cases of material nature and the
actions taken in respect thereof. Other Duties
Audit • To approve the appointment, removal and terms of
remuneration of the Chief Internal Auditor and to
• Review the scope of the Statutory Auditors, the annual
approve the appointment of the Chief Financial
audit plan and the Internal Audit Plan with a view to
Officer.
ensure adequate coverage.
•To grant omnibus approval for related party
• Review the significant audit findings from the
transactions which are in the ordinary course of
statutory and internal audits carried out, the
business and on an arm’s length pricing basis and to
recommendations and Management’s response
review and approve such transactions subject to the
thereto.
approval of the Board.
The composition of the Audit Committee as at 31st March, 2018 and details of the Members participation at the Meetings of the
Committee are as under:
Name of the Member Category Attendance at the Audit Committee Meeting held
29.05.2017 14.09.2017 14.12.2017 05.02.2018
Mrs. Nishtha Neema ID/Chairman Yes Yes Yes Yes
Mr. Akhilesh Gupta* ID/Member Yes Yes Yes Yes
Mr. Saurabh Sangla Member Yes Yes Yes Yes
Mr. Murli Dhar Vashist** ID/Member Yes Yes Yes Yes
**Resigned on 14th March, 2018
All the Members on the Audit Committee have the requisite and benchmark its performance each year. The assessment
qualification for appointment on the Committee and possess broadly covers composition, structure and committee
knowledge of finance, accounting practices and internal meetings; overview of the financial reporting process;
controls. internal control systems and overview of internal and
external audits. The results of the self-assessment are
Smt. Preeti Singh Company Secretary and were also
presented to the Audit Committee along with the action plan
available during all the Committee Meetings.
in the areas requiring improvement.
The representatives of the Statutory Auditors are permanent
(b) Stakeholders’ Relationship Committee -
invitees to the Audit Committee Meetings. The
Mandatory Committee
representative of the Cost Auditor is invited to attend the
Meeting of the Audit Committee when the Cost Audit Report The Committee’s composition and terms of reference are in
is tabled for discussion. The MD, the Chief Financial Officer compliance with the provisions of the Companies Act, 2013
(CFO), the Internal Auditor attends Audit Committee and Regulation 20 of the Listing Regulations. The
Meetings. The Company Secretary is the Secretary to the composition of Committee is given in this Report. The
Committee. The Internal Auditor reports directly to the Audit Stakeholders’ Relationship Committee is primarily
Committee. responsible to review all matters connected with the
Company’s transfer of securities and redressal of
Self-Assessment by the Audit Committee
shareholders’/ investors’/ security holders’ complaints.
The Audit Committee has set in place a process to measure
22
The terms of reference of the Committee are: shares/debentures/other securities and all matters
incidental or related thereto;
• transfer/transmission of shares issued by the Company
from time to time; • to authorize the Company Secretary and Head
Compliance/other Officers of the Share Department to
• issue of duplicate share certificates for shares reported
attend to matters relating to non-receipt of annual
lost, defaced or destroyed, as per the laid down
reports, notices, non-receipt of declared dividend
procedure;
change of address for correspondence etc. and to
• issue new certificates against subdivision of shares, monitor action taken;
renewal, split or consolidation of share certificates;
• monitoring expeditious redressal of investors /
• issue and allot right shares/bonus shares pursuant to a stakeholders grievances;
Rights Issue/Bonus Issue made by the Company,
• all other matters incidental or related to shares,
subject to such approvals as may be required;
debentures and other securities of the Company.
• to approve and monitor dematerialization of
The composition of the Stakeholders’ Relationship Committee as at 31st March, 2018 and details of the Members
participation at the Meetings of the Committee are as under:
Name of the Member Category Attendances at the Stakeholders Relationship

26.08.2017 07.11.2017 18.01.2018
Mr. Akhilesh Gupta* ID/Chairman Yes Yes Yes
Mrs. Nishtha Neema ID/Member Yes Yes Yes
Mr. Saurabh Sangla ED/Member Yes Yes Yes
Mr. Mukesh Sangla MD/Member Yes Yes Yes
Smt. Preeti Singh Company Secretary was also available selection and appointment of Directors, Key
during all the Committee Meetings Managerial Personnel and senior management
As on 31st March, 2018, no investor grievance has remained employees and their remuneration;
unattended/ pending for more than thirty days. • Review the performance of the Board of Directors and
(c) Nomination and Remuneration Committee - Senior Management Employees based on certain
Mandatory Committee criteria as approved by the Board. In reviewing the
The Nomination and Remuneration Committee has been overall remuneration of the Board of Directors and
constituted in accordance with the requirements of statutes Senior Management, the Committee ensures that the
and its terms of reference is in compliance with the remuneration is reasonable and sufficient to attract,
governing provisions of the Companies Act, 2013 and retain and motivate the best managerial talent, the
Regulation 19 of the Listing Regulations. relationship of remuneration to performance is clear
and meets appropriate performance benchmarks and
The terms of reference of the Committee inter alia, include that the remuneration involves a balance between fixed
the following: and incentive pay reflecting short term and long term
• Succession planning of the Board of Directors and objectives of the Company.
Senior Management Employees; In compliance with the provisions of Section 178 of the
• Identifying and selection of candidates for Companies Act, 2013 and SEBI (Listing obligation and
appointment as Directors / Independent Directors Disclosure Requirements) Regulation 2015, Shri Akhilesh
based on certain laid down criteria; Gupta, an Independent Director, is the Chairman of the
• Identifying potential individuals for appointment as Committee.
Key Managerial Personnel and to other Senior The composition of the Nomination and Remuneration
Management positions; Committee as at March, 31, 2017 and the details of Members
• Formulate and review from time to time the policy for participation at the Meetings of the Committee are as under:
Name of the Member Category Attendances at the Nomination & Remuneration meeting held
14.07.2017 26.03.2018
Mr. Akhilesh Gupta* ID/Chairman Yes Yes
Mrs. Nishtha Neema ID/Member Yes Yes
Mr. Saurabh Sangla Director/Member Yes Yes
Smt. Preeti Singh Company Secretary was also available during all the Committee Meetings
23
(d) Internal Committee for (Sexual Harassment of disqualified for appointment under Section 164 of the
Women at Workplace (Prevention, Prohibition and Companies Act, 2013.
Redressal) Act, 2013
c. The N&R Committee shall consider the following
In compliance with Sexual Harassment of Women at attributes/criteria, whilst recommending to the Board
Workplace (Prevention, Prohibition and Redressal) Act, the candidature for appointment as Director.
2013 the Board has constituted an Internal Committee and
i. Qualification, expertise and experience of the
Mrs. Suchita Sharma is the chairperson of the Committee
Directors in their respective fields;
and two other female employee including CS Preeti Singh
have been nominated in the committee to look into the ii. Personal, Professional or business standing;
complaints of the women employees relating to the Sexual
iii. Diversity of the Board.
Harassment of Women at Workplace.
d. In case of re-appointment of Non-Executive Directors,
(e) Independent Directors’ Meeting
the Board shall take into consideration the
During the year under review, the Independent Directors met performance evaluation of the Director and his
on 6th February, 2018, under the chairmanship of the Lead engagement level.
Independent Director, Shri Akhilesh Gupta inter alia, to
2. Remuneration
discuss:
The Non-Executive Directors shall be entitled to receive
• Independent Directors and the Board of Directors as a
remuneration by way of sitting fees, reimbursement of
whole;
expenses for participation in the Board/Committee meetings
• Chairman of the Company, taking into account the as detailed hereunder:
views of the Executive and Non Executive Directors.
i. A Non-Executive Director shall be entitled to receive
• Performance of the Chairman & Managing Director sitting fees for each meeting of the Board or
Shri Mukesh Sangla, and Director, Shri Saurabh Committee of the Board attended by him, of such sum
Sangla. as may be approved by the Board of Directors within
the overall limits prescribed under the Companies Act,
• Timelines of flow of information between the
2013 and The Companies (Appointment and
Management and the Board that is necessary for the
Remuneration of Managerial Personnel) Rules, 2014;
Board to effectively and reasonably perform its duties.
ii. The Independent Directors of the Company shall not
All the Independent Directors were present at the Meeting.
be entitled to participate in the Stock Option Scheme of
(f) Corporate Social Responsibility Committee (CSR) the Company, if any, introduced by the Company.
The Corporate Social Responsibility Committee has been 3. Managing Director - Criteria for selection
formed pursuant to Section 135 of the Companies Act, /appointment
2013read with the Companies (Corporate Social
For the purpose of selection of the MD and WTD the N&R
Responsibility Policy) Rules, 2014, to formulate and
Committee shall identify persons of integrity who possess
recommend to the Board, a Corporate Social Responsibility
relevant expertise, experience and leadership qualities
Policy indicating the activities to be undertaken by the
required for the position and shall take into consideration
Company as specified in Schedule VII to the Act, to
recommendation, if any, received from any member of the
recommend the amount of expenditure to be incurred on such
Board.
activities and to monitor the Corporate Social Responsibility
Policy of the Company from time to time. The Committee will also ensure that the incumbent fulfills
such other criteria with regard to age and other qualifications
POLICY FOR SELECTION AND APPOINTMENT OF
as laid down under the Companies Act, 2013 or other
DIRECTORS AND THEIR REMUNERATION
applicable laws.
The Nomination and Remuneration (N&R) Committee has
Remuneration for the Managing Director & Whole-time
adopted a Charter which, inter alia, deals with the manner of
Directors
selection of Board of Directors, Managing Director, Whole-
time Directors, senior management and Key managerial i. At the time of appointment or re-appointment, the
Persons and their remuneration. This Policy is accordingly Managing Director and Whole-time director shall be
derived from the said Charter. paid such remuneration as may be mutually agreed
between the Company (which includes the N&R
1. Criteria of selection of Non-Executive Directors
Committee and the Board of Directors) and the
a. In case of appointment of Non-executive Directors, Managing Director and Whole-time Director within
the N&R Committee shall satisfy itself with regard to the overall limits prescribed under the Companies Act,
the nature of the Directors vis-à-vis the Company so as 2013.
to enable the Board to discharge its function and duties
ii. The remuneration shall be subject to the approval of
effectively.
the Members of the Company in General Meeting.
b. The N&R Committee shall ensure that the candidate
iii. The remuneration of the Managing Director and
identified for appointment as a Director is not
24
Whole-time director is broadly divided into fixed and II. The Managing Director will carry out the individual
variable components. The fixed component comprises performance review based on the standard appraisal
salary, allowances, perquisites, amenities and retrial matrix and shall take into account the appraisal score
benefits. The variable component comprises card and other factors mentioned herein-above, whilst
performance bonus. recommending the annual increment and performance
incentive to the N&R Committee for its review and
iv. In determining the remuneration (including the fixed
approval.
increment and performance bonus) the N&R
Committee shall ensure / consider the following: PERFORMANCE EVALUATION
a. responsibility required to be shouldered by the Pursuant to the provisions of the Companies Act, 2013 and
Managing Director and Whole-time director, the The Securities and Exchange Board of India (Listing
industry benchmarks and the current trends; Obligations and Disclosure Requirements) Regulations,
2015, the Board has carried out the annual performance
b. the Company’s performance vis-à-vis the annual
evaluation of its own performance, the Directors
budget achievement and individual performance.
individually as well as the evaluation of the working of its
Remuneration Policy for the Senior Management Audit, Nomination and Remuneration and Compliance
Employees Committees.
A structured questionnaire was prepared after taking into
consideration inputs received from the Directors, covering
I. In determining the remuneration of the Senior
various aspects of the Board’s functioning such as adequacy
Management Employees and Key Managerial
of the composition of the Board and its Committees, Board
Personals, the N&R Committee shall ensure/consider
culture, execution and performance of specific duties,
the following:
obligations and governance.
a. the relationship of remuneration and performance;
A separate exercise was carried out to evaluate the
b. the balance between fixed and incentive pay reflecting performance of individual Directors including the Chairman
short and long term performance objectives, of the Board, who were evaluated on parameters such as
appropriate to the working of the Company and its level of engagement and contribution, independence of
goals; judgment, safeguarding the interest of the Company and its
minority shareholders etc. The performance evaluation of
c. the remuneration is divided into two components viz.
the Independent Directors was carried out by the entire
fixed component comprising salaries, perquisites and
Board. The performance evaluation of the Chairman and the
retirement benefits and a variable component
Non Independent Directors was carried out by the
comprising performance bonus;
Independent Directors who also reviewed the performance
d. The remuneration including annual increment and of the Secretarial Department. The Directors expressed their
performance bonus is decided based on the criticality satisfaction with the evaluation process.
of the roles and responsibilities, and current
compensation trends in the market.
TERMS OF APPOINTMENT & REMUNERATION - MD
Particulars Shri Mukesh Sangla, Chairman & Managing Director

Period of Appointment 01.04.2014 to 31.03.2019
Salary Grade Rs. 84,00,000 P.A.
Minimum Remuneration As per provisions of the Schedule V of the Companies Act, 2013 (previously Schedule XIII
of Companies Act, 1956)
Details of remuneration paid to the Directors are given in Form MGT – 9
RELATED PARTY TRANSACTIONS
All transactions entered into with Related Parties as defined under the Companies Act, 2013 and Regulation 23 of the SEBI
(Listing obligation and Disclosure Requirements) Regulation 2015,during the financial year were in the ordinary course of
business and on an arm’s length pricing basis and do not attract the provisions of Section 188 of the Companies Act, 2013. There
were no materially significant transactions with related parties during the financial year which were in conflict with the interest
of the Company. Suitable disclosure has been made in the notes to the Financial Statements.
The Audit Committee and the Board has approved a policy for related party transactions which has been uploaded on the
Company’s website.
Compliance Officer of the Company
25
Ms. Preeti Singh, Company Secretary is the Compliance Officer of the Company. She is primarily responsible to ensure
compliance with applicable statutory requirements and is the interface between the management and regulatory authorities for
governance matters.
General Body Meetings
The details of Annual General Meetings held in last 3 years are as under:
Year Venue Date Time
2016-17 Hotel Imperial Palace (I) Plot No. 163, Cts 368/20, Sher-E-Panjab, 26.09.2017 11.00 A.M.
Unique Lane Behind Tolani Collage, Andheri (E), Mumbai – 400 099
2015-16 Hotel Imperial Palace (I) Plot No. 163, Cts 368/20, Sher-E-Panjab, 30.09.2016 11.00 A.M.
2014-15 Oriental Residency Hotels Pvt. Ltd. 45, Tarun Bharat Co-Op.Hsg. 30.09.2015 11.30 A.M.
Society, Andheri (E), Mumbai – 400 099
The details of Special Resolutions passed in the above Annual General Meetings are as follows.
Meeting Special Resolutions passed in the Annual General Meetings

32nd To appoint A.K. Jain & Associates as a Cost Auditors of the Company
31st To appoint A.K. Jain & Associates as a Cost Auditors of the Company
30th Appointment of Mr. Akhilesh Gupta as an Independent director
To appoint A.K. Jain & Associates as a Cost Auditors of the Company
Extraordinary General Meeting (EGM) held in last 3 years is as under

Financial Year Date Time Venue
2015-16 18.03.2016 11.00 a.m. 314/3, SDA Compound, Lasudia Mori, Dewas Naka, Indore
2014-15 19.03.2015 11.00 a.m. 314/3, SDA Compound, Lasudia Mori, Dewas Naka, Indore
The details of Special Resolutions passed in the above Extra Ordinary General Meeting is as follows
Date Special Resolutions passed in the Extra Ordinary General Meetings

18.03.2016 1. Acquire the Engineering Business of Adroit Industries (India) Limited
2. Issue of Equity shares on preferential basis
19.03.2015 1. Increase in Authorised Share Capital
2. Alteration in Clause V of Memorandum of Association of the Company
3. Issue of 2% Non-convertible Non-Cumulative Preference Redeemable Shares of Rs. 10/-
The Details of Special Resolutions passed through postal ballot is as follows
Date Special Resolutions passed through Postal Ballot

24.07.2015 1. Alteration Of The Objects Clause Of The Memorandum Of Association Of The Company
2. Deletion Of The Other Objects Clause Of The Memorandum Of Association
3. Amendment Of Incidental Or Ancillary Objects Clause Of The Memorandum Of Association
4. Sub-divided the face value of its equity shares of Rs. 10/- each, fully paid-up into equity shares of Rs.
1/- each, fully paid up.Splitting of Shares.
26
DISCLOSURES discrimination will be meted out to any person for a
(a) Strictures and Penalties genuinely raised concern.
No strictures or penalties have been imposed on the PREVENTION OF INSIDER TRADING
Company by the Stock Exchanges or by the Securities and The Company has adopted a Code of Conduct for Prevention
Exchange Board of India (SEBI) or by any statutory of Insider Trading with a view to regulate trading in
authority on any matters related to capital markets during the securities by the Directors and designated employees of the
last three years. Company. The Code requires pre-clearance for dealing in the
(b) Compliance with Accounting Standards Company’s shares and prohibits the purchase or sale of
Company shares by the Directors and the designated
In the preparation of the financial statements, the Company employees while in possession of unpublished price
has followed the Accounting Standards notified pursuant to sensitive information in relation to the Company and during
Companies (Accounting Standards) Rules, 2006 (as the period when the Trading Window is closed. The
amended) and the relevant provision of the Companies Act, Company Secretary & Head Compliance is responsible for
1956 read with General Circular 8/2014 dated April 04, implementation of the Code.
2014, issued by the Ministry of Corporate Affairs. The
significant accounting policies which are consistently All Board Directors and the designated employees have
applied have been set out in the Notes to the Financial confirmed compliance with the Code.
Statements. COMMUNICATION WITH THE MEMBERS/
(c) Internal Controls SHAREHOLDERS
The Company has a formal system of internal control testing • The unaudited quarterly results are announced within
which examines both the design effectiveness and forty-five days of the close of the quarter. The audited
operational effectiveness to ensure reliability of financial annual results are announced within two months from
and operational information and all statutory / regulatory the close of the financial year as per the requirements
compliances. The Company’s business processes have a of the SEBI (Listing obligation and Disclosure
strong monitoring and reporting process resulting in Requirements) Regulation 2015, with the Stock
financial discipline and accountability. Exchanges/ SEBI (Listing obligation and Disclosure
Requirements) Regulation 2015. The aforesaid
(d) MD/CFO Certification financial results are sent to BSE Limited (BSE) and
The MD and the CFO have issued certificate pursuant to the NSE, where the Company’s equity shares are listed,
provisions of The Securities and Exchange Board of India immediately after these are approved by the Board.
(Listing Obligations and Disclosure Requirements) The results are thereafter given by way of a Press
Regulations, 2015 certifying that the financial statements do Release to news agencies/ and are published in leading
not contain any untrue statement and these statements English and Marathi daily newspapers. The audited
represent a true and fair view of the Company’s affairs. The financial statements form a part of the Annual Report
said certificate is annexed and forms part of the Annual which is sent to the Members well in advance of the
Report. Annual General Meeting.
CODE OF CONDUCT • The Company also informs by way of intimation to
The Board of Directors has approved a Code of Business BSE, NSE all price sensitive matters or such other
Conduct which is applicable to the Members of the Board matters, which in its opinion are material and of
and all employees. The Code has been posted on the relevance to the members and subsequently issues a
Company’s website www.groupsignet.com. The Code lays Press Release in regard to the same.
down the standard of conduct which is expected to be • The Annual Report of the Company, the quarterly and
followed by the Directors and the designated employees in the annual results and the press releases of the
their business dealings and in particular on matters relating to Company are also placed on the Company’s website:
integrity in the work place, in business practices and in www.groupsignet.com and can be downloaded.
dealing with stakeholders. The Code gives guidance through • In compliance with SEBI (Listing obligation and
examples on the expected behavior from an employee in a Disclosure Requirements) Regulation 2015, the
given situation and the reporting structure. quarterly results, shareholding pattern, quarterly
All the Board Members and the Senior Management compliances and all other corporate communication to
personnel have confirmed compliance with the Code. the Stock Exchanges viz. BSE Limited, and NSE are
VIGIL MECHANISM/WHISTLE BLOWER POLICY filed electronically on BSE’s on-line portal website
www.listing.bseindia.comAND NSE online portal
In staying true to our values of Strength, Performance and
www.connect2nse/LISTING.
Passion and in line with our vision of being one of the most
respected companies in India, the Company is committed to • A separate dedicated section under ‘Corporate
the high standards of Corporate Governance and stakeholder Governance’ on the Company’s website gives
responsibility. information on unclaimed dividends, quarterly
compliance reports/ communications with the Stock
The Company has a Risk Management Policy (RM) to deal
Exchanges and other relevant information of interest to
with instances of fraud and mismanagement, if any. The Vigil
the investors /public.
Mechanism Policy ensures that strict confidentiality is
maintained whilst dealing with concerns and also that no
27
GENERAL INFORMATION TO SHAREHOLDERS
1. Annual General Meeting
Date/Day : 29th September, 2018, Saturday
Time : 11.00 AM
Venue : Imperial Residency (II) Unit Of Hotel Imperial Palace (I) Plot No. 163, Cts 368/20, Sher-E-Panjab ,
2 Board Meeting for consideration of Accounts 23rd May, 2018

for the financial year ended March, 31, 2018
3 Posting of Annual Reports On or before 5th September, 2018
4 Book Closure Dates Sunday , 23rd September, 2018 to Saturday,
29th September, 2018 (both days inclusive).
5 Last date for receipt of Proxy Forms 27th September, 2018 before 11.00 a.m
6. Financial Year of the Company 1st April, 2017 to 31st March, 2018.
7. Results for the Quarter ending:
June 30, 2018 On or before 14th September, 2018
September 30, 2018 On or before 14th November, 2018
December 31, 2018 On or before 14th February, 2019
March 31, 2019 On or before 30th May, 2019 (Audited).
Listing on Stock Exchanges

The Company’s shares are listed on the following Stock Exchanges and the Listing Fees have been paid to the Exchanges:
Name and Address of the Stock Exchanges Stock/Scrip Code ISIN for CDSL/NSDL Demetarilised Shares
National Stock Exchange of India Limited (NSE) SIGNET INE529F01027
BSE Ltd., Mumbai 512131
Investor Services maintain Demat Account/s, for their queries relating to
The Company has a Registrar and Share Transfer Agent M/s shareholding, change of address. However, queries relating
Ankit Consultancy Pvt. Ltd., having their office at 60, to non-receipt of dividend, non-receipt of annual reports, or
Electronic Complex, Pardeshipura, Indore (M.P.) which on matters relating to the working of the Company should be
offers all share related services to its Members and Investors. sent to the Share Transfer Agent of the Company.
These services include transfer / transmission / Members who hold shares in physical form should address
dematerialization of shares, payment of dividends, sub- their queries to the Share Transfer Agent of the Company.
division/consolidation / renewal of share certificates and Members are requested to ensure that correspondence for
investor grievances. change of address, change in bank details, processing of
The Share Transfer Agent is registered with SEBI as unclaimed dividend, subdivision of shares,
Registrar to an Issue/Share Transfer Agent in Category II renewals/split/consolidation of share certificates, issue of
Share Transfer Agent and the registration code is INR duplicate share certificates should be signed by the first
000000767. named Member as per the specimen signature registered
with the Company. The Share Transfer Agent of the
Address for Correspondence with the Share Transfer Agent Company may also, with a view to safeguard the interest of
of the Company its Members and that of the Company, request for additional
Ankit Consultancy Pvt. Ltd. supporting documents such as certified copies of PAN Cards
Plot No. 60, Electronic Complex, and other proof of identity and/or address.
Pardeshipura, Indore (M.P.) 452001, Members are requested to indicate their DP ID & Client ID/
Phone: 0731-2551745, Ledger Folio number in their correspondence with the
Email: ankit_4321@yahoo.com Company and also to provide their Email addresses and
Members who hold shares in dematerialized form should telephone numbers/FAX numbers to facilitate prompt
correspond with the Depository Participant with whom they response from the Share Transfer Agent of the Company.
28
Exclusive E-Mail ID
The Company has designated an e-mail ID to enable the Members and Investors to correspond with the Company. The e-mail ID
is cspreeti@groupsignet.com.
Plant Location
The location of the Company’s Plants are given on the inside cover page of the Annual Report. The details of the Plants along
with their addresses and telephone numbers are also available on the Company’s website.
Market Information
Equity Share Price on BSE/NSE April, 2017 – March, 2018
Month Bombay Stock Exchange Limited (BSE) National Stock Exchange of India Ltd
High Low High Low
April 2017 18.5 13.15 13.75 13.15
May 2017 13.8 10 11.4 10.65
June 2017 11.64 7.88 9.15 8.9
July 2017 13.54 8.82 12.9 11.75
August 2017 11.99 7.21 8.45 8
September 2017 8.6 7 7.4 7.1
October 2017 14.96 6.51 14.9 12.4
November 2017 13.84 8.4 8.8 8.35
December 2017 9.3 7.64 9 8.55
January 2018 10.4 7.86 8.4 8.05
February 2018 9.6 7.15 8.1 7.8
March 2018 8.12 6.4 6.85 6.5
SHARE TRANSFER SYSTEM AND OTHER Secretary at the Registered Office with a copy of the earlier
RELATED MATTERS correspondence.
i. Share transfers iv. Reconciliation of Share Capital Audit
Share transfers in physical form are processed and the share As required by the Securities & Exchange Board of India
certificates are generally returned to the transferees within a (SEBI) quarterly audit of the Company’s share capital is
period of fifteen days from the date of receipt of transfer being carried out by an independent external auditor with a
provided the transfer documents lodged with the Company view to reconcile the total share capital admitted with
are complete in all respects. National Securities Depository Limited (NSDL) and Central
ii. Permanent Account Number (PAN) Depository Services (India) Limited (CDSL) and held in
Members who hold shares in physical form are advised that physical form, with the issued and listed capital. The
SEBI has made it mandatory that a copy of the PAN card of Auditors’ Certificate in regard to the same is submitted to
the transferee/s, members, surviving joint holders/legal heirs BSE Limited, NSE and is also placed before Stakeholders’
be furnished to the Company while obtaining the services of Relationship Committee and the Board of Directors.
transfer, transposition, transmission and issue of duplicate The Company has entered into agreements with both
share certificates. National Securities Depository Limited (NSDL) and Central
iii. Pending Investors’ Grievances Depository Services (India) Limited (CDSL) whereby
Any Member/ Investor, whose grievance has not been Members have an option to dematerialize their shares with
resolved satisfactorily, may kindly write to the Company either of the depositories.
Distribution of Shareholding as on March, 31, 2018
SHARE O HOLDING OF NOMINAL VALUE OF SHARE HOLDERS SHARE AMOUNT
Rs. Rs. Number % to Total In Rs. % to Total
(1) (2) (3) (4) (5)
Upto - 1,000 9,972 62.40 4151099 1.41
1,001 - 2,000 2,100 13.14 3450287 1.17
2,001 - 3,000 963 6.03 2565461 0.87
3,001 - 4,000 497 3.11 1815381 0.62
4,001 - 5,000 558 3.49 2701909 0.92
5,001 - 10,000 889 5.56 6879519 2.34
10,001 - 20,000 514 3.22 7702353 2.62
20,001 - 30,000 167 1.05 4237680 1.44
30,001 - 40,000 88 0.55 39078214 1.05
40,001 - 50,000 65 0.41 2977935 1.01
50,001 - 1,00,000 93 0.58 6742763 2.29
1,00,001 and above 74 0.46 248067399 84.27
TOTAL 15980 100.00 294370000 100.00
29
Shareholding Pattern as on 31st March, 2018
S.No Category No. of Shares held % Shareholding
1 Promoters – Individuals 60044245
2 Promoters – Bodies Corporate 146310460 70.10%
3 Others – Public 88015295 29.90%
Total 294370000 100.00%
Other Important Information

(a) Nomination Facility
Shareholders holding shares in physical form and desirous of making a nomination in respect of their shareholding in the
Company, as permitted under Section 72 of the Companies Act, 2013, read with the Companies (Share Capital and
Debentures) Rules, 2015are requested to submit to the Company nomination in the prescribed Form SH-13 for this
purpose.
(b) Updation of Shareholders Information
Shareholders holding shares in physical form are requested to notify the changes to the Company/ its RTA, promptly by a
written and duly signed request and Shareholders holding shares in electronic form are requested to send their instructions
directly to their Depository Participants (DPs).
(c) Mandatory Requirement of PAN
SEBI vide its circular dated 20th April 2018 has mandated compulsory registration of PAN and Bank Account for all
Shareholders in following cases:
• Transferees and Transferors PAN Cards for transfer of shares
• Transfer of shares to Legal Heirs/ Nominees
• For Dematerialization of shares
• Issuance of Duplicate Share certificates
(d) Shareholders are requested to keep record of their specimen Signature before lodgement of shares with the Company to
obviate possibility of differences in signature at a later date.
By Order of Board
Mukesh Sangla
DIN : 00189676
Place: Indore
30
Annexure III
AUDITORS CERTIFICATE ON CORPORATE GOVERNANCE
To
The Members of
We have examined the compliance of conditions of corporate governance by Signet Industries Limited (“the Company”), for the
year ended 31st March, 2018 as stipulated in SEBI(LODR) Regulations, 2015 and the Listing Agreement of the said Company
with Stock Exchanges.
The compliance of conditions of corporate governance is the responsibility of the management. Our examination was limited to
procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of the Corporate
Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us and the representations made by
the Directors and the management, we certify that the Company has complied with the conditions of Corporate Governance as
stipulated in the said clause of the Listing Regulations.
We further state that such compliance is neither an assurance as to future viability of the Company nor the efficiency or
effectiveness with which the management has conducted the affairs of the Company.
For SMAK & Co.
Chartered Accountants
Sd/-
(Shridhar Mandhanya)
Place: Indore (Partner)
Date: 11th August, 2018 M.No.421425
Annexure IV
MD / CFO CERTIFICATION
The Executive Director and Chief Financial Officer of the Company gives annual certification on financial reporting, internal
controls and financial statements of the Board in terms of Regulation 17(8) read with Schedule II of the Listing Regulations. The
annual certification given by the Executive Director and Chief Financial Officer is given below:
To,
The Board of Directors
1. We have reviewed financial statements and the cash flow statement for the year ended 31st March, 2018 and that to the best
of our knowledge and belief:
• these statements do not contain any materially untrue statement or omit any material fact or contain statements that
might be misleading;
• these statements together present a true and fair view of the listed entity’s affairs and are in compliance with
existing accounting standards, applicable laws and regulations.
2. There are, to the best of our knowledge and belief, no transactions entered into by the listed entity during the year which are
fraudulent, illegal or violative of the listed entity’s code of conduct.
3. We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have
evaluated the effectiveness of internal control systems of the listed entity pertaining to financial reporting. We have not
come across any deficiencies in the design or operation of such internal controls.
4. We have indicated to the auditors and the Audit committee:
• that there are no significant changes in internal control over financial reporting during the year;
• that there are no significant changes in accounting policies during the; and
• that there are no instances of significant fraud of which they have become aware.
Mukesh Sangla J. C. Paliwal
Managing Director Chief Financial Officer
DIN00189676
Place: Indore
31
Annexure VI
Secretarial Audit Report
MR-3
To,
The Members,
SIGNET INDUSTRIES LIMITED
CIN: L51900MH1985PLC035202
1003, MEADOWS BUILDING, SAHAR PLAZA
COMPLEX J.B. NAGAR, ANDHERI (EAST)
MUMBAI 400059
We have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to good
corporate practices by SIGNET INDUSTRIES LIMITED(herein after called the company). Secretarial Audit was conducted in
a manner that provided me/us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing my
opinion thereon.
Based on our verification of the SIGNET INDUSTRIES LIMITED books, papers, minute books, forms and returns filed and
other records maintained by the company and also the information provided by the Company, its officers, agents and authorized
representatives during the conduct of secretarial audit, We hereby report that in our opinion, the company has, during the audit
period covering the financial year ended on March 31, 2018 complied with the statutory provisions listed hereunder and also
that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the
reporting made hereinafter:
We have examined the books, papers, minute books, forms and returns filed and other records maintained by Company for the
financial year ended on March 31, 2018 according to the provisions of:
i. The Companies Act, 2013(the Act)and the rules made there under read with notifications, exemptions and clarifications
thereto;
ii. The Securities Contracts(Regulation) Act, 1956 (‘SCRA’)and the rules made there under;
iii. The Depositories Act, 1996 and the Regulations and Bye-laws framed there under;
iv. Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder;
v. The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act,1992 (‘SEBI
Act’):-
a. The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers)Regulations, 2011
as amended from time to time;
b. The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations,2015 as amended
from time to time;
c. The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements)Regulations,
2009 and amendments from time to time.
d. The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase
Scheme) Guidelines, 1999 and The Securities and Exchange Board of India (Share Based Employee Benefits)
Regulation, 2014.
e. The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations,2008.
f. The Securities and Exchange Board of India(Registrars to an Issue and Share Transfer Agents)Regulations,1993
as amended from time to time regarding the Companies Act and dealing with client;
g. The Securities and Exchange Board of India (Delisting of Equity Shares)Regulations, 2009 as amended from time
to time. (Not applicable as the Company during the reporting period under Audit)
h. The Securities and Exchange Board of India (Buy back of Securities)Regulations, 1999.(Not applicable as the
Company during the reporting period under Audit)
32
vi. We have relied on the representation made by the Company and its officers for system and mechanism framed by the
Company for the compliances under the following applicable Act (if applicable), Law & Regulations to the Company
i. Workmen’s compensation Act, 1923 and all other allied labor laws, as informed / confirmed to us.
ii. Applicable Direct and Indirect Tax Laws.
iii. Prevention of Money Laundering Act, 2002
iv. Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013
We have also examined compliance with the applicable clauses of the following:
(i) Secretarial Standards issued by The Institute of Company Secretaries of India.
(ii) SEBI (Listing Obligation and Disclosure Requirements) Regulations, 2015.
During the period the company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc.
mentioned above.
We further report that:
The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive
Directors and Independent Directors. The changes in the composition of the Board of Directors that took place during the period
under review were carried out in compliance with the provisions of the Act.
Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent atleast
seven days in advance, and as system exists for seeking and obtaining further information and clarifications on the agenda items
before the meeting and for meaningful participation at the meeting.
All the decisions at Board Meetings and Board Committee Meetings are carried out unanimously/majority as recorded in the
Minutes of the Board of Directors of the Company or committee of the Board, as the case may be. The dissenting members’
views, if any, are captured and recorded as part of the minutes of the respective meetings.
We further report that there are adequate systems and processes in the company commensurate with the size and operations of
the company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.
As informed, the Company has responded appropriately to notices received from various statutory/regulatory authorities
including initiating actions for corrective measures, wherever found necessary.
Note: This Report is to be read with our letter even date which is annexed as Annexure A and forms and integral part of this report.
For M. Maheshwari& Associates

Company Secretaries
Firms U.C.N. I2001MP213000
Manish Maheshwari
Proprietor
FCS-5174
CP-3860
Place: Indore
33
Annexure VII
Annual Report On Corporate Social Responsibility (CSR)
Activities For The Financial Year 2017-18
1. A brief outline of the Company’s CSR Policy including overview of projects or programs proposed to be undertaken and a
reference to the web-link to the CSR Policy and projects or programs.
The CSR Policy was approved by the Board of Directors at its meeting and has been uploaded on the Company’s website.
www.groupsignet.com/Investor.
2. The composition of CSR Committee is as follows:.
(a) Mr. Saurabh Sangla, (Executive Director), Member
(b) Mr. Akhilesh Gupta (Independent Director), Member
(c) Mr. Mukesh Sangla (Managing Director), Chairman
Mrs. Preeti Singh, Company Secretary is functioning as the Secretary of the Committee.
3. Average net profit of the Company for last three financial years.
The Average net profit of the Company for last three financial years is Rs. 21.31 Crores.
4. Prescribed CSR expenditure (two percent of the amount mentioned in item 3 above).
The Company is required to spend Rs. 42.63 Lacs towards CSR for financial year 2017-18.
5. Details of CSR spent during the financial year:
a. Total Amount to be spent for the Financial Year: 42.63 lacs
b. Amount unspent: Rs.42.63 Lacs
c. Manner in which the amount spent during the financial year: Nil
6. The CSR Committee of the Board of Directors hereby confirms that implementation and Monitoring is fully accordance
with the CSR Policy of the Company.
Signature Signature
Mr. Mukesh Sangla Managing Director /Chairman CSR Committee
Mr. Saurabh Sangla Director/Member CSR Committee
For and on behalf of the Board

Mukesh Sangla
DIN : 00189676
Place: Indore
34
ANNEXURE- IX
Form MGT 9
EXTRACT OF ANNUAL RETURN
As on the Financial Year ended 31.03.2018
Pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies
(Management & Administration) Rules, 2014
I. REGISTRATION & OTHER DETAILS:
I CIN L51900MH1985PLC035202
II Registration Date 29.01.1985
III Name of the Company SIGNET INDUSTRIES LIMITED
IV Category/Sub-category of the Company Public Company
V Address of the Registered office & contact details 1003, Meadows Building Sahar Plaza Complex, J. B. Nagar, Andheri
Kurla Road, Andheri (East), Mumbai-400059,
Maharashtra, India Ph. 022-67429968 / 69
email:info@groupsignet.com website www.groupsignet.com
VI Whether listed company Listed
VII Name , Address & contact details of the Registrar Ankit Consultancy Pvt. Ltd.
& Transfer Agent, if any Registrar & Share Transfer Agent
(SEBI REG. No. INR 000000767)
CIN NO - U74140MP1985PTC003074
60, Electronic Complex,
Pardeshipura, Indore (M.P.) 452010
Tel.:0731-2551745, 2551746
Fax:0731-4065798
II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the business activities contributing 10% or more of the total turnover of the company shall be stated
Sr. No. Name & Description of main products/services NIC Code of the % to total turnover
Product /service of the company
1. Plastic Products 2520 39.13
2. Whole sale Trade of Chemicals & Plastic Material 5149 59.83
S. No. Name and Address of CIN Holding/Subsidiary % of shares held Applicable section
the Company /Associate
NIL
IV. SHAREHOLDING PATTERN (Equity Share Capital Break up as percentage of total Equity)
Category-wise Share Holding
Category of No. of Shares held at the beginning No. of Shares held at the end of the % Change
Shareholders of the year (As on 1st April, 2017) year (As on 31st March, 2018) during the
Demat Physical Total % of Demat Physical Total % of year
Total Total
Shares Shares
A. Promoters
Indian
Individual/HUF 6299540 0 6299540 2.14 60044245 0 60044245 20.40 18.26
Central Govt./ State Govt. 0 0 0 0 0 0 0 0 0
Bodies Corporate 146310460 0 146310460 49.70 146310460 0 146310460 49.70 0.00
Bank/FI 0 0 0 0 0 0 0 0 0
Any Other 0 0 0 0 0 0 0 0 0
Sub Total: (A)(1) 152610000 0 152610000 51.84 206354705 0 206354705 70.10 18.26
35
Foreign
NRI-Individuals 0 0 0 0 0 0 0 0 0
Other Individuals 0 0 0 0 0 0 0 0 0
Bodies Corp. 0 0 0 0 0 0 0 0 0
Banks/FI 0 0 0 0 0 0 0 0 0
Any other…. 0 0 0 0 0 0 0 0 0
Sub Total: (A)(2) 0 0 0 0 0 0 0 0 0
Total Shareholding of 152610000 0 152610000 51.84 206354705 0 206354705 70.10 18.26
Promoters (A)= (A)(1)+ (A)(2)
Public Shareholding 0 0 0 0 0 0 0 0 0
Institutions
Mutual Funds/UTI 0 0 0 0 0 0 0 0 0
Banks/FI 0 0 0 0 0 0 0 0 0
Central Govt. 0 0 0 0 0 0 0 0 0
State Govt. 0 0 0 0 0 0 0 0 0
Venture Capital Fund 0 0 0 0 0 0 0 0 0
Insurance Companies 0 0 0 0 0 0 0 0 0
FIIS 203104 0 203104 0.07 0 0 0 0 -0.07
Foreign Venture Capital Funds/ 0 0 0 0 0 0 0 0 0
Provident Fund
Others (Foreign Institutional 30709 0 30709 0.01 0 0 0 0 -0.01
Investors)
Sub-Total: (B)(1) 203104 0 203104 0.07 0 0 0 0 -0.07
2. Non-Institutions 0 0 0 0 0 0 0 0 0
I. Bodies Corporate 58272703 0 58272703 19.80 38133743 210000 38343743 13.03 -6.77
II. NRI & OCB 739793 0 739793 0.25 1450592 0 1450592 0.49 0.24
III. Clearing Member 64895780 0 64895780 22.05 754684 0 754684 0.26 -21.79
II. Individuals 0 0 0 0 0 0 0 0 0
1.Individual Shareholders 13388386 1461000 14849386 5.04 40521769 1125000 41646769 14.15 9.11
holding nominal share
capital uptoRs. 1Lacs
Individual Shareholders 2799234 0 2799234 0.95 5693507 126000 5819507 1.98 1.03
holding nominal share
capital in excess of Rs. 1Lacs
Sub-Total: (B)(2) 140095896 1461000 141556896 48.09 86554295 1461000 88015295 29.90 -18.19
Total Public Shareholding 1402990 146100 1417600 48.16 8655429 146100 8801529 29.90 -18.26
(B)= (B)(1)+ (B)(2) 00 0 00 5 0 5
Shares held by Custodian 0 0 0 0 0 0 0 0 0
against which Depository
receipts have been issued
Grand Total (A)(B)(C) 2929090 146100 2943700 100 2929090 146100 2943700 100.0 0
00 0 00 00 0 00 0
36
ii. Shareholding of Promoters

Sr. Shareholder’s Name Shareholding at the beginning Shareholding at the end % change in
No. of the year of the year share holding
No. of % of total % of Shares No. of % of total % of Shares during the year
Shares Shares of Pledged/ Shares Shares of Pledged/
the encumbered the encumbered
company to total company to total
shares shares
1 Shri Balaji Starch & Chemicals 38862000 13.20 0 38862000 13.20 0 0.00
Private Limited
2 Swan Irrigation Private Limited 28917000 9.82 0 28917000 9.82 0 0.00
3 Adroit Industries (India) Limited 27250000 9.26 0 27250000 9.26 0 0.00
4 Mukesh Sangla 443820 0.15 0 2220463 0.75 0 0.60
5 Monika Sangla 3435000 1.17 0 21435000 7.28 0 6.11
6 Saurabh Sangla 120000 0.04 0 788062 0.27 0 0.23
7 Orinate Leasing & Finance 10944000 3.72 0 10944000 3.72 0 0.00
8 Signate Leasing & Finance 10817460 3.67 0 10817460 3.67 0 0.00
9 Mukesh Sangla HUF 800720 0.27 0 34100720 11.58 0 11.31
10 Signet Impex Private Limited 9840000 3.34 0 9840000 3.34 0 0.00
11 Ornate Impex Private Limited 9840000 3.34 0 9840000 3.34 0 0.00
13 Avantika Sangla 1500000 0.51 0 1500000 0.51 0 0.00
14 Signet Tradelinks Private Limited 9840000 3.34 0 9840000 3.34 0 0.00
iii. Change in Promoters’ Shareholding (please specify, if there is no change)
Top 10 Shareholders* Shareholding at the beginning Cumulative Shareholding end of

of the year the year
No. of % of total No. of % of total
Shares shares of the shares shares of the
company company
At the beginning of the year
01/04/2017 152610000 51.84 152610000 51.84
Date wise Increase/Decrease in Promoters Shareholding
during the year specifying the reasons for increase/
decrease (e.g. allotment/ transfer/ bonus/ sweat equity etc):
28/04/2017 52300000 17.77 204910000 0.00
28/07/2017 -1000000 -0.34 203910000 000
31/03/2018 2444705 0.83 206354705 0.00
At the end of the year
31/03/2018 206354705 70.10 206354705 70.10
Shareholding Pattern of top ten Shareholders
Name of the Top 10 Shareholders Shareholding at the beginning Cumulative Shareholding end of
company company
At the beginning of the year
1 Arihant Capital Mkt. Ltd 64118569 21.78 2666621 0.91
2 CAN India Overseas LLP 14010000 4.76 11160218 3.79
3 Pranay Tradelink Pvt. Ltd. 14022000 4.76 0 0.00
4 Indore Dyechem LLP 9655500 3.28 0 0.00
5 Impulse Line Hospitals LLP 5280436 1.79 1849829 0.63
6 AVA Enterprises LLP 4209913 1.43 0 0.00
7 Globe Capital Market Ltd 1438740 0.49 172237 0.06
8 Karvy Stock Broking Ltd 1100448 0.37 1491094 0.51
9 Namrata Ravi Sanghai
37
10 Progressive Finlease Ltd. 458626 0.16 625600 0.21

11 Jasamrit Technology Pvt. Ltd. 438770 0.15 438770 0.15
12 R Srinivasan 172500 0.06 400000 0.14
13 Nandlal Sharma 63000 0.02 63000 0.02
14 Manish Sethi 54000 0.02 54000 0.02
15 Sitaram Saraf 54000 0.02 54000 0.02
16 Narayan Bijmoria 45000 0.02 45000 0.02
17 Rajendra Kumar Kapoor 45000 0.02 45000 0.02
18 Ramgopal Oswal 36000 0.01 36000 0.01
19 Rajkumar Borar 36000 0.01 36000 0.01
20 Ramdev Singhi 36000 0.01 36000 0.01
21 Rajendra Pathak 36000 0.01 36000 0.01
22 Sunita Lodhe 36000 0.01 36000 0.01
23 Nand Kishore Maity 36000 0.01 36000 0.01
24 Padam Singh Buchha 36000 0.01 36000 0.01
25 Subhas Khaitan 36000 0.01 36000 0.01
26 Sadhana Kala 36000 0.01 36000 0.01
27 Pranay Trades Link LLP 0 0.00 14022000 4.76
28 Mandot Securities Pvt. Ltd. 0 0.00 631000 0.21
29 Aditya Vikram Agarwalla 0 0.00 500000 0.17
Shareholding of Directors and Key Managerial Personnel:
Particulars Shareholding at the beginning Cumulative Shareholding end of

company company
NIL
INDEBTEDNESS
Indebtedness of the Company including interest outstanding / accrued but not due for payment
Particulars Secured Loans Unsecured Deposits Total
excluding Loans Indebtedness
deposits
Indebtedness at the beginning of the financial year
i) Principal Amount 14088,42,568 5652,22,390 - 19740,64,958
ii) Interest due but not paid 24,66,094 - - 24,66,094
iii) Interest accrued but not due 10,128 24,44,304 - 24,54,432
Total (i+ii+iii) 14113,18,790 5676,66,694 - 19789,85,484
Change in Indebtedness during the financial year
• Addition 5930,58,534 76,98,663 - 6007,57,197
• Reduction (746,81,541) (1612,65,536) - (2359,47,077)
Net Change 5183,76,993 (1535,66,874) - 3648,10,119
Indebtedness at the end of the financial year
i) Principal Amount 19246,13,191 4116,55,517 - 23362,68,708
ii) Interest due but not paid - - - -
iii) Interest accrued but not due - 22,24,641 - 22,24,641
Total (i+ii+iii) 19246,13,191 4138,80,158 - 23384,93,349
38
VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

Remuneration to Managing Director, Whole-time Directors and / or Manager: (Rs. In lakh)
Name of Directors
Sr. Particulars of Remuneration Mukesh Sangla Saurabh Sangla Total
Managing Direrctor Whole-Time Director Amount
DIN 00189676 DIN 00206069
1. Gross salary 84.00 - 84.00
(a) Salary as per provisions contained in Section NIL NIL NIL
17(1) of the Income-tax Act, 1961
(b) Value of perquisites u/s 17(2) of the Income NIL NIL NIL
tax Act, 1961
(c) Profits in lieu of salary under Section 17(3) NIL NIL NIL
of the Income tax Act, 1961
2. Stock Option NIL NIL NIL
3. Sweat Equity NIL NIL NIL
4. Commission- as % of profit NIL NIL NIL
- Others, please specify
5. Others, Allowances NIL NIL NIL
Total (A) 84.00 NIL 84.00
B. Remuneration to other directors:
Sr. Particulars of Remuneration Name of Directors Total

Amount
(Rs. In lacs)
Nishtha Akhilesh Murli Vashist
Neema Gupta Dhar Palak Malviya
1 Independent Directors
• Fee for attending board /committee 0.22 0.22 0.20 0.00 0.64
meetings NIL NIL NIL NIL NIL
• Commission
• Others, please specify
Total (1) 0.22 0.22 0.20 0.00 0.64
2. Other Non-Executive Directors NIL NIL NIL NIL
• Fee for attending board /
committee meetings
• Commission
• Others, please specify
Total (2) Nil Nil Nil Nil Nil
Total (B)=(1+2) 0.22 0.22 0.20 0.00 0.64
Total Managerial Remuneration (A+B) 84.64
39
Remuneration To Key Managerial Personnel Other Than MD / Manager/WTD

Rupess in lakh
Sr.no. Particulars of Remuneration Key Managerial Personnel
CFO CS Total
1 Gross salary
(a) Salary as per provisions contained in section 17(1) of 12.80 7.50 20.30
the Income-tax Act, 1961
(b) Value of perquisites u/s 17(2) Income-tax Act, 1961 Nil Nil Nil
(c) Profits in lieu of salary under section 17(3) Income tax
Act, 1961
2 Stock Option Nil Nil Nil
3 Sweat Equity Nil Nil Nil
4 . Commission
- as % of profit
- others, specify… Nil Nil Nil
5 Others, please specify Nil Nil Nil
Total (A) 12.80 7.50 20.30
VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:

Type Section of Brief Details of Authority [RD/ Appeal
the Description Penalty NCLT / COURT] made,
Companies /Punishment/ if any
Act Compounding (give
imposed Details)
fees
A. Company
Penalty Nil Nil Nil Nil Nil
Punishment Nil Nil Nil Nil Nil
Compounding Nil Nil Nil Nil Nil
B. Director
C. Other Officer in default

Mukesh Sangla
DIN : 00189676
Place: Indore
40
ANNEXURE- VIII
Particulars of Energy Conservation, Technology Absorption and Foreign Exchange
Earnings and Outgo as required under Companies (Accounts) Rules, 2014
A. CONSERVATION OF ENERGY:
Energy Conservation measures is an outgoing process and the Company considers it as a high priority area. During the
year energy audits were conducted internally. The main measures adopted in energy conservation includes-
a. Modifications /Improvements in process to result in less consumption of the energies for the same output.
b. Installation of Timers in all major machines to conserve energy.
c. Installation proper equipments to improve the power factor.
d. Continuous training of operating staff for effective use of utilities.
e. To achieve significant saving in the energy consumption processing equipments Layouts and Service utility
layouts were redesigned.
B. TECHNOLOGY ABSORPTION, ADAPTATION AND INNOVATION, RESEARCH AND DEVELOPMENT:
(i) Specific Areas in which R&D carried out by the Company and benefits derived as a Result thereof in several Years.
Your Company’s R&D wing is dedicated to ensure production of best quality products conforming to international
standards.
(ii) Future plan of Action
The Company doing its best to improve its quality and to reduce manufacturing expanses
C. FOREIGN EXCHANGE EARNING AND OUTGO
Figures in Lacs.
. Particulars Previous Year Current Year
2016-17 2017-18
(i) Foreign Exchange Earnings
FOB Value of Exports - -

(ii Foreign Exchange Outgo
Value of Import on CIF basis 15413.58 14751.99

Mukesh Sangla
DIN : 00189676
Place: Indore
41
ANNEXURE- V
Particulars of Employees
[As per section 197(12) read with the Rule 5 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014]
Statement of Disclosure of Remuneration under Section197 of Companies Act, 2013 and Rule 5(1) of Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014
No. Requirement Information
1.
The ratio of the remuneration of each Director to the Director
median remuneration of the employees of the Company
for the financial year Mr. Mukesh Sangla , Managing Director 52.01:1
Mr. Saurabh Sangla, Director NA
Mr. Murli Dhar Vashist, Director*
Mr. Akhilesh Gupta, Director*
Ms. Nishtha Neema , Director*
2.
The percentage increase in remuneration of each Director
Director, Chief Financial Officer, Chief, Executive
Officer, Company Secretary or Manager, if any in the Mr. Mukesh Sangla , Managing Director# NA
financial year Mr. Saurabh Sangla, Director # NA
Mr. Murli Dhar Vashist, Director*
Mr. Akhilesh Gupta, Director*
Ms. Nishtha Neema , Director*
Key Managerial Personnel

Mr. J. C. Paliwal NIL
Ms. Preeti Singh 7.14%
3.
The percentage increase in the median remuneration of 10% Approx
employees in the financial year
The number of permanent employees on the rolls of 541 as on 31st March, 2018
4.
Company
Average percentile increase already made in the salaries Median remuneration of employees increased by 10% in
5.
of employees other than the managerial personnel in the FY 18 over previous year. The salary increase is based on
last financial year and its comparison with the percentile compensation philosophy of the organisation which takes
increase in the managerial remuneration and into account internal
justification thereof and point out if there are any as well as external factors.
exceptional circumstances for increase in the managerial
remuneration
Affirmation that the remuneration is as per the Affirmed

6
remuneration policy of the Company

Mukesh Sangla
DIN : 00189676
Place: Indore
42
Details of remuneration of Managerial Personal
1) Details of Remuneration to Managerial Personal for the financial year ended 31st March, 2018
As per the requirement of the Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Persons) 2014, the
company is required to make disclosure in the form of a statement relating to employee drawing remuneration in excess of Rs.
8.5 Lakhs p.m. or Rs. 1.02crLakhs p.a. detailed as below:
(Rs.in Lakh)
S. Name & Remuneration Nature Qualification Date of Age Past % of Name of
No. Designation Received of & Experience commen Employment the Equity Director
of Employee employment of the Employee cement of the Details shares held or Manager
employment Employee in of the Company
Company, Relative of
the relative such
of Company Employee
NIL NIL NIL NIL NIL NIL NIL NIL NIL
Mukesh Sangla
DIN : 00189676
Place: Indore
43
Independent Auditors Report

To, whether the Ind AS financial statements are free from
The Members of material misstatement.
An audit involves performing procedures to obtain
Report on the Financial Statements audit evidence about the amounts and disclosures in
the Ind AS financial statements. The procedures
We have audited the accompanying Ind AS financial
selected depend on the auditor’s judgment, including
statements of Signet Industries Limited (“The
the assessment of the risks of material misstatement of
Company”) which comprise the Balance Sheet as at
the Ind AS financial statements, whether due to fraud
March 31, 2018, and the Statement of Profit and Loss
or error. In making those risk assessments, the auditor
(including Other Comprehensive Income), the
considers internal financial control relevant to the
Statement of Changes in Equity and the Statement of
company’s preparation of the Ind AS financial
Cash Flows for the year then ended and a summary of
statements that give a true and fair view in order to
the significant accounting policies and other
design audit procedures that are appropriate in the
explanatory information.
circumstances. An audit also includes evaluating the
Management’s Responsibility for the Financial appropriateness of accounting policies used and the
Statements reasonableness of the accounting estimates made by
the Company’s Directors, as well as evaluating the
The Company’s Board of Directors is responsible for
overall presentation of the Ind AS financial statements.
the matters stated in section 134(5) of the Companies
Act, 2013 (the Act) with respect to the preparation of We believe that the audit evidence we have obtained is
these Ind AS financial statements that give a true and sufficient and appropriate to provide a basis for our
fair view of the financial position , financial audit opinion on the Ind AS financial statements.
performance including other comprehensive income,
Opinion
cash flows and changes in equity of the Company in
accordance with the Indian Accounting Standards (Ind In our opinion and to the best of our information and
AS) prescribed under section 133 of the Act read with according to the explanations given to us, the aforesaid
the Companies (Indian Accounting Standards) Rules, financial statements give the information required by
2015, as amended, and other accounting principles the Act in the manner so required and give a true and
generally accepted in India. This Responsibility also fair view in conformity with accounting principles
includes maintenance of adequate accounting records generally accepted in India, of the state of affairs of the
in accordance with the provision of the Act for company as at 31st March, 2018, and its profit, total
safeguarding of the assets of the company and for comprehensive income, the changes in equity and its
preventing and detecting frauds and other cash flows for the year ended on that date.
irregularities; selection and application of appropriate
Other Matter
accounting policies; making judgments and estimates
that are reasonable and prudent; and design, The comparative financial information of the
implementation and maintenance of adequate internal Company for the year ended 31st March 2017 and
financial controls, that were operating effectively for transition date opening balance sheet as at 1st April
ensuring the accuracy and completeness of the 2016 included in these Ind AS financial statements are
accounting records, relevant to the preparation and based on the statutory financial statements prepared in
presentation of the Ind AS financial statements that accordance with the Companies (Accounting
give a true and fair view and are free from material Standards) Rules, 2006 audited by the predecessor
misstatement, whether due to fraud or error. auditor whose report for the year ended 31st March,
2017 and 31st March, 2016 dated 30.05.2017 and
Auditor’s Responsibility
30.05.2016 respectively expressed an unmodified
Our responsibility is to express an opinion on these Ind opinion on those financial statements and have been
AS financial statements based on our audit. restated to comply with Ind AS. Adjustments made to
the previously issued said financial information,
We have taken into account the provision of the Act,
prepared in accordance with the Companies
the accounting and auditing standard and matters
(Accounting Standards) Rules, 2006, to comply with
which are required to be included in the audit report
Ind AS have been audited by us.
under the provisions of the Act and the Rules made
thereunder. Our opinion on the financial statements above and our
report on Other Legal and Regulatory Requirements
We conducted our audit in accordance with the
below is not modified in respect of these matter.
Standards on Auditing specified under Section
143(10) of the Act. Those standards require that we Report on Other Legal and Regulatory Requirements
comply with ethical requirements and plan and
1. As required by the Companies (Auditor’s Report )
perform the audit to obtain reasonable assurance about
Order, 2016 (“the Order”) issued by the Central
44
Government of India in terms of sub section (11) of 2018 taken on records by the Board of Director,
section 143 of the Act, we give in the Annexure A none of the directors is disqualified as on 31st
statement on the matters specified in the paragraph 3 March, 2018 from being appointed as a director
and 4 of the Order, to the extent applicable. in terms of section 164(2) of the Act.
2. As required by section 143 (3) of the Act, we report f) With respect to the adequacy of the internal
that: financial controls over financial reporting of
the Company and the operating effectiveness
a) We have sought and obtained all the
of such controls, refer to our separate report in
information and explanations, which to the best
“Annexure B”.
of our knowledge and belief were necessary for
the purpose of our audit. g) With respect to the other matters to be included
in the Auditor’s Report in accordance with
b) In our opinion, proper books of account as
Rule 11 of the Companies (Audit and Auditors)
required by law have been kept by the
Rules, 2014 (as amended), in our opinion and
Company, so far as appears from our
to be best of our information and according to
examination of those books.
the explanations given to us:
c) The Balance Sheet, the Statement of Profit and
i. The company has disclosed the impact of
Loss (including Other Comprehensive
pending litigations on its financial position in
Income), Statement of Changes in Equity and
its financial statement – refer note 35 to the
the Statement of Cash Flow dealt with by this
financial statement;
Report are in agreement with the books of
account. ii. The Company did not have any long term
contract including derivative contract for
d) In our opinion, the aforesaid standalone Ind AS
which there were any material foreseeable
financial statements comply with the Indian
losses.
accounting standards specified under section
133 of the act, read with rules framed iii. There has been no delay in transferring
thereunder. amounts, required to be transferred, to the
Investor Education and Protection Fund by the
e) On the basis of the written representations
company.
received from the directors as on 31st March
For SMAK & Co.

(Firm Reg. No. 020120C)
CA Shridhar Mandhanya
Partner
Date: 23.05.2018 M. No. 421425
Place: Indore
45
Annexure A to Independent Auditor’s Report

Referred to in paragraph (1) under the heading of v. In our opinion and according to the information and
“Report on Other Legal and Regulatory explanations given to us, the Company has not
Requirements” of our report of even date to the accepted deposits from the public within the meaning
members of Signet Industries Limited on the Ind AS of Section 73 to 76 or any other relevant provisions of
financial statements for the year ended March 31, the Companies Act, 2013 and the Rules, framed there
2018. under. As informed to us no Order has been passed by
i. In respect of its Fixed Assets : the Company Law Board or National Company Law
a. The Company is maintaining proper records showing Tribunal or Reserve Bank of India or any court or any
full particulars, including quantitative details and other Tribunal.
situation of fixed assets. vi. We have broadly reviewed the cost records maintained
b. As explained to us, the fixed assets of the Company by the Company pursuant to the rules made by the
have been physically verified by the management Central Government under sub-section (1) of Section
during the year, which in our opinion is reasonable, 148 of the Companies Act, 2013 and are of the opinion
having regard to the size of the Company and the that prima facie the prescribed records have been made
nature of its assets. No material discrepancies between and maintained. We have, however, not made a
the book records and the physical inventory have been detailed examination of the cost records with a view to
noticed. In our opinion, the frequency of verification is determine whether they are accurate or complete.
reasonable.
c. According to the information and explanations given to vii. In respect of Statutory dues :
us and on the basis of our examination of the records of a) According to the information and explanations given
the Company, the title deeds of immovable properties to us and the records of the Company examined by us,
are held in the name of the Company. in our opinion the Company is generally regular in
ii. In respect of its Inventories: depositing undisputed statutory dues including
The inventories has been physically verified by the provident fund, employee’s state insurance, income
Management during the year. In our opinion, the tax, sales tax, service tax, goods and service tax, duty
frequency of verification is reasonable and no material of customs, duty of excise, value added tax, cess and
discrepancies were noticed. any other statutory dues with the appropriate
iii. According to the information and explanations given authorities. There were no undisputed statutory dues in
to us, the Company has not granted loans secured or arrears, as at 31st March, 2018 for a period of more
unsecured to company, firms, LLP or other parties than six months from the date they became payable.
covered in the register maintained under section 189 of b) According to the information and explanations given
the Companies Act, 2013. In our opinion provisions of to us, there are no dues of sales tax, value added tax,
para 3 clause (iii) of the order are not applicable to the income tax, service tax, goods and service tax, duties
company. of customs, duties of excise which have not been
iv. In our opinion and according to the information and deposited with appropriate authorities on account of
explanations given to us, the Company has complied any dispute except as follows :
with the provisions of section 185 and 186 of the Act,
with respect to the loans and investments made and
guarantee given. The company has not provided any
security in terms of section 185 and 186 of the Act.
Name of the Statute Nature of Related Period ( Rs. In lacs) # Forum where
Liability dispute is pending
Income Tax Act, 1961 Income Tax 2006-07, 2007-08, 230.73 High Court
2009-10 and 2011-12
M.P. Value Added Tax Act, 2002 Sales Tax 2008-09 2.19 Additional Comm. (Appeal)
Custom & Central Excise & Service Tax Excise Duty 2008-09 11.10 Commissioner (Appeal)
Custom & Central Excise & Service Tax Excise Duty 2014-15 48.77 Commissioner (Appeal)
Income Tax Act, 1961 Income tax 2013-14 3.05 Commissioner (Appeal)
Income Tax Act, 1961 Income tax 2014-15 2.45 Commissioner (Appeal)
Madhya Pradesh Value Entry Tax 2015-16 0.91 Additional Commissioner
Added Tax Act 2002 Commercial Tax (Appeal)
Madhya Pradesh Value Central Sales Tax 2015-16 39.95 Additional Commissioner
Madhya Pradesh Value VAT 2015-16 4.94 Additional Commissioner
# Net of amount deposited
46
viii. According to the records of the company examined by xii. In our opinion and according to information and
us and as per the information and explanations given to explanation given to us, the company is not a Nidhi
us, the Company has not defaulted in repayment of Company therefore, the provision of para 3 (xii) of the
dues to financial institution, bank or government as on Order is not applicable to the company.
the balance sheet date. The Company has not issued
xiii. According to the information and explanations given
any debenture.
to us and based on our examination of the records of
ix. In our opinion and according to the information and the Company, transactions with the related parties are
explanations given to us, the company has not raised in compliance with sections 177 and 188 of the Act
money by way of initial public offer or further public where applicable and details of such transactions have
offer (including debt instruments) and In our opinion been disclosed in the financial statements as required
and according to the information and explanations by the applicable accounting standards.
given to us, the term loans obtained during the year
xiv. According to the information and explanations given
have been applied for the purpose for which they were
to us and based on our examination of the records of
obtained.
the company, the company has not made any
x. During the course of our examination of the books of preferential allotment or private placement of shares or
account and records of the Company, carried out in fully or partly convertible debentures during the year,
accordance with the generally accepted auditing therefore the provision of para 3 (xiv) of the Order is
practices in India and according to the information and not applicable to the company.
explanations given to us, we have neither come across
xv. In our opinion and according to the information and
any instance of material fraud by the Company or on
explanations given to us, the company has not entered
the company by employees or officers, noticed or
into any non-cash transactions with directors or
reported during the year, nor have we been informed of
persons connected with him during the year, hence the
such case by the management.
provision of para 3 (xv) of the Order is not applicable
xi According to the information and explanations give to to the company.
us and based on our examination of the records of the
xvi. The company is not required to be registered under
Company, the Company has paid/provided for
section 45-IA of the Reserve Bank of India Act, 1934
managerial remuneration in accordance with the
therefore, the provision of para 3 (xvi) of the Order is
requisite approvals mandated by the provisions of
not applicable to the company for the year under audit.
section 197 read with Schedule V to the Act.
For SMAK & Co.

Partner
Date: 23.05.2018 M. No. 421425
Place: Indore
47
Annexure B To the Independent Auditor’s Report of even financial controls over financial reporting included
date on the Ind AS Financial Statements of Signet obtaining an understanding of internal financial
Industries Limited controls over financial reporting, assessing the risk
that a material weakness exists, and testing and
Report on the Internal Financial Controls under Clause
evaluating the design and operating effectiveness of
(i) of Sub-section 3 of Section 143 of the Companies Act,
internal control based on the assessed risk. The
2013 (“the Act”)
procedures selected depend on the auditor’s judgment,
We have audited the internal financial controls over including the assessment of the risks of material
financial reporting of Signet Industries Limited (“the misstatement of the financial statements, whether due
Company”) as of March 31, 2018 in conjunction with to fraud or error.
our audit of the Ind AS financial statements of the
We believe that the audit evidence we have obtained is
Company for the year ended on that date.
sufficient and appropriate to provide a basis for our
Management’s Responsibility for Internal Financial audit opinion on the Company’s internal financial
Controls controls system over financial reporting.
The Company’s management is responsible for Meaning of Internal Financial Controls over Financial
establishing and maintaining internal financial Reporting
controls based on the internal control over financial
A company's internal financial control over financial
reporting criteria established by the Company
reporting is a process designed to provide reasonable
considering the essential components of internal
assurance regarding the reliability of financial
control stated in the Guidance Note on Audit of
reporting and the preparation of financial statements
Internal Financial Controls over Financial Reporting
for external purposes in accordance with generally
issued by the Institute of Chartered Accountants of
accepted accounting principles. A company's internal
India. These responsibilities include the design,
financial control over financial reporting includes
implementation and maintenance of adequate internal
those policies and procedures that (1) pertain to the
financial controls that were operating effectively for
maintenance of records that, in reasonable detail,
ensuring the orderly and efficient conduct of its
accurately and fairly reflect the transactions and
business, including adherence to company’s policies,
dispositions of the assets of the company; (2) provide
the safeguarding of its assets, the prevention and
reasonable assurance that transactions are recorded as
detection of frauds and errors, the accuracy and
necessary to permit preparation of financial statements
completeness of the accounting records, and the timely
in accordance with generally accepted accounting
preparation of reliable financial information, as
principles, and that receipts and expenditures of the
required under the Companies Act, 2013.
company are being made only in accordance with
Auditors’ Responsibility authorizations of management and directors of the
company; and (3) provide reasonable assurance
Our responsibility is to express an opinion on the
regarding prevention or timely detection of
Company's internal financial controls over financial
unauthorized acquisition, use, or disposition of the
reporting based on our audit. We conducted our audit
company's assets that could have a material effect on
in accordance with the Guidance Note on Audit of
the financial statements.
Internal Financial Controls Over Financial Reporting
(the “Guidance Note”) and the Standards on Auditing, Inherent Limitations of Internal Financial Controls over
issued by ICAI and deemed to be prescribed under Financial Reporting
section 143(10) of the Companies Act, 2013, to the
Because of the inherent limitations of internal financial
extent applicable to an audit of internal financial
controls over financial reporting, including the
controls. Those Standards and the Guidance Note
possibility of collusion or improper management
require that we comply with ethical requirements and
override of controls, material misstatements due to
plan and perform the audit to obtain reasonable
error or fraud may occur and not be detected. Also,
assurance about whether adequate internal financial
projections of any evaluation of the internal financial
controls over financial reporting was established and
controls over financial reporting to future periods are
maintained and if such controls operated effectively in
subject to the risk that the internal financial control
all material respects.
over financial reporting may become inadequate
Our audit involves performing procedures to obtain because of changes in conditions, or that the degree of
audit evidence about the adequacy of the internal compliance with the policies or procedures may
financial controls system over financial reporting and deteriorate.
their operating effectiveness. Our audit of internal
48
Opinion the internal control over financial reporting criteria

established by the Company considering the essential
In our opinion, the Company has, in all material
components of internal control stated in the Guidance
respects, an adequate internal financial controls
Note on Audit of Internal Financial Controls Over
system over financial reporting and such internal
Financial Reporting issued by the Institute of
financial controls over financial reporting were
Chartered Accountants of India.
operating effectively as at March 31, 2018, based on
For SMAK & Co.
Partner
Date: 23.05.2018 M. No. 421425
Place: Indore
49
CIN - L51900MH1985PLC035202
BALANCE SHEET AS AT March 31st , 2018
(Amount in Lacs)
Particulars Note As at As at As at
31st, March 2018 31st, March 2017 1st, April 2016
I. ASSETS
(1) Non-Current Assets
(a) Property, Plant and Equipment 1 7,928.38 7,234.91 7,746.91
(b) Capital Work-in-Progress 2 143.90 409.70 -
(c) Intangible Assets 3 2.72 0.33 0.90
(d) Intangible Asset Under Development 0.45 0.45 0.45
(e) Financial Assets
(i) Investments 4 19.08 24.22 27.31
(ii) Loan 5 547.59 480.09 585.53
(iii) Other Financial Assets 6 220.45 203.01 266.54
(f) Other Non-Current Assets 7 513.04 231.21 54.47
Total Non-Current Assests 9,375.61 8,583.92 8,682.11
(2) Current Assets
(a) Inventories 8 16,480.34 12,773.99 10,345.70
(b) Financial Assets
(i) Trade receivables 9 29,094.27 30,736.15 26,215.44
(ii) Cash and cash equivalents 10 890.99 457.95 1,595.76
(iii) Bank balances Other than (ii) above 11 2,305.64 2,312.29 1,826.92
(iv) Loans 12 111.32 101.55 81.20
(v) Other Financial Assets 13 191.33 176.65 124.50
(c) Other Current Assets 14 3,110.30 3,656.34 2,117.66
Total Current Assests 52,184.19 50,214.92 42,307.18
Total Assets 61,559.80 58,798.84 50,989.29
II. EQUITY AND LIABILITIES
Equity
(a) Equity share capital 15 2,943.70 2,943.70 2,918.70
(b) Other Equity 16 12,585.82 10,939.67 7,811.02
Total Equity 15,529.52 13,883.37 10,729.72
LIABILITIES
(1) Non-Current Liabilities
(a) Financial Liabilities
Borrowings 17 3,993.10 4,464.31 6,353.50
(b) Provisions 18 117.33 80.17 68.18
(c) Deferred tax liabilities (Net) 19 1,032.89 797.91 1,016.70
Total Non-Current Liabilities 5,143.32 5,342.39 7,438.38
(2) Current Liabilities
(i) Borrowings 20 19,562.74 15,620.10 12,567.89
(ii) Trade payables 21 18,630.31 20,426.45 17,251.81
(iii) Other financial liabilities 22 1,638.93 1,220.59 1,794.11
(b) Other current liabilities 23 501.36 1,038.17 781.01
(c) Provisions 24 16.66 285.28 174.76
(d) Current Tax Laibilities (net) 25 536.96 982.49 251.61
Total Current Liabilities 40,886.96 39,573.08 32,821.19
Total Equity and Liabilities 61,559.80 58,798.84 50,989.29
Notes Forming an integral part of the
Financial statements 1 to 56
Company Information and Significant
Accounting policies A-B
AS PER OUR REPORT OF EVEN DATE FOR AND ON BEHALF OF BOARD OF DIRECTORS
For SMAK & Co.
CA Shridhar Mandhanya J C Paliwal Mukesh Sangla Saurabh Sangla
Partner Chief Financial Officer Managing Director Director
M. No. 421425 DIN - 00189676 DIN - 00206069
Place : Indore Preeti Singh
May 23rd, 2018 Company Secretary
50

CIN - L51900MH1985PLC035202
Statement of Profit and Loss for The year ended 31st March, 2018
(Amount in Lacs)
Particulars Note For the year ended For the year ended
March 31st, 2018 March 31st, 2017
I Revenue from Operations 26 90,798.49 93,578.34
II Other Income 27 354.47 447.96
III Total Income ( I+II ) 91,152.96 94,026.30
IV EXPENSES
Cost of Material Consumed 28 21,413.75 19,555.78
Purchase of Stock-in-Trade 29 57,448.28 63,078.05
Changes in inventories of finished goods, stock in 30 (1,484.10) (2,682.44)
trade and work-in-progress
Employee Benefits Expense 31 1,932.87 1,573.98
Finance Costs 32 4,095.87 3,760.45
Depreciation and Amortisation Expense 661.14 658.70
Other Expenses 33 4,513.52 5,762.40
IV Total Expenses 88,581.33 91,706.92
V Profit before exceptional items and tax (III-IV) 2,571.63 2,319.38
VI Exceptional Items - -
VII Profit before tax (V-VI) 2,571.63 2,319.38
VIII Tax expense 34
Current Tax (695.00) (497.75)
Deferred Tax (29.29) 18.87
IX Profit for the year (VII-VIII) 1,847.34 1,840.50
X Other comprehensive income
a Items that will not be reclassified to profit or loss
Net gain/(loss) on defined benefit obligation 38.43 6.72
Tax thereon (13.30) (2.33)
Gain /(loss) on change in fair value of equity instrument (5.24) 3.76
Tax thereon 0.60 -
b Items that will be reclassified to profit or loss
Total Other comprehensive income 20.49 8.15
XI Total comprehensive income for the year (IX+X) 1,867.83 1,848.65
XII Earnings per equity share (Face Value of Re. 1 per share) 41
Basic (In Rs.) 0.63 0.63
Diluted (In Rs.) 0.63 0.63
Notes Forming an integral part of the Financial statements 1 to 56
Company Information and Significant Accounting policies A-B
For SMAK & Co.

M. No. 421425 DIN - 00189676 DIN - 00206069

51
CIN - L51900MH1985PLC035202
Statement of changes in equity (SOCIE)
(Amount in Lacs)
a. Equity Share Capital
Particulars March 31, 2018 March 31, 2017 April 1,2016
No. of Amount No. of Amount No. of Amount
Shares Shares Shares
Balance at the beginning of the reporting period 29,43,70,000 2,943.70 29,18,70,000 2,918.70 29,18,70,000 2,918.70
Changes in equity share capital during the year
- Shares issued during the year - - 25,00,000 25.00 - -
- Others - - - - - -
Balance at the end of the reporting period 29,43,70,000 2,943.70 29,43,70,000 2,943.70 29,18,70,000 2,918.70
b. Other Equity
Particulars Reserve & Surplus Equity Equity Total
General Security Retained Instruments component
Reserve Premium Earning through Other of compound
Comprehensive financial
Income liability
Balances as at 1st April , 2016 205.22 - 4,958.09 20.61 2,627.10 7,811.02
Profit for the year - - 1,840.50 - - 1,840.50
Other comprehensive income - - 4.40 3.76 - 8.15
for the year (net of tax)
Received during the year - 1,500.00 - - - 1,500.00
Dividend Paid during the year - - (145.94) - (36.86) (182.79)
Tax paid on dividend - - (37.21) - - (37.21)
Balances as at 31st March 2017 205.22 1,500.00 6,619.84 24.37 2,590.24 10,939.67
Profit for the year - - 1,847.34 - - 1,847.34
Other comprehensive income - - 25.13 (4.63) - 20.50
for the year (net of tax)
Dividend Paid during the year - - (147.19) - (37.00) (184.19)
Tax paid on dividend - - (37.50) - - (37.50)
Balances as at 31st March 2018 205.22 1,500.00 8,307.62 19.74 2,553.24 12,585.82
Notes Forming an integral part of the Financial statements 1 to 56
Company Information and Significant Accounting policies A - B
For SMAK & Co.

M. No. 421425 DIN - 00189676 DIN - 00206069

52
CIN - L51900MH1985PLC035202
CASH FLOW STATEMENT FOR THE YEAR ENDED 31ST MARCH, 2018
(Amount in Lacs)
A. Cash flow from Operating activities
a. Net Profit/ (Loss) before Tax & Extraordinary item 2,571.62 2,319.39
Adjustment for :
Depreciation 661.14 658.70
Finance costs 4,095.87 3,760.45
Interest Received (281.91) (329.18)
Loss / (Profit) on sale of Fixed assets (2.99) -
Profit on sale of Investments - (1.03)
Allowance for doubtful debts reversed (44.05) 17.01
Amount charged directly to OCI 38.43 6.72
Unrealised (gain)/ loss on foreign currency exchange rate 55.16 51.52
b. Operating profit/(loss) before working capital changes 7,093.26 6,483.59
Adjustment for :
Trade and Other receivables 2,123.96 (6,169.64)
Inventories (3,706.35) (2,428.29)
Trade and other payables (2,373.92) 3,828.94
c. Cash generated from Operations 3,136.95 1,714.60
Direct Taxes (paid)/Refund (1,132.75) (196.74)
Net Cash Flow from Operating activities 2,004.20 1,517.86
B. Cash flow from investing activities
Purchase of Property Plant & Equipment (1,174.77) (508.41)
(Including CWIP & Capital Advance)
Sale of Property Plant & Equipment 3.35 -
Purchase of Equity Instruments (0.09) -
Sale of Equity Instruments - 7.87
Interest Received 283.99 314.49
Change in Bank balances not considered as cash and cash Equivalent (10.29) (285.62)
Net Cash Flow from Investing activities (897.81) (471.68)
C. Cash flow from Financing activities
Proceeds from Borrowings 5,715.66 4,716.90
Repayment of Borrowings (2,044.51) (2,829.33)
Finance cost (4,122.83) (3,851.56)
Dividend Paid (inclusive of Dividend Tax) (221.68) (220.01)
Net Cash flow from Financing activities (673.36) (2,183.99)
D. Net Increase / ( Decrease)in Cash and Cash Equivalent 433.04 (1,137.81)
Cash and Cash Equivalent at the beginning of the year 457.95 1,595.76
Cash and Cash Equivalent at the end of the year 890.99 457.95
Cash & Cash Equivalents Consist of
Balance with Bank
In Current Account 846.51 430.16
Cash in Hand 44.48 27.79
Total 890.99 457.95
Change in liability arising from Financing Activities
Particulars 1st April 2017 cash flow Foreign exchange 31st March 2018
movement
A. Borrowing - Non Current 4235.09 (207.34) (0.18) 4,027.93
B. Borrowing - Current 15620.10 3878.50 (64.14) 19,562.73
For SMAK & Co.

M. No. 421425 DIN - 00189676 DIN - 00206069

53
Notes forming an integral part to Financial Statements for the year ended on 31st March 2018
Note 1 : Property ,Plant And Equipment
Cost or Deemed Cost Land- Land - Buildings Plant & Furniture Office Vehicles Total
Freehold Lease hold Equipment & Fixtures Equipments
As at 01 April, 2016 1.01 84.61 1,228.23 6,272.46 58.12 31.95 70.53 7,746.91
Additions - - - 91.97 2.54 14.04 37.58 146.13
Disposals/adjustments - - - - - - - -
-
As at 31 March, 2017 1.01 84.61 1,228.23 6,364.43 60.66 45.99 108.11 7,893.04
Additions - - 576.76 728.85 0.47 24.30 24.28 1,354.66
Disposals/adjustments - - - - - - 7.18 7.18
-
As at 31 March, 2018 1.01 84.61 1,804.99 7,093.28 61.13 70.29 125.21 9,240.52
Accumulated Depriciation & Impairement
As at 1 April 2016 -
Depriciation for the year 16-17 - 3.47 46.62 555.15 23.03 12.54 17.30 658.13
Disposals/adjustments -
As at 31 March, 2017 - 3.47 46.62 555.15 23.03 12.54 17.30 658.13
Depriciation for the year 17-18 - 3.47 49.62 573.11 4.50 11.06 19.07 660.83
Disposals/adjustments - - - - - - 6.82 6.82
As at 31 March, 2018 - 6.95 96.24 1,128.27 27.53 23.60 29.55 1,312.14
Net Carrying Amount
As at 1 April 2016 1.01 84.61 1,228.23 6,272.46 58.12 31.95 70.53 7,746.91
As at 31 March 2017 1.01 81.14 1,181.60 5,809.28 37.63 33.44 90.81 7,234.91
As at 31 March, 2018 1.01 77.67 1,708.75 5,965.02 33.60 46.69 95.66 7,928.38
Note 2 : CAPITAL WORK-IN-PROGRESS

Capital Work in Progress Building Plant & Machine Total
As at 01 April, 2016 - - -
As at 31 March, 2017 193.12 216.59 409.70
As at 31 March, 2018 47.02 96.88 143.90
Note 3 : OTHER INTANGIBLE ASSETS

(Amount in Lacs)
A. Gross Carrying Cost Computer Software
As at 01 April, 2016 0.90
Additions
Disposals/adjustments
As at 31 March, 2017 0.90

Additions 2.70
As at 31 March, 2018 3.60

B. Accumulated Amortisation & Impairment
As at 1 April, 2016
Amortisation for the year 16-17 0.57
Disposals/adjustments -
As at 31 March, 2017 0.57
Amortisation for the year 17-18 0.30
As at 31 March, 2018 0.87
Net Carrying Amount
As at 1 April 2016 0.90
As at 31 March 2017 0.33
As at 31 March, 2018 2.72
54
Particulars As at As at As at
31st March, 31st March, 1st April,
2018 2017 2016
Note 4 : NON CURRENT INVESTMENTS
Investment in Equity Instruments
At Fair Value through Other Comprehensive Income
Quoted
Nil ( Previous Year Nil, as at 1st April 2016, 2000) Equity Shares - - 0.22
of Rs. 10/- each of Andhra Petro Chemicals Limited fully paid up.
4000 (Previous Year 4000, as at 1st April 2016, 4000) Equity 1.61 0.68 0.80
Shares of Rs. 10/- each fully paid up in Tirupati Starch & Chemicals Ltd.
Nil ( Previous Year Nil, as at 1st April 2016, 15000)Equity Shares of - - 3.59
Rs.2/- each fully paid up in DCW Ltd
500 ( Previous Year 500, as at 1st April 2016, 500) Equity Shares 0.08 0.10 0.12
of Rs.10/- each fully paid up in Nagarjun Fertilizers & Chemicals Ltd.
16 ( Previous Year 6, as at 1st April 2016, 6) Equity Shares of 0.05 0.04 0.03
Rs.10/- each fully paid up in Reliance Industries Limited
3200 ( Previous Year 3200, as at 1st April 2016, 3200) Equity Shares of 17.04 22.99 19.01
Rs.10/- each fully paid up in Clariant Chemical Limited
63600 ( Previous Year 63600, as at 1st April 2016, 63600) Equity - 0.15 0.24
Shares of Rs.10/- each fully paid up in Tribhuvan Housing Finance Limited
Nil( Previous Year Nil, as at 1st April 2016, 7800) Equity Shares of Rs.10/- - -
3.03
each fully paid up in UCO Bank Limited
435 ( Previous Year 435, as at 1st April 2016, 435) Equity Shares of Rs.10/- 0.16 0 . 2 1
0.21
each fully paid up in Reliance Power Limited
4000 ( Previous Year 4000, as at 1st April 2016, 4000) Equity Shares of 0.09 - -
Rs.10/- each fully paid up in Herald Commerce limited
TOTAL 19.02 24.17 27.25
Unquoted
100 (Previous Year 100, as at 1st April 2016 100) Equity Shares of Rs. 10/- 0.06 0 . 0 6
0.06
each of SVC Bank Ltd.
TOTAL 0.06 0.06 0.06
TOTAL NON CURRENT INVESTMENTS 19.08 24.22 27.31
Aggregate amount of quoted investments and market value thereof 19.02 24.17 27.25
Aggregate amount of unquoted investments 0.06 0.06 0.06
Aggregate amount of Impairment in value of investments - - -
Note 5 : LOAN - NON CURRENT

(Unsecured, Considered Good)
Security Deposits 286.68 270.60 396.51

Intercorporate Advance 260.90 209.49 189.02
TOTAL 547.59 480.09 585.53
Note 6 : OTHER FINANCIAL ASSETS - NON CURRENT
Interest accrued on fixed deposit 6.76 6.25 22.09

Earmarked Balance with Banks in Deposit Accounts having maturity 213.69 196.76 244.45
over 12 months
TOTAL 220.45 203.01 266.54
Note 7 : OTHER NON CURRENT ASSETS
Capital Advances 83.21 - 47.42
55
Balance with Government Authourities 16.98 3.60 7.05
Advance Income Tax (Net) 412.84 227.62 -
TOTAL 513.04 231.21 54.47
Note 8 : INVENTORIES
(At Lower of Cost and Net Realisable Value )
Raw Materials 4,960.50 2,901.36 3,202.09

Work-In-Progress - 20.80 25.04
Finished Goods 10,474.34 9,425.31 6,704.95
Stock in Trade 786.71 330.84 253.91
Stores & Spares 258.79 95.68 159.70
TOTAL 16,480.34 12,773.99 10,345.70
Carrying amount of Inventory Hypothecated as Security against Liability
Note: The cost of inventories recognised as an expense include INR nil

(previous year nil, as at 1st April 2016 nil) in respect of written down
inventory to net realisable value.
Note 9 : TRADE RECEIVABLES
Unsecured Considered good 29,094.27 30,736.15 26,215.44

Unsecured Considered doubtful 251.08 295.13 278.12
29,345.35 31,031.28 26,493.56
Less: Allowance for bad and doubtful debts 251.08 295.13 278.12
TOTAL 29,094.27 30,736.15 26,215.44
Note 10 : CASH AND CASH EQUIVALENTS
Balances with Banks

In Current Accounts 846.51 430.16 1,571.93
Cash on hand 44.48 27.79 23.83
TOTAL 890.99 457.95 1,595.76
Note 11 : BANK BALANCES OTHER THAN CASH AND CASH EQUIVALENTS
Earmarked Balances with Banks

In Unclaimed Dividend Account 16.70 7.64 3.45
In Deposit Accounts
i. with less than or equal to 3 months maturity 644.91 314.00 211.00
ii. with maturity beyond 3 months but less than 12 months 1,643.03 1,989.64 1,611.46
Other Deposit Accounts 1.00 1.00 1.00

TOTAL 2,305.64 2,312.28 1,826.92
Note 12 : LOANS - CURRENT

(Unsecured, considered good)
Security Deposits 111.32 101.55 81.20

TOTAL 111.32 101.55 81.20
Note 13 : CURRENT FINANCIAL ASSETS - OTHERS
Interest Accrued on Fixed Deposits 63.07 65.66 35.13

Other Receivables 128.27 110.99 89.38
TOTAL 191.33 176.65 124.50
Note 14 : OTHER CURRENT ASSETS

Advance to Suppliers 333.62 933.17 95.13
56
Particulars As at As at As at
31st March, 31st March, 1st April,
2018 2017 2016
Note 15 : EQUITY SHARE CAPITAL
Authorised
30,00,00,000 (Previous Year : 3,00,00,000, as at 1st April 2016 3,000.00 3,000.00 3,000.00
3,00,00,000) Equity shares of Re.1 Each
Issued, subscribed and fully paid
29,43,70,000 (Previous Year : 29,43,70,000, as at 1st April 2016, 2,943.70 2,943.70 2,918.70
29,18,70,000) Equity shares of Re.1 Each
2,943.70 2,943.70 2,918.70
15.1 Reconciliation of number of Equity Shares and amount outstanding :
Particulars As at 31 Mar-2018 As at 31 Mar-2017 As at 01 Apr-2016
Equity Shares at the beginning of the year 29,43,70,000 2,943.70 29,18,70,000 2,918.70 29,18,70,000 2,918.70
Add : Issued during the year - - 25,00,000 25.00 - -
Equity Shares at the end of the year 29,43,70,000 2,943.70 29,43,70,000 2,943.70 29,18,70,000 2,918.70
15.2 Terms / Rights attached to Equity Shares :
The company has only one class of equity shares having a par value of Rs. 1 per share (Previous Year Re. 1 Each). Each
shareholder is eligible for one vote per share. The dividend proposed by the Board of Directors is subject to the approval of
shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity
shareholders will be entitled to receive the remaining assets of the Company after distribution of all preferential amounts in
proportion to their shareholding.
15.3 Equity Shareholders holding more than 5% equity shares:
Name of the Shareholder As at 31 Mar-2018 As at 31 Mar-2017 As at 01 Apr-2016
No. of % No. of % No. of %
Mukesh Sangla HUF 3,41,00,720 11.58% 4,58,00,720 15.56% 1,08,00,720 3.70%
Shri Balaji Starch & Chemicals Pvt. Ltd. 3,88,62,000 13.20% 3,88,62,000 13.20% 3,88,62,000 13.31%
Swan Irrigation LLP 2,89,17,000 9.82% 2,89,17,000 9.82% 2,89,17,000 9.91%
Adroit Industries (India) Limited 2,72,50,000 9.26% 2,72,50,000 9.26% 2,47,50,000 8.48%
Mr. Mukesh Sangla - - - - 1,84,43,820 6.32%
Mrs. Monika Sangla 2,14,35,000 7.28% 2,24,35,000 7.62% 1,84,35,000 6.32%
Mr. Saurabh Sangla - - - - 1,81,20,000 6.21%
Ornate Impex Private Limited 2,07,84,000 7.06% 2,07,84,000 7.06% 2,07,84,000 7.12%
Signet Tradelinks Private Limited 2,06,57,460 7.02% 2,06,57,460 7.02% 2,06,57,460 7.08%
15.4 For the period of five years immediately preceding the date at which the Balance Sheet is prepared i.e. 31st March, 2018,
the company has not allotted any bonus shares,any shares pursuant to contract(s) without payment being received in cash and
bought back any shares/class of shares.
Note 16 : Other Equity
Reserves and Surplus

General Reserve 205.22 205.22 205.22
Security Premium 1,500.00 1,500.00 -
Retained Earning 8,307.62 6,619.84 4,958.09
Equity Instruments through Other Comprehensive Income 19.74 24.37 20.61
Equity component of compound financial liability 2,553.24 2,590.24 2,627.10
TOTAL 12,585.82 10,939.67 7,811.02
General Reserve
Balance as at the beginning of the year 205.22 205.22 205.22
Add: Transfer from Statement of Profit and Loss - - -
Balance as at the end of the year 205.22 205.22 205.22
57
Security Premium
Balance as at the beginning of the year 1,500.00 - 2,160.00
Add: contribution during the year - 1,500.00 240.00
Less : Trf to Equity component - - (2,400.00)
Balance as at the end of the year 1,500.00 1,500.00 -
Retained Earnings
Balance as at the begining of the year 6,619.84 4,958.09 5,184.74
Add: Net Profit for the period 1,847.34 1,840.50 -
Add: Remeasurements of the net defined benefit plans through OCI (Net of tax) 25.13 4.40 -
Add: Adjustments on Account of IND AS Charged to Retained Earnings
- Premium on redemption of prefrence share (75.21)
- Allowance for bad and doubtful debts (net of tax) (181.87)
- Transaction cost of borrowing 30.42
8,492.30 6,802.98 4,958.09
Less :
Equity Dividend Paid 147.19 145.94 -
Tax on Dividend Paid 37.50 37.21 -
Balance as at the end of the year 8,307.62 6,619.84 4,958.09
Equity Instruments through Other Comprehensive Income

Balance as at the beginning of the year 24.37 20.61 20.61
Add: Adjustments on Account of IND AS Charged to OCI - - -
-Fair value change in investments in equity shares - OCI (4.63) 3.76 -
- - -
Balance as at the end of the year 19.74 24.37 20.61
Equity component of compound financial liability
At the beginning of the year 2,590.24 2,627.10 2,627.10
Less : Dividend Paid on Preference Shares (37.00) (36.86) -
Balance as at the end of the year 2,553.24 2,590.24 2,627.10
Note 17 : NON CURRENT FINANCIAL LIABILITY - BORROWINGS
Secured
Term Loan
From Banks 2,803.68 3,171.22 4,511.14
From Financial Institution 346.27 267.25 225.46
Less: Current Maturity of long term debts (Refer Note 22) (907.73) (643.68) (1,400.05)
(Refer Note 36 for securities) 2,242.22 2,794.79 3,336.56
Unsecured
Intercorporate Deposits 650.00 648.52 2,068.83
650.00 648.52 2,068.83
Non Convertible Redeemable Preference Shares

50,00,000 5% Non Convertible, Non Cumulative Redeemable 251.06 251.06 251.06
Preference Shares of Rs.10 each
60,00,000 2% Non Convertible, Non Cumulative Redeemable 621.84 621.84 621.84
Preference Shares of Rs.10 each
Premium on redemption of Preference Shares 227.97 148.10 75.21
1,100.87 1,021.01 948.11
GRAND TOTAL 3,993.10 4,464.31 6,353.50
58
17.1 Reconciliation of number of Preference Shares and amount outstanding :
A. 5% Non Convertible, Non Cumulative
Redeemable Preference Shares
At the beginning of the year 50,00,000 500.00 50,00,000 500.00 50,00,000 500.00
Add : Issued during the year
At the end of the year 50,00,000 500.00 50,00,000 500.00 50,00,000 500.00
B. 2% Non Convertible, Non Cumulative

Redeemable Preference Shares
At the beginning of the year 60,00,000 600.00 60,00,000 600.00 54,00,000 540.00
Add : Issued during the year - - - - 6,00,000 60.00
At the end of the year 60,00,000 600.00 60,00,000 600.00 60,00,000 600.00
17.2 Terms / Rights attached to Preference Shares :
A. 5% Non Convertible, Non Cumulative Redeemable Preference Shares
Preference Shares are Non Convertible, Non Cumulative, Redeemable and have a par value of Rs.10/- per share. Each
Preference Shareholder is eligible for one vote per share only on resolution affecting their rights and interest. Shareholders are
entitled to dividend at the rate of 5% p.a. which is non cumulative. In the event of liquidation of the Company before redemption
the holders of preference shares will have priority over equity shares in the payment of dividend and repayment of capital.
The Company has allotted 50,00,000 ,5% Non Convertible, Non Cumulative, Redeemable Preference Shares of Rs. 10/- each on
8th October 2012. The preference shares are redeemable at par , not being after 20 years from the date of allotment.
B. 2% Non Convertible, Non Cumulative Redeemable Preference Shares
Preference Shares are Non Convertible, Non Cumulative, Redeemable and have a par value of Rs.10/- per share. Each
Preference Shareholder is eligible for one vote per share only on resolution affecting their rights and interest. Shareholders are
entitled to dividend at the rate of 2% p.a. which is non cumulative. In the event of liquidation of the Company before redemption
the holders of preference shares will have priority over equity shares in the payment of dividend and repayment of capital.
The Company has allotted 54,00,000 ,2% Non Convertible, Non Cumulative, Redeemable Preference Shares of Rs. 10/- each at
a premium of Rs. 40/- per share on 27th March 2015 and 6,00,000 Shares on 14th May, 2015. The preference shares shall be
redeemed at Rs. 80/-(Rupees Eighty only) after the end of fifth year but within a period of 20 years either in one or more than one
trenches as may be determined by the board of directors of the company in its absolute discretion.
17.3. 5% Non Convertible, Non Cumulative Preference Shareholders holding more than 5% preference shares:
Avance Technologies Limited 12,05,000 24.10% 12,05,000 24.10% 12,05,000 24.10%
Asan Investments & Finance Limited 10,00,000 20.00% 10,00,000 20.00% 10,00,000 20.00%
Advance Corpcare (India) Private Limited - 0.00% 6,00,000 12.00% 6,00,000 12.00%
Advance Fertilizers (India) Private Limited - 0.00% 5,00,000 10.00% 5,00,000 10.00%
Ayushi Daga 3,50,000 7.00% 3,50,000 7.00% 3,50,000 7.00%
Dinesh Kumar Maheshwari 3,45,000 6.90% 3,45,000 6.90% 3,45,000 6.90%
Mukesh Sangla HUF 11,00,000 22.00% - 0.00% - 0.00%
17.4. 2% Non Convertible, Non Cumulative Preference Shareholders holding more than 5% preference shares:
Adroit Industries (I) Limited 32,00,000 53.33% 38,00,000 63.33% 38,00,000 63.33%
Lucky Commotrade Private Limited 10,00,000 16.67% 10,00,000 16.67% 10,00,000 16.67%
Mukesh Sangla HUF 16,40,000 27.33% - 0.00% - 0.00%
Swan Petrochemicals Private Limited - 0.00% 8,00,000 13.33% 8,00,000 13.33%
Kamdeep Marketing Private Limited - 0.00% 4,00,000 6.67% 4,00,000 6.67%
59
Note 18 : PROVISIONS - NON CURRENT

For employee benefits (Refer Note 39) 117.33 80.17 68.18
TOTAL 117.33 80.17 68.18
Note 19 : Deferred Tax Liabilities / Assets
Deffered Tax Liability

Depreciation on Property,Plant & Equipments 1,372.55 1,341.53 1,348.07
Total (A) 1,372.55 1,341.53 1,348.07
Deffered Tax Assets
Provision for Doubtful Debts & advances 86.89 102.14 96.25
Other Timing Differences 33.67 29.39 25.28
Total (B) 120.57 131.53
121.53
Net Liability ( A-B ) 1,251.98 1,210.00 1,226.54

MAT Credit Entitlement 219.09 412.09 209.84
TOTAL 1,032.89 797.91 1,016.70
Note 20 : BORROWINGS - CURRENT
Secured
Working Capital Demand Loan
From Bank 16,096.18 10,616.39 8,754.24
(Refer Note a below)
TOTAL 16,096.18 10,616.39 8,754.24
Unsecured
From Bank 315.12 239.62 140.93
Buyers Credit 3,151.43 4,764.09 3,647.71
Others - - 25.00
(Refer Note b and c below) TOTAL 3,466.56 5,003.71 3,813.65
Note :
a.(i) Working Capital Loans from Banks amounting to Rs.16096.18 Lacs(Pre. Year Rs.10616.39 Lacs, As on 1st April 2016 Rs.
8754.24 Lacs) are secured by hypothecation of stock of raw materials, work in process, finished goods, other current assets and
charge on book debts, second pari passu charge on the Fixed Assets (both present and future) of the company, extension of
equitable mortgage of the immovable properties situated at Industrial Area Pithampur and Kelodhala, Dewas Naka, Indore and
personal guarantee of Mr. Mukesh Sangla and Mr. Saurabh Sangla, Directors of the company and Mrs. Monika Sangla and
Corporate Guarantee of M/s Kamdeep Marketing Private Limited.
First pari passu charge of consortium banks by way of equitable mortgage on Immovable property situated at Survey No. 314/2
situated at Kelodhala, Dewas Naka, Indore and Immovable property situated at Survey No. 314/3 situated at Kelodhala, Dewas
Naka, Indore and further ; First charge of consortium banks by way of equitable mortgage ranking pari passu with SVC Bank on
Immovable property situated at Block No. 1, Khajrana, 1307/2, Gulmohar Colony, Indore, Office Premises situated at 114-116
Trade House, 14/3 South Tukoganj, Indore and Office Premises situated at 315-316 Trade House, 14/3 South Tukoganj, Indore
a.(ii) Short Term Borrowings aggregating to Rs.16096.18 Lacs(Pre. Year Rs.10616.39 Lacs, As on 1st April 2016 Rs. 8754.24
Lacs) are secured by Personal Guarantee of Directors Mr. Mukesh Sangla & Mr. Saurabh Sangla and Mrs. Monika Sangla and
corporate guarantee of M/s Kamdeep Marketing Private Limited.
b.The Company has availed buyer’s credit outstanding as at 31st March,2018 Rs.3151.43 Lacs (Pre.Year Rs. 4764.09 Lacs, As
on 1st April 2016 Rs. 3647.71 Lacs) is guaranteed by the bank against lien in Non Fund Based limit.
c.The Compnay has availed loan from Axis Bank under Channel Financing Scheme, the said facility oustanding as at 31st
March, 2018 Rs. 315.12 Lacs (Pre.Year Rs. 239.62 Lacs, As on 1st April 2016,Rs. 140.93 Lacs) is Guaranteed by Directors Mr.
Mukesh Sangla and Mr. Saurabh Sangla.
60
Note 21 : TRADE PAYABLE

Due to Micro, Small and Medium Enterprises (Refer Note below) - 1.22 37.62
Due to others 18,630.31 20,425.23 17,214.20
TOTAL 18,630.31 20,426.45 17,251.81
Note:
Trade Payable includes bills payable for purchase of goods Rs.11786.07 Lacs (Pre. Yr. Rs. 14659.57 Lacs, as at 1st April, 2016
Rs. 11794.71).
There are no overdue amounts to Micro, Small and Medium Enterprises as at the year end, for which disclosure requirement
under MSMED Act,2006, are applicable.
Note 22 : CURRENT FINANCIAL LIABILITY - OTHERS
Current maturities of long-term debt (Refer Note 36) 907.73 643.68 1,400.05
Interest accrued 22.25 49.21 140.31
Unclaimed Dividends 16.70 7.64 3.45
Creditors for capital Expenditure - - 51.46
Other Liabilities 692.25 520.06 198.83
TOTAL 1,638.93 1,220.59 1,794.11
Note 23 : OTHER CURRENT LIABILITY
Statutary Dues 56.90 266.28 225.12

Advance from Customers 349.04 683.72 481.91
Others - Deposits 95.41 88.17 73.98
TOTAL 501.36 1,038.17 781.01
Note 24 : PROVISIONS - CURRENT

for Employee Benefit 16.66 4.76 4.85
Excise Duty on Closing Stock - 280.52 169.90
TOTAL 16.66 285.28 174.76
Note 25 : Current Tax Laibility (Net)
For Taxation (Net) 536.96 982.49 251.61

TOTAL 536.96 982.49 251.61
61
Particulars For the year ended For the year ended

March 31,2018 March 31,2017
Note 26 : REVENUE FROM OPERATIONS
Sales of products ( including excise duty) 90,367.34 93,022.55
Sale of Services 20.75 101.86
Sale of Wind Power Generated 83.73 103.26
90,471.81 93,227.67
Other Operating revenue 326.67 350.67
TOTAL 90,798.49 93,578.34
Note 27 : OTHER INCOME

Interest Received 281.91 329.18
Gain on sale of non current investments - 1.03
Net gain on Foreign Exchange Fluctuation 9.19 104.96
Profit on sales of Property, Plant & Equipments 2.99 -
Allowance for doubtful debts reversed 44.05 -
Other non-operating Income 16.33 12.80
TOTAL 354.47 447.96
Note 28 : COST OF MATERIAL CONSUMED

Raw Material Consumed 21,413.75 19,555.78
TOTAL 21,413.75 19,555.78
Note 29 : PURCHASES OF STOCK IN TRADE

Purchases of Stock in Trade 57,448.28 63,078.05
TOTAL 57,448.28 63,078.05
Note 30 : CHANGES IN INVENTORIES OF

FINISHED GOODS, WORK IN PROGRESS,
Finished goods
Opening Stock 9,425.31 6,704.95
Closing Stock 10,474.34 9,425.31
(1,049.03) (2,720.35)
Work-in-progress
Opening Stock 20.80 25.04
Closing Stock - 20.80
20.80 4.24
Traded goods
Opening Stock 330.84 253.91
Closing Stock 786.71 330.84
(455.87) (76.93)
Variation in Excise duty on closing stock - 110.61
GRAND TOTAL (1,484.10) (2,682.44)
Note 31 : EMPLOYEE BENEFITS EXPENSES

Salary, Wages and Other Benefits 1,812.69 1,474.26
Contribution to Provident and Other Funds 102.59 84.65
Staff Welfare expenses 17.59 15.08
TOTAL 1,932.87 1,573.98
Note 32 : FINANCE COSTS

Interest Expense 3,412.71 3,127.05
Other Borrowing Costs 683.16 633.40
TOTAL 4,095.87 3,760.45
62
Note 33 : OTHER EXPENSES

Stores & Chemicals Consumed 189.07 238.19
Consumption of Packing Materials 129.96 236.26
Excise Duty On Sales 427.29 2,344.54
Power and Fuel 969.21 821.27
Rent 126.84 109.83
Repairs and Maintenance
Of Buildings 4.55 3.94
Of Plant and Machinery 39.00 25.89
Of Others 25.53 25.62
Insurance 11.44 34.07
Rates and Taxes 139.44 79.90
Bank Charges and Commission 9.98 27.42
Telephone & Internet Expenses 33.20 42.29
Legal & Professional Expenses 100.43 90.55
Freight & forwarding (net of recoveries) 1,211.75 829.69
CSR Expenses - 109.70
Allowance for Bad and Doubtful Debts - 17.01
Travelling & conveyance 588.89 448.63
Windmill expenses 6.68 15.10
Miscellaneous Expenses 500.26 262.52
TOTAL 4,513.52 5,762.40
Note 34 : Tax Expensesa

Tax expenses recognised in the statement of Profit and Loss
I. Income tax related to items recognised directly in profit or
loss of the statement of profit and loss during the year
Current Tax
in respect of current year 695.00 497.75
Total Current Tax 695.00 497.75
Deferred Tax
in respect of current year 29.29 (18.87)
Total Deferred income tax expense/(credit) 29.29 (18.87)
TOTAL (I) 724.29 478.88
II.Deferred tax related to items recognized in Other

Comprehensive Income (OCI) during the year
Items that will not be reclassified to Profit or Loss

Remeasurements of the defined benefit Plans 13.30 2.33
Equity Instruments Through Other Comprehensive Income (0.60) -
Items that will not be reclassified to Profit or Loss 12.70 2.33
TOTAL (II) 12.70 2.33
TOTAL (I+II) 736.98 481.21
A reconciliation of the income tax amount between the

enacted income tax rate and the effective income tax of
the Company is as follows:
Profit before tax 2,571.62 2,319.39
Applicable Tax Rate 34.608% 34.608%
income tax as per above rate 889.99 802.69
Adjustments for taxes for
Expense not deductible for tax purposes 31.74 44.37
Income exempt from Income taxes 26.66 (27.57)
Tax due to change in tax rate
Mat Credit Entitlement - (202.25)
Other Temporary difference (29.94) 7.53
Others (167.50) (173.46)
Income tax as per statement of profit and loss 724.29 478.88
Effective Tax Rate 28.165% 20.647%
63
The movement in Deferred tax assets and liabilities during the year ended March 31st, 2017 and March 31st, 2018
Particulars Opening Recognition in Recognition Closing
Balance Profit or Loss in OCI Balance
For the Year 2016-17
Deferred Tax Liabilities
Depreciation on Property,Plant & Equipments 1,348.07 (6.54) - 1,341.53
Deferred Tax Assets

Provision for Doubtful Debts & advances 96.25 5.89 - 102.14
Other Timing Differences 25.28 6.44 (2.33) 29.39
Deferred Tax Liabilities (Net) 1,226.54 (18.87) 2.33 1,210.00
For the Year 2017-18

Deferred Tax Liabilities
Depreciation on Property,Plant & Equipments 1,341.53 31.02 - 1,372.55
Deferred Tax Assets

Provision for Doubtful Debts & advances 102.14 (15.25) - 86.89
Other Timing Differences 29.39 16.98 (12.70) 33.67
Deferred Tax Liabilities (Net) 1,210.00 (29.29) (12.70) 1,251.98

35. Contingent Liabilities and Commitments
(To the extent not provided for)
(Amount in Lacs)
As at As at As at
31 Mar-2018 31 Mar-2017 01 Apr-2016
A. Contingent Liabilities
a. Income Tax / Sales tax / Excise Duty demand disputed in appeal 428.90 1174.80 1172.35
(Amount deposited Rs. 84.81 lacs ,Previous year Rs. 77.56 lacs,
as at 1st April,2016 Rs. 77.56 lacs)
b. Corporate Guarantee given on behalf of others 1000.00 1000.00 1000.00
B. Commitments
Estimated amount of contracts remaining to be executed capital Nil Nil 71.69
account and not provided for (Net of Advance Rs. 83.21 lacs,
Previous year Rs. 29.29 lacs, as at 1st April 2016, Rs.29.29 lacs)
36. Disclosure of Term Loan Security, repayment schedule, period of maturity and rate of interest
Name of Bank a. Sanctioned amount Security Repayment
b. Outstanding as at
the year end
S V C B a n k a) 2900.00 a. Primary Security 28 scattered quarterly installments
Limited comprising of
b. 2076.33 (Pre. Yr 1st pari passu charge by way of equitable
2327.00, as at 1st April mortgage over land & building situated at No. of Installment Amount
2016, 2900.00) Plot No.462-465, 476-478, Industrial Area, 8 65.00
Sector – 3, Pithampur, Dist. Dhar (M.P.) 16 98.00
and hypothecation of plant & machinery & 3 131.00
other movable assets (acquired/to be 1 419.00
acquired out of the subject term loan) of the First installment of 65.00 commencing
company at Pithampur Plant (Both Present from June, 2016 and last installment due
& Future) ranking pari passu with other in 2022-23. Rate of interest 12 %. (Pre.
term loan lenders (except Siemens, Hero Year 12%) p.a. as at the year end.
Fincorp).
64
a) Collateral Security
Charges ranking pari passu with Working

Capital Lenders for following assets:
1. First charge on pari passu basis by
way of equitable mortgage of
immovable property situated at block
no. 1, Khajrana, 1307/2 Gulmohar
Colony, Indore
2. First Charge on pari passu basis by
way of equitable mortgage of office
premises situated at 114-116 Trade
House, 14/3 South Tukoganj, Indore.
3. First Charge on pari passu basis by
premises situated at 315-316 Trade
House, 14/3 South Tukoganj, Indore.
b) Guarantee
Personal Guarantee of Directors Mr.
Mukesh Sangla & Mr. Saurabh
Sangla and other Mrs. Monika Sangla
and Corporate Guarantee of
Kamdeep Marketing Private Limited
S V C B a n k a. 800.00 a. Primary Security 18 Equal quarterly installments of 44.44
Limited 1st pari passu charge by way of equitable lacs.
b.307.05 (Pre. Yr. mortgage over land & building situated at First installment of 44.44 lacs
235.00 as at 1st April Plot No.462-465, 476-478, Industrial Area, commencing from June, 2016 and last
2016, Nil) Sector – 3, Pithampur, Dist. Dhar (M.P.) installment due in 2022-23. Rate of
and hypothecation of plant & machinery & interest 12 %. (Pre. Year 12.00%) p.a. as
other movable assets (acquired/to be at the year end.
acquired out of the subject term loan) of the
company at Pithampur Plant (Both Present
& Future) ranking pari passu with other
term loan lenders (except Siemens, Hero
Fincorp).
a) Collateral Security
Charges ranking Pari passu with Working
Capital Lenders for following assets:
1 First charge on pari passu basis by
way of equitable mortgage of immovable
property situated at block no. 1, Khajrana,
1307/2 Gulmohar Colony, Indore
2 First Charge on pari passu basis by
premises situated at 114-116 Trade House,
14/3 South Tukoganj, Indore.
3 First Charge on pari passu basis by
14/3 South Tukoganj, Indore.
4 Guarantee
Mukesh Sangla & Mr. Saurabh Sangla and
other Mrs. Monika Sangla and Corporate
Guarantee of Kamdeep Marketing Private
Limited
65
I n d i a n a. 1000.00 a. Primary Security Repayable in 12 equal quarterly

Overseas Bank 1. 1st pari passu mortgage and installments of 83.33 commencing from
b. Nil (Pre. Yr. Nil, hypothecation charges over land & June, 2014 and last installment due in
as at 1st April, 2016, Building, Plant & Machinery & other Mar, 2017. Rate of Interest 13.20 %
416.67) immovable & Movable fixed assets of the (Pre. Year 13.20%) p.a. as at the year
company at Pithampur Plant (Both Present end.
& Future) with other consortium members.
2. Second charge on current assets of the

company on pari passu with other term
lenders
b. Collateral Security
1. First charge on pari passu basis by way of
equitable mortgage of immovable property
situated at block no. 1, Khajrana, 1307/2
Gulmohar Colony, Indore .
2. First Charge on pari passu basis by way of
equitable mortgage of office premises
situated at 114-116 Trade House, 14/3
South Tukoganj, Indore
South Tukoganj, Indore
situated at Survey No. 314/2, Kelodhala,
Dewas Naka, Indore.
Dewas Naka, Indore.
c. Guarantee
others Mrs. Monika Sangla and Corporate
Limited .
UCO Bank a. 1500.00 a. Primary Security Repayable in 12 equal quarterly
1. 1st pari passu mortgage and installments of 125.00 commencing
b. Nil (Pre. Yr Nil, hypothecation charges over land & from Dec, 2014 and last installment due
as at 1st April, 2016, Building, Plant & Machinery & other in Sep, 2016. Rate of interest 13.20%
375.00) immovable & Movable fixed assets of the (Pre. Year 13.20%) p.a. as at the year
company (Both Present & Future) with end.
other consortium members.
2. Second charge on current assets of the

company on pari passu with other term
lenders
b. Collateral Security
1. First charge on pari passu basis by way of

situated at block no. 1, Khajrana, 1307/2
Gulmohar Colony, Indore.
66

South Tukoganj, Indore.
3. Second Charge on pari passu basis by
14/3 South Tukoganj, Indore
Dewas Naka, Indore.
Dewas Naka, Indore
c. Guarantee

others Mrs. Monika Sangla and Corporate
Limited
Export Import A . I n I n d i a n a. Primary Security A) In Indian Currency -Repayable in 20
Bank of India Currency equal quarterly installments of 41.57
a. 831.35 1. First pari passu charge over entire commencing from March, 2015 and last
immovable properties and movable fixed Installment due in December, 2019,
b. 283.48 (Pre. Yr. assets of Signet Industries Limited, present Rate of Interest % (Pre. Yr. 12.95%)
457.24 as at 1st April, and future p.a.
2016, 623.51) 2. Second pari passu charge over entire
current assets of the company, present and B) In Foreign Currency - Repayable in
future 20 quarterly installments of $ 0.22 lacs
3. Exclusive lien in favour of EXIM Bank commencing from March, 2015 and last
over FDR for an amount of Rs. 35.00 Lacs installment of $ 0.22 lacs due in
December, 2019. Rate of Interest 6M
B . I n F o r e i g n c. Guarantee Libor + 600 bps p.a.
Currency
a. $ 4.34 lacs 1. Irrevocable and unconditional Corporate
Guarantee for Rs. 11.00 Crores of M/s
b. $ 1.52 lacs (Pre. Adroit Industries (India) Limited
Yr. $2.39 lacs as at 1st 2. Irrevocable and unconditional Personal
April, 2016 Guarantee of Director Mr. Mukesh Sangla
$ 3.25 lacs) and Mr. Saurabh Sangla & Other Mrs,
Monika Sangla
S i e m e n s a. 260.00 a. Primary Security Repayable in 42 equal monthly
Financial installments of 7.85 (Including Interest)
Services b. 44.85 (Pre. Yr. 1. Exclusive Charge / Hypothecation on the commencing from Apr, 2015 and last
P r i v a t e 126.93,as at 1st April, Assets funded by Siemens Financial installment due in Sep, 2018. Rate of
Limited 2016,198.06) Services Private Limited interest 13.90% (Pre. Year 13.90%) p.a.
as at the year end.
2. Non – Interest bearing SD of 7.85 (Pre.
Yr. 7.85) refundable at the end of one year
subject to satisfactory repayment track
record.
b. Guarantee

Mukesh Sangla & Mr. Saurabh Sangla
67
S i e m e n s a. 32.52 a. Primary Security Repayable in 24 equal monthly

Financial installments of 1.56 (Including Interest)
Services b. Nil (Pre. Yr. Rs. 1. Exclusive Charge / Hypothecation on the commencing from Feb, 2016 and last
P r i v a t e 14.65,as at 1st April, Assets funded by Siemens Financial installment due in Jan, 2018. Rate of
Limited 2016, 30.14) Services Private Limited interest 13.90% (Pre. Year 13.90%) p.a.
as at the year end.
2. Non – Interest bearing SD of 3.54(Pre.
Yr. 3.54) refundable at the end of 14 Months
subject to satisfactory repayment track
record.
b. Guarantee

Mukesh Sangla & Mr. Saurabh Sangla
Hero Fincorp a . 213.04 (Previous a. Primary Security Repayable in 36 equal monthly
Limited Yr. 213.04, at 1st installments of 5.84(Including Interest)
April, 2016, Nil) 1. Exclusive Charge / Hypothecation on commencing from May, 2016 and last
the Assets (acquired/to be acquired) installment due in April, 2019. Rate of
b . 70.09 (Previous funded by Hero FinCorp Limited interest 13.00% p.a. (Pre. Year 13.00%)
Yr. 128.86, at 1st as at the year end.
April, 2016, Nil) b. Guarantee
Mukesh Sangla & Mr. Saurabh Sangla.
Hero FinCorp a . 366.00 (Previous a. Primary Security Repayable in 36 equal monthly
Limited Yr. NIL at 1st April, 1. Exclusive Charge / Hypothecation on installments of 5.84(Including Interest)
2016, Nil) the Assets (acquired/to be acquired) commencing from May, 2016 and last
funded by Hero FinCorp Limited installment due in April, 2019. Rate of
b . 231.34 (Previous interest 13.00% p.a. (Pre. Year 13.00%)
Yr. Rs. NIL/-, at 1st b. Guarantee as at the year end.
April, 2016, Nil) Personal Guarantee of Directors Mr.
Mukesh Sangla & Mr. Saurabh Sangla.
HDFC Bank a. 4.72 Loan is secured by charge on specific Repayable in 36 monthly installments of
equipment vehicle purchased. 0.15 (including interest) commencing
b. NIL (Pre. Yr. Nil, as from June 2013 and last Installment due
at 1st April, 2016, in May 2016, Rate of Interest Nil (Pre.
0.30) Yr. 10.00%) p.a. as at the end of year.
I n d i a n a. 41.00 Loan is secured by charge on specific Repayable in 36 monthly installments of
Overseas Bank equipment vehicle purchased. 1.34 (including interest) commencing
b. NIL (Pre. Yr.Nil, as from Oct 2013 and last Installment due
at 1st April, 2016, in Sep 2016, Rate of Interest 10.75%
7.69) (Pre. Yr. 10.75%) p.a. as at the end of
year.
HDFC Bank a.11.55 Loan is secured by charge on specific Repayable in 36 monthly installments of
b.5.87 from Sep 2016 and last Installment due
(Pre. Yr. 9.56, as at 1st in Aug 2019, Rate of Interest 9.67% p.a.
April, 2016, Nil) (Pre. Yr. 9.67%) as at the end of year.
b.3.49 (Pre. Yr. Rs. from July 2016 and last Installment due
6.00, as at 1st April, in June 2019, Rate of Interest 9.67% p.a.
2016 Nil) (Pre. Yr. 9.67%) as at the end of year.
68
SVC Bank a.12.00 Loan is secured by charge on specific Repayable in 60 monthly installments of
b.10.00 (Pre. Yr. from Mar 2017 and last Installment due
12.00, as at 1st April, in Mar 2022, Rate of Interest 8.50% p.a.
2016, Nil) (Pre. Yr. 8.50%) as at the end of year.
b.5.75 (Pre. Yr. Rs. from Aug 2017 and last Installment due
Nil, as at 1st April, in Aug 2022, Rate of Interest 8.50% p.a.
b.6.77 (Pre. Yr. Rs. from Sep 2017 and last Installment due
Nil, as at 1st April, in Sep 2022, Rate of Interest 8.50% p.a.
b.6.23 (Pre. Yr. Rs. from Dec 2017 and last Installment due
Nil, as at 1st April, in Nov 2022, Rate of Interest 8.50% p.a.
Secured Long term borrowing aggregating to Rs. 3149.96 Lacs (Previous Year Rs. 3438.47 lacs) including interest
accrued Rs. Nil/- (Previous year Rs. 24.66 Lacs) are further secured by personal guarantee of directors Mr. Mukesh
Sangla, Mr. Saurabh Sangla and others. Corporate guarantee of Kamdeep Marketing Private Limited for term loans of
SVC Bank Limited. Corporate guarantee of Adroit Industries (India) Limited for term loan of EXIM Bank.
For Intercorporate Deposits there is no stipulation of schedule of repayment of principal and payment of interest as the
same is brought in as stipulated by the Banks under their sanction of working capital facilities.
37. Leases (Where company is Lessee)
The Company has taken various premises under operating leases with no restrictions and are renewable/ cancelable at the
option of either parties. There is no escalation clause in the lease agreement. There is no sub-leases. There are no
restrictions imposed by lease arrangements.
The aggregate amount of operating lease payments recognized in the statement of profit and loss is Rs.126.84 Lacs (Pre.
Year Rs. 109.83 Lacs). The company has not recognized any contingent rent as expense in the statement of profit and loss.
38. Related Party Disclosure
A. Relationships
Key Management Personnel

Shri Mukesh Sangla - Managing Director
Shri Saurabh Sangla - Director
Mr. J.C. Paliwal - Chief Financial Officer
Mrs. Preeti Singh - Company Secretary
B. Relative of Key Managerial Personnel
Smt. Monika Sangla-Wife of Managing Director
C. Other parties / Companies where key managerial persons or their relatives have significant influence and where
transaction taken place during the year.
Adroit Industries (India) Limited
Note: Related party relationship is as identified by the Company on the basis of information available
69
NATURE OF TRANSACTIONS 2017-18 2016-17

Sales
Adroit Industries (India) Ltd 4.65 2.73
Machinery Purchase
Adroit Industries (India) Ltd 130.40 91.20
Remuneration to Director
Mukesh Sangla 84.00 84.00
Remuneration to CFO
J.C. Paliwal 12.80 11.36
Remuneration to CS
Preeti Singh 7.72 7.00
Rent Paid
Saurabh Sangla 5.58 5.58
Monika Sangla 7.22 7.22
Guarantee issued in favour of Adroit Industries (India) Limited 1000.00 1000.00
Guarantee received from Adroit Industries (India) Ltd. 1100.00 1100.00
Outstanding
Rent Deposit
Saurabh Sangla 25.00 25.00
Monika Sangla 60.00 60.00
39. Disclosure as per IND AS - 19 "Employee Benefits":

40. As per Indian Accounting Standard (Ind AS) 19
Period Covered 2017-18 2016-17
Change in defined benefit obligation 31-03-2018 31-03-2017
Defined benefit obligation at beginning of period 84.93 73.04
Service cost
a. Current service cost 19.85 12.92
b. Past service cost 0 0
c. (Gain) / loss on settlements 0 0
Interest expenses 6.19 5.70
Cash flows
a. Benefit payments from employer -5.15 0
Remeasurements
a. Effect of changes in demographic assumptions 0 0
b. Effect of changes in financial assumptions -20.24 2.42
c. Effect of experience adjustments -18.19 -9.13
Transfer In /Out 0 0
Defined benefit obligation at end of period 67.39 84.92
Change in fair value of plan assets 31-03-2018 31-03-2017

Fair value of plan assets at beginning of period 0 0
a. Total employer contributions
(i) Employer direct benefit payments 5.15 0
Benefit payments from employer -5.15 0
a. Return on plan assets (excluding interest income) 0 0
Transfer In /Out
Fair value of plan assets at end of period 0 0
Amounts recognized in the Balance Sheet 31-03-2018 31-03-2017

1. Defined benefit obligation 67.39 84.92
2. Fair value of plan assets 0 0
3. Funded status 67.39 84.92
4. Effect of asset ceiling 0 0
5. Net defined benefit liability (asset) 67.39 84.92
70
Remeasurements (recognized in OCI)

a. Effect of changes in demographic assumptions 0 0
b. Effect of changes in financial assumptions -20.24 2.42
c. Effect of experience adjustments -18.20 -9.14
d. Return on plan assets (excluding interest income) 0 0
e. Changes in asset ceiling (excluding interest income) 0 0
f. Total remeasurements included in OCI -38.43 -6.72
Total defined benefit cost recognized in P&L and OCI -12.39 11.89
Re-measurement Component of expenses/(income) recognized in OCI 31-03-2018 31-03-2017
Actuarial Loss/(Gain) on DBO -38.43 -6.72
Returns above Interest Income 0 0
Change in Asset ceiling 0 0
Total Re-measurements (OCI) -38.43 -6.72
Employer Expense recognized in Profit and Loss 31-03-2018 31-03-2017
a. Current Service Cost 19.85 12.91
b. Interest Cost on net DBO 6.19 5.69
c. Past Service Cost 0 0
d. Total P&L Expenses 26.04 18.61
Reconciliation of OCI (Re-measurement) 31-03-2018 31-03-2017
1. Recognised in OCI at the beginning of period -3.73 2.98
2. Recognised in OCI during the period -38.43 -6.72
3. Recognised in OCI at the end of the period -42.16 -3.73
Sensitivity analysis - DBO end of Period 31-03-2018 31-03-2017

1. Discount rate +100 basis points 61.31 75.48
2. Discount rate -100 basis points 74.61 96.39
3. Salary Increase Rate +1% 74.61 96.11
4. Salary Increase Rate -1% 61.24 75.53
5. Attrition Rate +1% 71.81 87.22
6. Attrition Rate -1% 62.28 82.17
Significant actuarial assumptions 31-03-2018 31-03-2017
1. Discount rate Current Year 7.72% 7.52%
2. Discount rate Previous Year 7.52% 7.80%
3. Salary increase rate 2.0% 5.0%
4. Attrition Rate 2.0% 2.0%
5. Retirement Age 60 60
6. Pre-retirement mortality Indian Assured Lives
Mortality (2006-08) Ultimate
7. Disability Nil Nil
Expected cash flows for following year 31-03-2018 31-03-2017

1. Expected contributions / Addl. Provision Next Year 19.85 17.68
2. Expected total benefit payments
Year 1 9.98 4.76
Year 2 4.26 6.85
Year 3 3.02 5.51
Year 4 3.04 2.97
Year 5 3.17 3.50
Next 5 years 25.72 24.35
40. Payment to Auditors

(Excluding GST or Service Tax)
2017-18 2016-17
For Audit Fees 4.00 4.00
For Tax Audit Fees 1.00 1.00
For Other Services 0.50 1.14
Reimbursement of Expenses - 0.08
71
41. Earnings Per Share (EPS)

2017-18 2016-17
(a) Net Profit after tax 18.47 18.41
Less : Preference Dividend including tax thereon - -
Net Profit available for equity shareholders 18.47 18.41
(b) Weighted Average Number of Equity Shares (in Nos.) 29,43,70,000 29,43,70,000
(c) Nominal Value of Per Equity Share (In Rs.) 1 1
(d) Basic & Diluted Earnings Per Share (In Rs.) 0.63 0.63
42. Segment Reporting

Amount In Lacs
(a) Primary Reporting Information (Business Segment)
Manufacturing Windmill Trading Unallocable Total
Segment revenue 33,067.99 83.73 57,646.77 354.47 91,152.96
29,359.33 103.26 64,115.76 343.01 93,921.35
Segment results(PBIT) 6,042.72 31.06 350.83 242.88 6,667.49

5,311.53 33.67 651.87 82.77 6,079.84
Less : Interest - - - - -4,095.87

-3,760.45
Profit before exceptional item 2,571.62
2,319.39
Less:- Exceptional item - - - - -
-
Profit/(loss) before tax - - - - 2,571.62
2,319.39
Less : Current Tax -695.00

-497.75
Deferred Tax -29.29
18.87
Profit after tax 1,847.34
1,840.50
Prior period adjusments -
Net Profit 1,847.34

1,840.50
Segment assets 43,864.01 587.68 12,560.33 4,547.77 61,559.79
40,389.69 663.78 14,107.13 3,638.24 58,798.83
Segment liabilities 11,007.84 - 8,813.66 26,208.77 46,030.27
12,344.53 - 9,914.77 22,656.17 44,915.47
Segment depreciation 581.70 44.79 4.96 29.68 661.14
575.62 44.79 13.46 24.83 658.70
(b) Secondary Segment Geographical

The Company's operating facilities are located in India.
Domestic Revenue 90,798.49 93,578.34
Export Revenue - -
72
Note 43: First time adoption of Ind AS
First Ind AS financial statements
These are the Company’s first separate financial statements prepared in accordance with Ind AS applicable as at 31 March
2018.
The accounting policies set out in note B have been applied in preparing the financial statements for the year ended 31
March 2018, the comparative information presented in these financial statements for the year ended 31 March 2017 and in
the preparation of an opening Ind AS balance sheet as at 1 April 2016 (the date of transition). In preparing its opening Ind
AS balance sheet, the Company has restated the amounts reported previously in financial statements prepared in
accordance with the accounting standards notified under Companies (Accounting Standards) Rules, 2014 and other
relevant provisions of the Act (previous GAAP or Indian GAAP) so as to comply in all material respects with Ind AS.
An explanation of how the transition from previous GAAP to Ind AS has affected the Company’s financial position,
financial performance and cash flows is as follows:
First-time adoption
Following are the applicable Ind AS 101 optional exemptions and exceptions to retrospective application of Ind AS
applied in the transition from previous GAAP to Ind AS.
I) Optional exemptions
a) Property, plant and equipment and intangible assets
Ind AS 101 permits to measure all its property, plant & equipments at their previous GAAP carrying value i.e. being
deemed cost represented by Gross Block reduced by accumulated depreciation on April 01, 2016.
II) Exceptions to retrospective application of Ind AS
a) Estimates
An entity’s estimates in accordance with Ind ASs at the date of transition to Ind AS shall be consistent with estimates made
for the same date in accordance with previous GAAP (after adjustments to reflect any difference in accounting policies),
unless there is objective evidence that those estimates were in error.
Ind AS estimates as at 1st April 2016 are consistent with the estimates as at the same date made in conformity with previous
GAAP except where Ind AS required a different basis for estimates as compared to the previous GAAP.
De-recognition of financial assets and liabilities
Ind AS 101 requires a first-time adopter to apply the de-recognition provisions of Ind AS 109 prospectively for
transactions occurring on or after the date of transition to Ind AS. However, Ind AS 101 allows a first-time adopter
to apply the de-recognition requirements in Ind AS 109 retrospectively from a date of the entity’s choosing,
provided that the information needed to apply Ind AS 109 to financial assets and financial Liabilities derecognised
as a result of past transactions was obtained at the time of initially accounting for those transactions.
The company has applied the de-recognition provisions of Ind AS 109 prospectively from the date of transition to
Ind AS.
D) Classification and measurement of financial assets
Ind AS 101 requires an entity to assess classification and measurement of financial instrument meet the condition of Ind
AS 109 on the basis of the facts and circumstances that exist at the date of transition to Ind AS.
43.1 Transition to Ind AS - Reconciliations
The following reconciliations provide a quantification of the effect of significant differences arising from the transition
from previous GAAP to Ind AS in accordance with Ind AS 101:
I. Reconciliation of Balance sheet as at July 1, 2015 and March 31, 2016
II. Reconciliation of Statement of Profit and Loss for the year ended March 31, 2016 III. Reconciliation of Equity as at July
1, 2015 and March 31, 2016
The presentation requirements under Previous GAAP differs from Ind AS and hence Previous GAAP information has
been regrouped for ease of reconciliation with Ind AS. The Regrouped Previous GAAP information is derived from the
Financial Statements of the Company prepared in accordance with Previous GAAP.
73

BALANCE SHEET AS AT March 31st , 2017 and 1st April 2016
(Amount In Lacs)
As at 31st March 2017 As at 1st April 2016
Particulars As per Change As per As per Change As per
previous IND AS previous IND AS
GAAP GAAP
I. ASSETS
(1) Non-current Assets
(a) Property, Plant and Equipment 7,234.91 - 7,234.91 7,746.91 - 7,746.91
(b) Capital work-in-progress 409.70 - 409.70 - - -
(c) Intangible assets 0.33 - 0.33 0.90 - 0.90
(d) Intangible asset under development 0.45 - 0.45 0.45 - 0.45
(e) Financial Assets
(i) Investments 4.21 20.02 24.22 6.69 20.61 27.31
(ii) Loan 480.09 - 480.09 585.53 - 585.53
(iii) Other Financial Assets - 203.01 203.01 - 266.54 266.54
(f) Other non-current assets 206.60 24.61 231.21 321.01 (266.54) 54.47
Total Non-current Assests 8,336.29 247.63 8,583.92 8,661.49 20.61 8,682.10
(2) Current Assets
(a) Inventories 12,773.99 0.00 12,773.99 10,345.70 - 10,345.70
(b) Financial Assets
(i) Trade receivables 31,031.28 (295.13) 30,736.15 26,493.56 (278.12) 26,215.44
(ii) Cash and cash equivalents 457.95 - 457.95 1,595.76 - 1,595.76
(iii) Bank balances Other than (ii) above 2,312.28 - 2,312.28 1,826.92 - 1,826.92
(iv) Loans 101.55 - 101.55 81.20 - 81.20
(v) Other Financial Assets 176.65 - 176.65 124.50 - 124.50
(c) Other current assets 3,858.59 (202.25) 3,656.34 2,327.49 (209.84) 2,117.66
Total Current Assests 50,712.29 (497.38) 50,214.91 42,795.13 (487.96) 42,307.17
Total Assets 59,048.58 (249.75) 58,798.83 51,456.62 (467.34) 50,989.28
II. EQUITY AND LIABILITIES

Equity
(a) Equity share capital 4,043.70 (1,100.00) 2,943.70 4,018.70 (1,100.00) 2,918.70
(b) Other Equity 11,000.09 (60.42) 10,939.67 7,569.96 241.06 7,811.02
15,043.79 (1,160.42) 13,883.37 11,588.66 (858.94) 10,729.72
LIABILITIES
(1) Non-Current Liabilities
Borrowings 3,476.87 987.44 4,464.31 5,435.81 917.69 6,353.50
(b) Provisions 80.17 - 80.17 68.18 - 68.18
(c) Deferred tax liabilities (Net) 1,312.14 (514.22) 797.91 1,322.79 (306.09) 1,016.70
4,869.18 473.22 5,342.39 6,826.78 611.60 7,438.38
(2) Current liabilities
(a) Financial Liability
(i) Borrowings 15,620.10 0.00 15,620.10 12,567.88 - 12,567.88
(ii) Trade payables 20,426.45 - 20,426.45 17,251.81 - 17,251.81
(iii) Other financial liability - 1,220.59 1,220.59 - 1,794.11 1,794.11
(b) Other current liabilities 2,258.76 (1,220.59) 1,038.17 2,575.11 (1,794.11) 781.01
(c) Provisions 830.31 (545.03) 285.28 394.76 (220.01) 174.76
(d) Current Tax Laibility (net) - 982.49 982.49 251.61 - 251.61
39,135.62 437.45 39,573.07 33,041.18 (220.01) 32,821.18
Total Equity and Liabilities 59,048.58 (249.75) 58,798.83 51,456.62 (467.34) 50,989.28
(0) 0 0 0 (0) (0)
74

Statement of Profit and Loss for The year ended 31st March, 2017
(Amount in Lacs)
Particulars As per Change As per
previous GAAP IND AS
I Revenue from Operations 93,189.55 388.79 93,578.34
II Other Income 452.32 (4.36) 447.96
III Total Income ( I+II ) 93,641.87 384.43 94,026.30
IV EXPENSES
Cost of Material Consumed 19,555.78 - 19,555.78
Purchases of Stock-in-Trade 63,078.05 - 63,078.05
Changes in inventories of finished goods, stock in trade and (2,682.44) - (2,682.44)
work-in-progress
Employee Benefits Expense 1,567.26 6.72 1,573.98
Finance Costs 3,690.70 69.75 3,760.45
Depreciation and Amortisation Expense 658.70 - 658.70
Other Expenses 5,356.60 405.80 5,762.40
IV Total Expenses 91,224.64 482.27 91,706.92
V Profit before exceptional items and tax (III-IV) 2,417.23 (97.84) 2,319.39
VI Exceptional Items - - -
VII Profit before tax (V-VI) 2,417.23 (97.84) 2,319.39
VIII Tax expense
Current Tax (497.75) - (497.75)
Deferred Tax 10.65 8.21 18.87
Tax for erlier year - - -
IX Profit for the year (VII-VIII) 1,930.13 (89.63) 1,840.50
X Other comprehensive income
a Items that will not be reclassified to profit or loss
Net gain/(loss) on defined benefit obligation - 6.72 6.72
Tax thereon - (2.33) (2.33)
Gain /(loss) on change in fair value of equity instrument - 3.76 3.76
Tax thereon - - -
b Items that will be reclassified to profit or loss
Total Other comprehensive income - 8.15 8.15
XI Total comprehensive income for the year (IX+X) 1,930.13 (81.47) 1,848.66
XII Earnings per equity share (Face Value of Re. 1 per share)
Basic (In Rs.) 0.66 0.63
Diluted (In Rs.) 0.66 0.63
75
43.2 Reconciliation of total equity as at 31 March, 2017 and 01 April, 2016
(Amount In Lacs)
Reconciliation of total Equity for the year ended Note As at 31 March 2017 As at 1st April 2016
Total equity (shareholders' funds ) under Previous GAAP 15,043.79 11,588.66
Allowance / Provision for trade receivables 1 (295.13) (278.12)
Fair valuation of investment 2 20.02 20.61
IND AS Impact of Preference shares 3 (1,021.01) (948.11)
Impact of transaction cost of borrowings 4 33.57 30.42
Proposed dividend and related distributed tax 5 - 220.01
Tax adjustments impact on above 6 102.14 96.25
Other Comprehensive Income - -
Equity as per Ind AS 13,883.37 10,729.72
43.3 Reconciliation of Total Comprehensive Income for the year ended 31st March 2017
(Amount In Lacs)
Description Note For the year ended
31st March, 2017

Profit after tax as per previous GAAP
Adjustments
Allowance / Provision for trade receivables 1 (17.01)
Profit on sale of Investments (4.36)
Amortisation of Processing fee and upfront fee on borrowings 4 3.15
Amortisation of Preference share liability (Heading to check) 3 (72.90)
Actuarial gains on gratuity from classified from profit and loss 7 (6.72)
to other comprehnsive income ( Retained earning in year 1 )
Deferred tax on Ind AS adjustments 6 8.21
Total Adjustments (89.63)
Profit after tax as per Ind AS 1,840.50
Other Comprehensive income
Actuarial gains on gratuity from classified from profit and loss to 7 6.72
other comprehnsive income ( Retained earning in year 1 )
Fair valuation of equity instrument classified as FVTOCI 2 3.76
Deferred tax on Ind AS adjustments 6 (2.33)
Total other comprehensive income 8.15
43.4 Impact of Ind AS Adoption on the statements of cash flows ended 31st March, 2017
Particulars Previous GAAP Effect of Transition to Ind AS Ind AS
Net Cash flow from operating activities 1,473.77 44.09 1,517.86
Net Cash flow from investing activities (471.68) - (471.68)
Net Cash flow from financing activities (2,139.90) (44.09) (2,183.99)
Net increase/ (decrease) in cash and cash equivalents (1,137.81) - (1,137.81)
cash and cash equivalents as at 1 April 2016 1,595.76 - 1,595.76
cash and cash equivalents as at 31 March 2017 457.95 - 457.95
76
43.5 Notes to Reconciliation
1 The Company measures recovery of debtors on Expected Credit Loss Model.The unwinding of discount on account of
above upto the date of transition is also recognised in retained earnings. Subsequent unwinding is recognised in statement
of profit and loss account.
2 Under previous GAAP, investment in equity instruments were classified into long term and current investments. Long
term investments were carried at cost less provision other than temporary in nature. Current investments were carried at
lower of cost or fair value. Under Ind AS, these investments are require to be measured at fair value either through OCI
(FVTOCI) or through Profit & loss (FVTPL). The company has opted to fair value these investments through other
comprehensive income (FVTOCI). Accordingly, resulting fair value change of these investments have been recognised in
Other Equity under Equity Instruments through other comprehensive income as at the date of transition and subsequently
in the statement of profit & loss in other comprehensive income for the year.
3 The company has issued two class of preference shares bearing 2% and 5% coupon rate.For compound financial
instruments that have both equity as well as liability component, Ind AS 32 requires splitting the two components and
separately recognizing ‘equity component of compound financial instrument’. Such equity component is required to be
presented as a part of ‘Other Equity’ under this head. On the other hand, the ‘liability component of compound financial
instrument’ is required to be presented as a part of ‘Borrowings’, accordingly disclosure is given.
4 Ind AS 109 requires transaction costs incurred towards borrowings to be deducted from the transaction value on initial
recognition. These cost are recognised in profit & loss over the tenure of borrowings as a part of the interest expense by
applying effective interest rate method.
5 Under the previous GAAP, dividend proposed by the board of directors after the balance sheet date but before the approval
of the financial statements were considered as adjusting events. Accordingly, provision for proposed dividend including
dividend distribution tax was recognised as liability. Under Ind AS, such dividends are recognised when the same is
approved by the shareholders in the general meeting.Accordingly liability for proposed dividend as at 1st April,2016
included under provisions as per previous GAAP have been reversed with corrosponding adjustments to retained
earnings.Consequently total equity increased by the amount of proposed dividend and related dividend distribution tax.
6 Deferred Tax have been recognized on adjustments made on transition to IND AS on 1st April,2016 to retained earnings.
7 Under Previous GAAP, the cost relating to post employment defined benefit obligation including acturial gain/losses were
recognised in profit and loss. Under the Ind AS, actuarial gain/losses on the net defined liability are recognised in the
comprehensive income instead of profit and loss
8 Under previous GAAP, the Company accounted for revenue net of trade discounts, sales taxes and excise duties. Under Ind
AS, the Company will recognise revenue at fair value of consideration received or receivable. Any sales incentive, cash
discounts or rebates in any form given to customers will be considered as reductions from revenue.
Note 44 'Financial risk management objectives and policies
Risk management framework
The Company’s activities expose it to a variety of financial risks, including market risk, credit risk and liquidity risk. The
Company’s primary risk management focus is to minimize potential adverse effects of risks on its financial performance.
The Company’s risk management assessment policies and processes are established to identify and analyze the risks faced
by the Company, to set appropriate risk limits and controls, and to monitor such risks and compliance with the same. Risk
assessment and management of these policies and processes are reviewed regularly to reflect changes in market conditions
and the Company’s activities. The Board of Directors and the Audit Committee are responsible for overseeing these
policies and processes.
a) Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates (currency risk) and interest rates
(interest rate risk), will affect the companies income or value of it’s holding of financial instruments. The objective of
market risk management is to manage and control market risk exposures within acceptable parameters, while optimising
the return.
i) Interest rate risk
Interest rate risk is the risk the the fair value or future cash flow of a financial instrument will fluctuate because of changes
in market interest rate. Fair value interest rate risk is the risk of changes in fair value of fixed interest bearing financial
instrument because of fluctuations in the interest rates. Cash flow interest rate risk is the risk that the future cash flows of
floating interest bearing financial instrument will fluctuate because of fluctuations in the interest rates.
77
The Company’s exposure to the risk of changes in market interest rates relates primarily to the borrowing from banks and
others. Currently company is not using any mitigating factor to cover the interest rate risk.
Interest rate risk exposur
Variable Rate
Borrowings from banks 23,620.42 19,702.25 18,679.53
Fixed Rate
Intercorporate loan 650.00 648.52 2,093.83
Total borrowings 24,270.42 20,350.77 20,773.36
The Company’s exposure to the risk of changes in market interest rates relates primarily to the borrowing from banks and
others. Currently company is not using any mitigating factor to cover the interest rate risk.
Interest rate sensitivity
The Company has taken Intercorporate loan at fixed rate of interest and are carried at amortised cost. They are therefore not
subject to interest rate risk as defined in Ind AS - 107, since neither the carrying amount nor the future cash flow will
fluctuate because of change in market interest rate.
The sensitivity analysis below have been determined based on exposure to interest rates (variable) for borrowing at the end
of the reporting period and the stipulated change taking place at the beginning of the financial year and held constant
throughout the reporting period in case of term loans that have floating rates. If the interest rates had been 1% higher or
lower and all the other variables were held constant, the effect on Interest expense for the respective financial years and
consequent effect on companies profit in that financial year would have been as below :
Particulars For the Year ended 31st March 2018 For the Year Ended 31st March 2017
Impact on Profit or Loss for the year decrease -236.20 -197.02

Impact on Profit or Loss for the year Increase 236.20 197.02
ii) Foreign currency risk
The Company enters into transactions in currency other than its functional currency and is therefore exposed to foreign
currency risk. The Company analyses currency risk as to which balances outstanding in currency other than the functional
currency of that Company. The company enters in to derivative financial instrument such foreign currency forward
contract and option contracts to mitigate the risk of changes in exchange rate on foreign currency exposure.
Following table analysis foreign currency assets and liabilities on balance sheet date.
Receivable in Foreign currency - - -
Payable in Foreign currency
Term Loan 98.68 154.79 215.66
Buyer's Credit
- Buyer's Credit of USD 2,171.71 4,725.95 3,647.71
- Buyer's Credit of EURO 979.72 38.13 -

Outstading forward contracts - - -
Sensitivity to foreign currency risk
The following table demonstrates the sensitivity in the USD currencies if the currency rate is increased/(decreased) by 1%
with all other variables held constant. The below impact on the Company’s profit before tax is based on changes in the fair
value of unhedged foreign currency monetary assets and liabilities at balance sheet date :
Currency Sensitivity analysis
For the Year ended 31st March 2018 For the Year Ended 31st March 2017
USD (In Lacs) USD(In Lacs) USD(In Lacs) USD(In Lacs)
Increase Decrease Increase Decrease
Sensitivity to foreign currency risk 34.54 (34.54) 75.48 (75.48)
78
(b) Credit risk

Credit risk is the risk that arises from the possibility that the counterparty will not meet its obligations under a financial
instrument or customer contract, leading to a financial loss.Financial assets that are subject to such risk, principally consist
of trade receivables, Investments and loans and advances. None of the financial insturments of the company results in
material concentration of credit risk.Financial assets are written off when there is no reasonable expectation of recovery,
however, the Company continues to attempt to recover the receivables. Where recoveries are made, these are recognised in
the Statement of Profit and Loss.The impairment for financial assets are based on assumptions about risk of default and
expected loss rates. The Company uses judgement in making these assumptions and selecting the inputs to the impairment
calculation, based on the Company’s past history, existing market conditions as well as forward looking estimates at the
end of each balance sheet date.
Trade and other receivablesExposures to customers outstanding at the end of each reporting period are reviewed by the
Company to determine expected credit losses. Historical trends of impairment of trade receivables do not reflect any
significant credit losses. Impaired amounts are based on lifetime expected losses based on the best estimate of the
management. Further, management believes that the unimpaired amounts that are past due by more than 180 days are still
collectible in full, based on historical payment behaviour and extensive analysis of customer credit risk. The impairment
loss related to several customers that have defaulted on their payments to the Company and are not expected to be able to
pay their outstanding balances, mainly due to economic circumstances. The movement in the allowance for impairment in
respect of trade and other receivables during the year was as follows.
The ageing analysis of the trade receivables has been considered from the date the invoice falls due
Up to 6 months 26,528.05 3,028.48 2,869.35
More then 6 months 2,817.29 28,002.80 23,624.21
Total 29,345.35 31,031.28 26,493.56
The following table summarizes the change in the loss allowances measured using expected credit loss
Particulars Amount
Balance as at 1st April, 2016 278.12
Provided during the year 17.01
Reversed during the year -
Balance as at 31st March, 2017 295.13
Provided during the year -
Reversed during the year 44.05
Balance as at 31st March, 2018 251.08
Investments
The Company limits its exposure to credit risk by generally investing in counter -parties that have good credit rating . The
Company does not expect any losses from non-performance by these counter-parties apart from those already given in
financials, and does not have any significant concentration of exposures to specific industry sectors or specific country
risks.
(c) Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due.The
Company has obtained fund and non-fund based working capital lines from various banks. The company's treasury
department is responsible for liquidity, funding as well as settlement management. In addition, process and policies related
to such risk are overseen by senior management. Management moniters the company's net liquidity position through
rolling forecasts on the basis of expected cash flows.
79
Expected contractual maturity for derivative and non derivative Financial Liabilities:
Particulars Less than 1 year 1 to 5 years >5 years Total
As at 31st March, 2018
Non Derivative Financial Liabilities
Borrowings 20,470.46 4,707.69 - 25,178.15
Trade payables 18,630.31 - - 18,630.31
Other financial liabilities 731.19 - - 731.19
Total 39,831.97 4,707.69 - 44,539.66
Derivative Financial Liabilities

Forward Contract outstanding - - - -
Total - - - -
As at 31st March, 2017

Borrowings 16,263.78 4,730.67 - 20,994.45
Trade payables 20,426.45 - - 20,426.45
Total 37,267.14 4,730.67 - 41,997.81

Total - - - -
As at 1st April, 2016

Borrowings 13,942.93 8,230.48 - 22,173.41
Trade payables 17,251.81 - - 17,251.81
Total 31,588.80 8,230.48 - 39,819.29

Total - - - -
Capital Management
For the purpose of the Company’s capital management, capital includes issued equity capital, securities premium and all
other equity reserves attributable to the equity shareholders of the Company. The Company’s objective when managing
capital is to safeguard its ability to continue as a going concern so that it can continue to provide returns to shareholders and
other stake holders.The Company manages its capital structure and makes adjustments in light of changes in the financial
condition and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may
adjust the dividend payment to shareholders, return capital to shareholders (buy back its shares) or issue new shares.No
changes were made in the objectives, policies or processes for managing capital during the year ended 31st March, 2018
and 31st March, 2017.
Gearing Ratio:
Debt 23,572.52 20,092.05 18,924.83
Cash and cash equivalent 890.99 457.95 1,595.76
Adjusted net Debt 22,681.53 19,634.10 17,329.07
Total Equity 15,529.52 13,883.37 10,729.72
Net Debt to equity ratio 1.46 1.41 1.62
80
Note 45 Financial Instruments by Category and fair value heirarchy
Set out below, is a comparison by class of the carrying amounts and fair value of the Company’s financial instruments,
other than those with carrying amounts that are reasonable approximations of fair values.The fair values of the financial
assets and financial liabilities included in the level 2 and level 3 categories above have been determined in accordance with
generally accepted pricing models based on a discounted cash flow analysis, with the most significant inputs being the
discount rate that reflects the credit risk of counterparties.
As 31st March 2018 Fair Value Measurement Fair Value hierarchy
|Particulars FVTPL FVOCI Amortised Level-1 Level-2 Level-3
Cost
Financial assets
Investments - 19.08 - 19.02 - 0.06
Cash and cash equivalents - - 890.99 - - -
Bank balances other than cash and cash equivalents - - 2,305.64 - - -
Trade Receivables - - 29,094.27 - - -
Other financial assets - - 959.37 - - -
Total - 19.08 33,250.27 19.02 - 0.06
Financial liabilities
Borrowings - - 23,555.83 - - -
Trade Payables - - 18,630.31 - - -
Other financial liability - - 1,638.93 - - -
Total - - 43,825.07 - - -
As 31st March 2017 Fair Value Measurement Fair Value hierarchy

Cost
Financial assets
Investments - 24.22 - 24.17 - 0.06
Cash and cash equivalents - - 457.95 - - -
Total - 24.22 34,366.13 24.17 - 0.06
Borrowings - - 20,084.41 - - -
Trade Payables - - 20,426.45 - - -
Other financial liability - - 1,220.59 - - -
Total - - 41,731.45 - - -
As 01st April 2016 Fair Value Measurement Fair Value hierarchy

Cost
Financial assets
Investments - 27.31 - 27.25 - 0.06
Cash and cash equivalents - - 1,595.76 - - -
Total - 27.31 30,614.68 27.25 - 0.06
Borrowings - - 18,921.38 - - -
Trade Payables - - 17,251.81 - - -
Other financial liability - - 781.01 - - -
Total - - 36,954.20 - - -
To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments
into three levels prescribed under the Ind AS. An explanation for each level is given below.
Level : Quoted (unadjusted) market prices in active markets for identical assets or liabilities.
Level 2 : Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly
observable
Level 3 : Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.
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46. Pursuant to disclosure pertaining to Section 186 (4) of the Companies Act, 2013
a. Loan given and outstanding as at the year end as follows:-
Particulars 2017-18 2016-17 As at 1st April, 2016
Manjeet Cotton Private Limited 260.90 209.49 189.02
The above loan given is classified under Long Term Loans and Advances (Note no. 12). Interest provided at the rate of 12% p.a.
The same is utilized by the recipient for working capital needs.
b. Gaurantee given and outstanding as at the year end as follows:-
Particulars 2017-18 2016-17 As at 1st April, 2016
Adroit Industries (India) Limited 1000.00 1000.00 1000.00
The above corporate guarantee has been given to Export Import Bank of India in relation to Term Loan availed by M/s Adroit
Industries (India) Limited.
c. Investment made and outstanding as at the year end. The same are classified under respective heads for purposes as mentioned
in their object clause (Refer Note 11).
47. Imported and Indigenous Stores and Spares consumed

2017-18 2016-17
Value in Rs. % of Consumption Value in Rs. % of Consumption
Imported - -
Indigenous 189.07 100% 238.19 100%
48. During the year company has made sales on consignment basis Rs.1250.04 Lacs (Pr. Yr. Rs. 5450.67 Lacs) commission
income from which is included in sales of services.
49. Value of Imports calculated on CIF Basis
2017-18 2016-17
Raw Materials 15163.83 14747.99
Store and Spare Parts - -
Capital Goods 249.75 3.91
50. Expenditure in Foreign Currency

2017-18 2016-17
Interest 75.59 55.34
51. Earnings in Foreign Currency

2017-18 2016-17
FOB Value of Exports -- --
52. Information relating to derivative instruments :-

a. The Company has no foreign currency/forward contracts to hedge its risks associated with foreign currency fluctuations
relating to certain firm commitments and forecasted transactions. The company does not use forward contracts for
speculative purposes.
b. Foreign exchange currency exposure not covered by derivative instrument or otherwise outstanding as at 31st March
2018 are given below :-
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Amount Currency Foreign Currency INR Equivalent

Payable (In Lacs) (In Lacs)
in foreign
currency
on account
of the
following:
As at 31st As at 31st As at 1st As at 31st As at 31st As at 1st
March,2018 March,2017 April, 2016 March,2018 March,2017 April, 2016
Import of goods USD 38.01 -- 18.20 2469.91 -- 1205.70
and services EURO -- -- -- -- -- --
Buyers Credit USD 334.26 72.88 55.05 2171.71 4725.95 3647.71
Buyers Credit EURO 12.22 0.55 -- 979.72 38.13 --
Term Loan USD 1.52 2.39 3.25 98.68 154.79 215.66
53. Intangible assets under development amounting to 0.45 Lacs (Previous Year 0.45 Lacs, as at 1st April, 2016, 0.45 Lacs)
represent fees paid for acquisition of Patent.
54. Interest Income Rs.164.09 Lacs (Pre. Year Rs. 174.19 Lacs) included in Interest Received (Note 27 Other Income)
represents interest earned on FDRs pledged with banks for various credit facilities availed by the company.
55. The expenditure required by the company for complying with the provision for CSR Expenditure required under section
135 of Companies Act, 2013 is as follows:-
2017-18 2016-17
CSR Expenditure to be incurred 42.64 40.05
However company has spent Rs. Nil (Pre. Yr. Rs.109.70 Lacs) on account of CSR activities other than capital expenditure during
the year (Previous Yr. Nil)
56. Previous year’s figures are regrouped / rearranged wherever considered necessary to make them comparable with
current year’s figures.
FOR AND ON BEHALF OF BOARD AS PER OUR REPORT OF EVEN DATE

OF DIRECTORS FOR SMAK & CO.
CHARTERED ACCOUNTANTS
Mukesh Sangla Saurabh Sangla CA Shirdhar Mandhanya

Managing Director Director Partner
DIN - 00189676 DIN - 00206069 M.No.421425
J C Paliwal Preeti Singh

Chief Financial Officer Company Secretary
Place: Indore
Date: 23rd May, 2018
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A. General Information
Signet Industries Limited was incorporated on January 29, 1985 under the Companies Act 1956, having its Registered
Office in Mumbai. Company is engaged in Merchant Trading of All Kind of Polymers & Other Productsand
Manufacturing of Micro Irrigation System (DRIP), Sprinkler Pipe / PVC Pipe & Agro fittings and its AlliedProducts, all
type of House Hold & Plastic Moulded Furniture. The Company’s shares are listed on Bombay StockExchange (BSE) and
National Stock Exchange (NSE). The Company’s shares are traded on both Bombay StockExchange and National Stock
Exchange of India Limited.
B. Significant accounting policies
i. Statement of compliance
The separate financial statements have been prepared in accordance with Indian Accounting standards (“Ind AS”)
notified, under section 133 of the Companies Act, 2013 (‘Act’) read with the Companies (Indian Accounting Standards)
Rules, 2015 and Companies (Indian Accounting Standard) Amendment Rules 2016 and the relevant provisions of the Act.
Upto the year ended 31st March 2017, the company prepared its financial statements in accordance with the requirement
of previous GAAP, which included Standards notified under the Companies (Accounting Standards) Rules, 2006. These
financial statements are the first financial statements of the company under Ind AS. The date of transition to Ind AS is 1st
April 2016.
The Company applied Ind AS 101 – First-time Adoption of the Indian Accounting Standards. A statement provides an
explanation of how the adoption of Ind AS has impacted on the balance sheet and results of operations of the Company.
Refer Note for details of first-time adoption exemptions availed by the company.
ii. Basis of Preparation
The financial statements have been prepared on accrual basis and under the historical cost convention except for certain
financial instruments which are measured at fair value at the end of each reporting period, as explained in the accounting
policies mentioned below.
All assets and liabilities have been classified as current or non-current as per the Company’s normal operating cycle and
other criteria set out in Schedule III to the Companies Act, 2013. The Company has ascertained its operating cycle as 12
months for the purpose of current and non-current classification of assets and liabilities.
Deferred tax assets and liabilities are classified as non-current assets and liabilities.
The operating cycle is the time between the acquisition of assets for processing and their realisation in cash and cash
equivalents. The company has identified twelve months as its operating cycle.
Functional and presentation currency
These separate financial statements are presented in Indian rupees, which is the Company’s functional currency. All
amounts have been rounded to the nearest Rupees unless otherwise indicated.
iii. Use of Estimates, Judgments and Assumptions
The preparation of financial statements in accordance with Ind AS requires management to make judgments, estimates
and assumptions that affect the application of accounting policies and the reported amount of assets, liabilities, income and
expenses. Actual results may differ from these estimates. Estimates and underlying assumptions are reviewed on an
ongoing basis. Revisions to accounting estimates are recognized in the period in which the estimates are revised and in any
future periods affected.
All the assets and liabilities have been classified as current or non-current as per the company’s normal operating cycle of
twelve months and other criteria set out in Schedule III to the Companies Act, 2013.
iv. Revenue
Revenue is measured at the fair value of the consideration received or receivable. Revenue is recognized to the extent that
it is probable that the economic benefit will flow to the company and the revenue can be measured reliably and there is no
continuing effective control/managerial involvement in respect of the revenue activity as described below.
i. Sale of goods
Revenue from sale of goods is recognized when the significant risks and rewards of ownership of the goods have been
transferred to the buyer either at the time of dispatch or delivery or when the risk of loss transfers.
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Revenue from sales is measured net of returns, trade discounts and volume rebates, VAT, GST but inclusive of excise duty
wherever applicable.Further, the revenue amount is adjusted for the time value of money if that contract contains a
significant financing component.
The timing of the transfer of control varies depending on the individual terms of the sales agreement.
Reveune from sale of power is recognized when delivered and measured based on contractual arrangements after giving
allowances for wheeling and transmission loss.
ii. Sale of Services
Revenue from sale of services are recognized when agreed contractual task has been completed or services are rendered.
iii. Interest and Dividend
Interest income is recognized on accrual basis using the effective interest method. Dividend income is recognised in profit
or loss on the date on which the company’s right to receive payment is established.
viii. Inventories
Inventories are valued at lower of cost and net realisable value on FIFO basis. Cost of inventory is generally comprises of
cost of purchase, cost of conversion and other cost incurred in bringing the inventory to their present location and
condition. Scrap are valued at net realizable value.
ix. Property, Plant and Equipment
Recognition and measurement
Items of property, plant and equipment are measured at cost less accumulated depreciation and any accumulated
impairment losses (if any). Freehold land is measured at costs.
The cost of an item of property, plant and equipment comprisesits purchase price, including import duties and non-
refundable purchase taxes, after deducting trade discounts and rebates, acquisition or construction cost including
borrowing costs, any costs directly attributable to bringing the asset to the location and condition necessary for it to be
capable of operating in the manner intended by management.
If significant parts of an item of property, plant and equipment have different useful lives, then they are accounted for as
separate items (major components) of property, plant and equipment.
Any gain or loss on disposal of an item of property, plant and equipment is recognised in statement of profit or loss.
Subsequent expenditure
Subsequent expenditure is capitalised only if it is probable that the future economic benefits associated with the
expenditure will flow to the company.
Depreciation
Depreciation on property, plant and equipment is provided on Straight-line method (SLM) as per the useful life of the
assets in the manner as specified in Schedule II to the Companies Act, 2013. The estimated useful life of assets and
estimated residual value is taken as prescribed under Schedule II to the Companies Act, 2013.
The range of estimated useful lives of Property, Plant & Equipments are as under :
Category Useful Life
Building 60 years
Plant &Equipments 15 years
Office Equipments 5 Years
Furniture & Fixture 10 Years
Vehicles
- Bikes , mopads etc 8 years
- Cars 10 years
Depreciation on additions during the year is provided on pro rata basis with reference to date of addition/installation.
Depreciation on assets disposed/discarded is charged up to the date on which such asset is sold.
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x. Intangible Assets
Recognition and measurement
Computer softwares have finite useful lives and are measured at cost less accumulated amortisation and any accumulated
impairment losses.As on transition date i.e. April 1, 2017 the same are measured at carrying value adjusted for Ind AS.
Subsequent expenditure
Subsequent expenditure is capitalised only when it increases the future economic benefits embodied in the specific asset to
which it relates. All other expenditure, including expenditure on internally generated goodwill and brands, when incurred
is recognised in statement of profit or loss.
Amortisation
Amortisation is calculated to write off the cost of intangible assets less their estimated residual values using the straight-
line method over their estimated useful lives and is generally recognised in statement of profit or loss. Computer software
are amortised over their estimated useful life of 3 years.
Amortisation methods, useful lives and residual values are reviewed at each reporting date and adjusted, if required.
xi. Employee benefits
Short term employee benefits
Short-term employee benefits are expensed as the related service is provided. A liability is recognised for the amount
expected to be paid if the company has a present legal or constructive obligation to pay this amount as a result of past
service provided by the employee and the obligation can be estimated reliably.
Defined benefit plans
The liability for gratuity a defined benefit plan is determined annually by a qualified actuary using the projected unit credit
method.
The company pays gratuity to the employees who have completed 5 Yrs of service with company at the time when the
employee leaves the company as per the payment of gratuity act 1972.
Remeasurement of the net defined benefit liability, which comprise actuarial gains and losses, the return on plan assets
(excluding interest) and the effect of the asset ceiling (if any, excluding interest), are recognised immediately in OCI. Net
interest expense (income) on the net defined liability (assets) is computed by applying the discount rate, used to measure
the net defined liability (asset), to the net defined liability (asset) at the start of the financial year after taking into account
any changes as a result of contribution and benefit payments during the year. Net interest expense and other expenses
related to defined benefit plans are recognized in profit or loss.
When the benefits of a plan are changed or when a plan is curtailed, the resulting change in benefit that relates to past
service or the gain or loss on curtailment is recognized immediately in profit or loss. The Companyrecognizes gains and
losses on the settlement of a defined benefit plan when the settlement occurs.
Other employee benefits
Compensated absences which are not expected to occur within twelve months after the end of the period in which the
employee renders the related services are recognized as a liability at the present value of obligation as at the Balance sheet
date determined based on an actuarial valuation.
Defined Contribution Plan
The company’s payments to the defined contribution plans are recognized as expenses during the period in which the
employees perform the services that payment covers. Defined contribution plan comprise of contribution to the
employees’ provident fund with government, Employees’ State Insurance and Pension Scheme.
xii. Income Tax
Income tax expense comprises current and deferred tax. It is recognised in profit or loss except to the extent that it relates to
a business combination, or items recognised directly in equity or in OCI.
Current tax
Current tax comprises the expected tax payable or receivable on the taxable income or loss for the year and any adjustment
to the tax payable or receivable in respect of previous years. It is measured using tax rates enacted or substantively enacted
at the reporting date. Current tax also includes any tax arising from dividends.
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Current tax assets and liabilities are offset only if, the Company:
a) has a legally enforceable right to set off the recognised amounts; and
b) intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.
xiii. Deferred tax
Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the financial
statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally
recognised for all taxable temporary differences. Deferred tax assets are generally recognised for all deductible temporary
differences to the extent that it is probable that taxable profits will be available against which those deductible temporary
differences can be utilised. Such deferred tax assets and liabilities are not recognised if the temporary difference arises
from the initial recognition of assets and liabilities in a transaction that affects neither the taxable profit nor the accounting
profit.
The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is
no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.
Deferred tax liabilities and assets are measured at the tax rates that are expected to apply in the period in which the liability
is settled or the asset realised, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end
of the reporting period.
Deferred tax assets include Minimum Alternative Tax (MAT) paid in accordance with the tax laws in India, which is likely
to give future economic benefits in the form of availability of set off against future income tax liability. Accordingly, MAT
is recognised as deferred tax asset in the balance sheet when the asset can be measured reliably, and it is probable that the
future economic benefit associated with the asset will be realised.
Deferred tax assets and liabilities are offset only if:
a) the entity has a legally enforceable right to set off current tax assets against current tax liabilities; and
b) the deferred tax assets and the deferred tax liabilities relate to income taxes levied by the same taxation authority on the
same taxable entity.
xiv. Foreign currency transactions
Transactions in foreign currencies are translated into the respective functional currencies of the company at the exchange
rates at the dates of the transactions.
Monetary assets and liabilities denominated in foreign currencies are translated into the functional currency at the
exchange rate at the reporting date. Difference arising on settlement of monetary items are generally recognised in
statement of profit and loss.
Non-monetary items that are measured based on historical cost in a foreign currency are not translated. Non-monetary
assets and liabilities that are measured at fair value in a foreign currency are translated into the functional currency at the
exchange rate when the fair value was determined. Exchange difference arising out of these transactions are generally
recognised in statement of profit and loss.
xv. Borrowing cost
Borrowing costs that are directly attributable to the acquisition, construction or production ofqualifying asset are
capitalised as part of the cost of that asset till the date it is ready for its intended use or sale. qualifying asset are the assets
that necessarily takes a substantial period of time to get ready for its intended use. Other borrowing costs are recognised as
an expense in the period in which they are incurred.
xvi. Cash and Cash Equivalent
In cash flow statement, Cash and cash equivalent includes the cash and Cheques in hand, bank balances, demand deposits
with bank and other short term, highly liquid investments with original maturity of three months or less that are readily
convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.
Bank overdraft are shown within borrowings in current liabilities in the balance sheet and forms part of financing activities
in the cash flow statement. Book overdraft are shown within other financial liabilities in the balance sheet and forms part of
operating activities in the cash flow statement.
xvii. Cash Flow Statement
Cash flows are reported using indirect method, whereby profit/ (loss) before tax is adjusted for the effect of transactions of
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non-cash nature and any deferrals or accruals of past or future cash receipts or payments and items of income or expenses
associated with investing or financing cash flow. The cash flow from operating, investing and financing activities of the
company is segregated based on the available information.
xviii. Earning Per Share
i.Basic earnings per shares is arrived at based on net profit / (loss) after tax available to equity shareholders divided by
Weighted average number of equity shares , adjusted for bonus elements in equity shares issued during the year (if any)
and excluding treasury shares.
ii. Diluted earnings per shares is calculated by dividing Profit attributable to equity holders after tax divided by Weighted
average number of shares considered for basic earning per shares including potential dilutive equity shares.
xix. Segment Accounting Policies
(i) The company has disclosed business segment as the primary segment. Based on the criteria mentioned in Ind AS
108 “Operating Segment” the company has identified its reportable segments.
The Chief Operating Decision Maker (CODM) evaluates the company’s performance and allocates resources based on an
analysis of various performance indicators by operating segments. The CODM reviews revenue and gross profit as
performance indicator for all of the operating segments. The various segment identified by the company comprised as
under: -
Name of Segment Comprised of
Manufacturing -Manufacturing of Irrigation and Plastic Products
Wind Power Unit -Wind Turbine Power Unit
Trading -Merchant Trading of Various Products
(ii) Segment revenue, segment results, segment assets and segment liabilities include respective amounts directly
identified with the segment and also an allocation on reasonable basis of amounts not directly identified. The expenses
which are not directly relatable to the business segment are shown as unallocated corporate cost. Assets and liabilities that
cannot be allocated between the segments are shown as un-allocable corporate assets and liabilities respectively.
(iii) The Company has identified geographical segments as the secondary segment. Secondary segments comprise of
domestic and export markets. However, company has no export sales.
Name of SegmentComprised of
xx. Provisions, Contingent Liabilities and Contingent Assets
A provision is recognized if, as a result of a past event, the company has a present legal or constructive obligation that can
be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation and
there is reliable estimate of the amount of obligation.
A disclosure for contingent liabilities is made where there is a possible obligation arising from past events, the existence of
which will be confirmed only on the occurrence or non occurrence of one or more uncertain future events not wholly
within the control of the company or a present obligation that arise from past events where it is not probable that an outflow
of resources will be required to settle or a reliable estimate of the amount can not be made.
xxi. Lease
A lease is classified at the inception date as finance lease or an operating lease. Leases under which the company assumes
substantially all the risks and rewards of ownership are classified as finance leases. When acquired, such assets are
capitalized at fair value or present value of the minimum lease payments at the inception of lease, whichever is lower.
Lease payments are apportioned between finance charges and reduction of the lease liability so as to achieve a constant
rate of interest on the remaining balance of the liability. Finance charges are recognized in finance costs in the statement of
profit and loss.
Other leases are treated as operating leases, with payments are recognized as expense in the statement of profit and loss on
a straight line basis over the lease term.
xxii. Impairment of Non Financial Assets
The company assesses at each reporting date whether there is any objective evidence that a non-financial asset or a group
of non-financial assets are impaired. If any such indication exists, the company estimates the amount of impairment loss.
For the purpose of assessing impairment, the smallest identifiable group of assets that generates cash inflows from
continuing use that are largely independent of the cash inflows from other assets or group of assets is considered as cash
generating unit. If any such indication exists, an estimate of the recoverable amount of the individual asset/cash generating
unit is made.
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An impairment loss is calculated as the difference between an asset’s carrying amount and recoverable amount. Losses are
recognized in profit or loss and reflected in an allowance account. When the company considers that there are no realistic
prospects of recovery of the asset, the relevant amounts are written off. If the amount of impairment loss subsequently
decreases and the decrease can be related objectively to an event occurring after the impairment was recognized, then the
previously recognized impairment loss is reversed through profit or loss.
xxiii. Financial Instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity
instrument of another entity. Financial instruments also include derivative contracts such as foreign currency foreign
exchange forward contracts, interest rate swaps and currency options; and embedded derivatives in the host contract.
a. Financial assets
Classification
The Company shall classify financial assets and subsequently measured at amortised cost, fair value through other
comprehensive income or fair value through profit or loss on the basis of its business model for managing the financial
assets and the contractual cash flow characteristics of the financial asset.
Initial recognition and measurement
All financial assets are recognised initially at fair value plus transaction costs that are attributable to the acquisition of the
financial asset, in the case of financial assets not recorded at fair value through profit or loss. Purchases or sales of financial
assets that require delivery of assets within a time frame established by regulation or convention in the market place
(regular way trades) are recognised on the trade date, i.e., the date that the company commits to purchase or sell the asset.
Measured at amortised cost
A financial asset is measured at the amortised cost if both the following conditions are met:
a) The asset is held within a business model whose objective is to hold assets for collecting contractual cash flows, and
b) Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal and
interest (SPPI) on the principal amount outstanding.
After initial measurement, such financial assets are subsequently measured at amortised cost using the effective interest
rate (EIR) method. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or
costs that are an integral part of the EIR. The EIR amortisation is included in finance income in the statement of profit and
loss. The losses arising from impairment are recognised in the statement of profit and loss. This category generally applies
to trade and other receivables.
Measured at fair value through other comprehensive income (FVOCI)
A financial asset ismeasured at FVOCI if both of the following criteria are met:
a) The objective of the business model is achieved both by collecting contractual cash flows and selling the financial
assets, and
b) The asset’s contractual cash flows represent SPPI.
Financial assets included within the FVOCI category are measured initially as well as at each reporting date at fair value.
Fair value movements are recognized in the other comprehensive income (OCI). However, the company recognizes
interest income, impairment losses & reversals and foreign exchange gain or loss in the profit and loss. On derecognition
of the asset, cumulative gain or loss previously recognised in OCI is reclassified from the equity to profit and loss. Interest
earned whilst holding FVOCI debt instrument is reported as interest income using the EIR method.
Financial Asset at fair value through profit and loss (FVTPL)
FVTPL is a residual category for financial asset. Any financial asset, which does not meet the criteria for categorization as
at amortized cost or as FVOCI, is classified as at FVTPL.
In addition, the group company may elect to classify a financial asset, which otherwise meets amortized cost or FVOCI
criteria, as at FVTPL. However, such election is allowed only if doing so reduces or eliminates a measurement or
recognition inconsistency (referred to as ‘accounting mismatch’).
Financial assets included within the FVTPL category are measured at fair value with all changes recognized in the profit
and loss.
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Derecognition
A financial asset (or, where applicable, a part of a financial asset or part of a company of similar financial assets) is
primarily derecognised (i.e. removed from the company’s balance sheet) when:
i. The rights to receive cash flows from the asset have expired, or
ii. The company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the
received cash flows in full without material delay to a third party under a ‘pass-through’ arrangement; and either (a) the
company has transferred substantially all the risks and rewards of the asset, or (b) the company has neither transferred nor
retained substantially all the risks and rewards of the asset, but has transferred control of the asset.
iii. When the company has transferred its rights to receive cash flows from an asset or has entered into a pass-through
arrangement, it evaluates if and to what extent it has retained the risks and rewards of ownership. When it has neither
transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the
company continues to recognise the transferred asset to the extent of the company’s continuing involvement. In that case,
the company also recognises an associated liability. The transferred asset and the associated liability are measured on a
basis that reflects the rights and obligations that the company has retained.
iv. Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the
original carrying amount of the asset and the maximum amount of consideration that the company could be required to
repay.
Impairment of financial assets
In accordance with Ind-AS 109, the Company applies expected credit loss (ECL) model for measurement and recognition
of impairment loss on the following financial assets and credit risk exposure:
a) Financial assets that are debt instruments, and are measured at amortised cost e.g., loans, debt securities, deposits, and
bank balance.
b) Trade receivables.
The Company follows ‘simplified approach’ for recognition of impairment loss allowance on:
i. Trade receivables which do not contain a significant financing component.
The application of simplified approach does not require the Company to track changes in credit risk. Rather, it recognises
impairment loss allowance based on lifetime ECLs at each reporting date, right from its initial recognition.
ii. For recognition of impairment loss on other financial assets and risk exposure, the Company determines that whether
there has been a significant increase in the credit risk since initial recognition. If credit risk has not increased significantly,
12-month ECL is used to provide for impairment loss. However, if credit risk has increased significantly, lifetime ECL is
used. If, in a subsequent period, credit quality of the instrument improves such that there is no longer a significant increase
in credit risk since initial recognition, then the entity reverts to recognising impairment loss allowance based on 12-month
ECL.
b. Financial liabilities
Classification
The Company classifies all financial liabilities as subsequently measured at amortised cost, except for financial liabilities
at fair value through profit or loss. Such liabilities, including derivatives that are liabilities, shall be subsequently
measured at fair value.
Initial recognition and measurement
Financial liabilities are classified, at initial recognition, as financial liabilities at fair value through profit or loss, loans and
borrowings, payables, or as derivatives designated as hedging instruments in an effective hedge, as appropriate.
All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of
directly attributable transaction costs.
The company’s financial liabilities include trade and other payables, loans and borrowings including bank overdrafts,
financial guarantee contracts and derivative financial instruments.
Financial liabilities at fair value through profit or loss.
Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities
designated upon initial recognition as at fair value through profit or loss. Financial liabilities are classified as held for
trading if they are incurred for the purpose of repurchasing in the near term. This category also includes derivative
financial instruments entered into by the group that are not designated as hedging instruments in hedge relationships as
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defined by Ind-AS 109. Separated embedded derivatives are also classified as held for trading unless they are designated
as effective hedging instruments.
Gains or losses on liabilities held for trading are recognised in the profit or loss.
Financial liabilities designated upon initial recognition at fair value through profit or loss are designated at the initial date
of recognition, and only if the criteria in Ind-AS 109 are satisfied. For liabilities designated as FVTPL, fair value gains/
losses attributable to changes in own credit risk are recognized in OCI. These gains/loss are not subsequently transferred to
P&L. However, the company may transfer the cumulative gain or loss within equity. All other changes in fair value of such
liability are recognised in the statement of profit or loss.
Loans and borrowings
After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the EIR
method. Gains and losses are recognised in profit or loss when the liabilities are derecognised as well as through the EIR
amortisation process.
Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an
integral part of the EIR. The EIR amortisation is included as finance costs in the statement of profit and loss.
This category generally applies to interest-bearing loans and borrowings.
Derecognition
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an
existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an
existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the
original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in
the statement of profit or loss.
Derivative financial instruments
The company uses derivative financial instruments, such as forward currency contracts, interest rate swaps and forward
commodity contracts, to hedge its foreign currency risks, interest rate risks and commodity price risks, respectively. Such
derivative financial instruments are initially recognised at fair value on the date on which a derivative contract is entered
into and are subsequently re-measured at fair value. Derivatives are carried as financial assets when the fair value is
positive and as financial liabilities when the fair value is negative.
Measurement of fair values
The Company’s accounting policies and disclosures require the measurement of fair values, for financial
instruments.
The Company has an established control framework with respect to the measurement of fair values. The management
regularly reviews significant unobservable inputs and valuation adjustments. If third party information, such as broker
quotes or pricing services, is used to measure fair values, then the management assesses the evidence obtained from the
third parties to support the conclusion that such valuations meet the requirements of Ind AS, including the level in the fair
value hierarchy in which such valuations should be classified.
When measuring the fair value of an asset or a liability, the Company uses observable market data as far as possible. Fair
values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as
follows.
Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e.
as prices) or indirectly (i.e. derived from prices).
Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).
If the inputs used to measure the fair value of an asset or a liability fall into different levels of the fair value hierarchy, then
the fair value measurement is categorised in its entirety in the same level of the fair value hierarchy as the lowest level input
that is significant to the entire measurement.
The Company recognises transfers between levels of the fair value hierarchy at the end of the reporting period during
which the change has occurred.
91
xx. Mandatory exceptions applied Standards issued but not yet effective
Ind AS 115 Revenue from Contracts with Customers
Ind AS 115 was issued in February 2015 and establishes a five-step model to account for revenue arising from contracts
with customers. Under Ind AS 115 revenue is recognised at an amount that reflects the consideration to which an entity
expects to be entitled in exchange for transferring goods or services to a customer. The new revenue standard will
supersede all current revenue recognition requirements under Ind AS. This standard will come into force from accounting
period commencing on or after 1st April 2018. The company will adopt the new standard on the required effective date.
During the current year, the company performed a preliminary assessment of Ind AS 115
Amendments to Ind AS 12 Recognition of Deferred Tax Assets for Unrealised Losses
The amendments clarify that an entity needs to consider whether tax law restricts the sources of taxable profits against
which it may make deductions on the reversal of that deductible temporary difference. Furthermore, the amendments
provide guidance on how an entity should determine future taxable profits and explain the circumstances in which taxable
profit may include the recovery of some assets for more than their carrying amount.
Entities are required to apply the amendments retrospectively. However, on initial application of the amendments, the
change in the opening equity of the earliest comparative period may be recognised in opening retained earnings (or in
another component of equity, as appropriate), without allocating the change between opening retained earnings and other
components of equity. Entities applying this relief must disclose that fact.
Entities are required to apply the amendments retrospectively. However, on initial application of the amendments, the
change in the opening equity of the earliest comparative period may be recognised in opening retained earnings (or in
another component of equity, as appropriate), without allocating the change between opening retained earnings and other
components of equity. Entities applying this relief must disclose that fact.
Ind AS 21, Foreign currency transactions
On March 28, 2018, Ministry of Corporate Affairs (“MCA”) has notified the Companies (Indian Accounting Standards)
Amendment Rules, 2018 effective from April 1, 2018 containing Appendix B to Ind AS 21, Foreign currency transactions
and advance consideration which clarifies the date of the transaction for the purpose of determining the exchange rate to
use on initial recognition of the related asset, expense or income, when an entity has received or paid advance
consideration in a foreign currency.
These amendments are effective for annual periods beginning on or after 1 April 2018.
92
Signet Industires Limited
CIN : L51900MH1985PLC035202
Regd. Office :1003, Meadows Building, Sahar Plaza Complex J. B. Nagar Andheri Kurla Road, Andheri (E) Mumbai – 400 059
Form No. MGT-11
PROXY FORM
(Please complete this attendance slip and hand it over at the entrance of the hall)
[Pursuant to section 105(6) of the companies Act, 2013 and rule 19(3) of the Companies (Management and Admisnistration) Rules, 2014]
CIN : L51900MH1985PLC035202
Name of Company : SIGNET INDUSTRIES LIMITED
Registered Office : 1003, Meadows Building, Sahar Plaza Complex J. B. Nagar Andheri Kurla Road, Andheri (E) Mumbai – 400 059
Name of Member (s) :
Registered Address :
E-Mail Id :
Folio No / Client IF DP ID
I/We, being the member (s) of...........................................Shares of the above named company, hereby appoint
1. Name
Adress
Email ID Signature
Of Falling him
2. Name
Adress
Email Signature
Or Falling him
3. Name
Adress
Email Signature
as my/our proxy to attend and vote (on a poll) for me/us and on my/our behalf at the 33rd Annual General Meeting on 29th
September, 2018 at 11.00 A.M. at Imperial Residency (II) Unit of Hotel Imperial Palace (I) Plot No. 163, Cts 368/ 20, Sher-E-
Panjab, Unique Lane Behing Tolani College, Andheri (E), Mumbai - 400 099 and at any abjournment of such resolution as are
indicated below
** I wish my above proxy to vote in the manner as indicated in the box below :
Resolutions
1. Consider and adopt Audited Financial Statement, Reports of the Board of Directors and Auditors Report Affix Rs. One
Revenue
2. Declaration of Dividend
Stamp here
3. Re-appointment of Shri Saurabh Sangla who retires by rotation
4. To Ratify the Remuneration of cost auditor M/s A.K. Jain & Associates of the company.
5. To regularize the appointment of Ms. Palak Malviya Appointed as Additional Director in independent category
6. To regularize the appointment of Mr. Mayank Shrivas Appointed as Additional Director in independent category
*Applicable for investors holding shares in the electronic form.
Signed this______________day of_______________2018 Signature
______________
Signature of first proxy holder
93
Notes :
1. This form of proxy in order to be effective should be duly completed and deposited at the registered Office of the Company not
less than 48 hours before commencement of the meeting
2. Proxy neet not be a member of the Company.
3. A person can act as a proxy on behalf of members not exceeding fifty and holding in the aggregate not more than 10% of the
total share capital of the company carrying Voting rights. A member holding more than 10% of the total share capital carrying
voting rights may appoint a single person as proxy and such person shall not act as proxy for any other person or shareholder.
4. This is only optional Please put a 'X' in the appropriate column against the resolutions indicated in the Box. If you leave the 'For'
or 'Against' column blank against any or all the resolutions. your proxy will be entitled to vote in the manner as he/she thinks
appropriate.
5. Appointing a proxy does not prevent a member from attending the meeting in person if he so wishes.
6. In the case of joint holders, the signature of any one holder will be sufficient, but names of all joint holders should be stated.
94
95
Signet Industires Limited
CIN : L51900MH1985PLC035202
Regd. Office :1003, Meadows Building, Sahar Plaza Complex J. B. Nagar Andheri Kurla Road, Andheri (E) Mumbai – 400 059
ATTENDANCE SLIP
(Please Complete this attendance slip and hand it over at the entrance of the hall)
I hereby record my presence at 33rd Annual General Meeting on 29th September, 2018 at 11.00 A.M. at Hotel
Imperial Palace (I) Plot No. 163, Cts 368/ 20, Sher-E-Panjab, Unique Lane Behing Tolani College, Andheri (E),
Mumbai - 400 099
Full Name of the Share Holder _____________________________________________________________

(in Block Letters)
Folio No.________________________________ No. of Shares Held_______________________
Name of Proxy____________________________________________________________________
(If the Proxy attends, instead of the shareholder)
Signature of the Shareholder/Proxy/Representative*

*Strike out which ever in not applicable
Note:
1. Please complete the Folio / DP ID-Client ID No. and name, sign this Attendance Slip and hand it over at
the Attendance Verification Counter at the entrance of the meeting venue. Attendance slips shall also be
issued at the venue.
2. Electronic copy of the Annual Report for the year ended March 31, 2018 and Notice of the Annual General
Meeting (AGM) alongwith Attendance Slip and Proxy Form is being sent to all the members whose email
address is registered with the Company/Depository Participant unless any member has requested for a hard
copy of the same. Members receiving electronic copy and attending the AGM can print copy of this
Attendance Slip.
3. Physical copy of the Annual report for the year ended March 31, 2018 and Notice of the Annual General
Meeting alongwith Attendance Slip and Proxy Form is sent in the permitted mode(s) to all members whose
email id is not registered or have requested for a hard copy
96

33rdannual Report 2017 18

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SIGNET INDUSTRIES LIMITED ANNUAL REPORT 2017-18

Contents Page No.

Director's Report & Annexures 12 - 43

Statement of Profit & Loss 51

Notes Forming Part to Balance Sheet 54 - 83

Proxy Form & Attendance Slip 93 - 96

Mr. Mukesh Sangla Chairman & Managing Director

33rd Annual General Meeting

Notes: that updated bank details and PAN of the

ANNEXURE TO THE NOTICE

DETAILS OF DIRECTOR SEEKING APPOINTMENT/ RE-APPOINTMENT

http://www.groupsignet.com/investors/policies care for the maintenance of adequate accounting

• Pradhan Mantri Krishi Sinchayee Yojna (PMKSY): An Human Resources

Attendance of Directors at Board Meetings and Annual General Meeting

Name of the Member Category Attendances at the Stakeholders Relationship

TERMS OF APPOINTMENT & REMUNERATION - MD

Particulars Shri Mukesh Sangla, Chairman & Managing Director

Year Venue Date Time

Meeting Special Resolutions passed in the Annual General Meetings

Extraordinary General Meeting (EGM) held in last 3 years is as under

Date Special Resolutions passed in the Extra Ordinary General Meetings

The Details of Special Resolutions passed through postal ballot is as follows

Date Special Resolutions passed through Postal Ballot

2 Board Meeting for consideration of Accounts 23rd May, 2018

Listing on Stock Exchanges

Other Important Information

For M. Maheshwari& Associates

For and on behalf of the Board

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

ii. Shareholding of Promoters

Top 10 Shareholders* Shareholding at the beginning Cumulative Shareholding end of

Shareholding Pattern of top ten Shareholders

10 Progressive Finlease Ltd. 458626 0.16 625600 0.21

Shareholding of Directors and Key Managerial Personnel:

Particulars Shareholding at the beginning Cumulative Shareholding end of

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

B. Remuneration to other directors:

Sr. Particulars of Remuneration Name of Directors Total

Remuneration To Key Managerial Personnel Other Than MD / Manager/WTD

VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:

For and on behalf of the Board

FOB Value of Exports - -

For and on behalf of the Board

Key Managerial Personnel

Affirmation that the remuneration is as per the Affirmed

For and on behalf of the Board

Details of remuneration of Managerial Personal

For and on behalf of the Board

Independent Auditors Report

For SMAK & Co.

Annexure A to Independent Auditor’s Report

For SMAK & Co.

Opinion the internal control over financial reporting criteria

SIGNET INDUSTRIES LIMITED

For SMAK & Co.

Place : Indore Preeti Singh

For SMAK & Co.

Place : Indore Preeti Singh

For SMAK & Co.